As filed with the Securities and Exchange Commission on May 6, 2019
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
811-05518
Investment Company Act file number
The RBB FUND, INC.
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)
Salvatore Faia, President
c/o U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI 53202
(Name and address of agent for service)
(414) 765-5366
Registrant's telephone number, including area code
Date of fiscal year end: August 31
Date of reporting period: February 28, 2019
Item 1. Reports to Stockholders.
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039125_i.jpg)
Abbey Capital Futures Strategy Fund
of
THE RBB FUND, INC.
Semi-Annual Report
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-844-261-6484.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-844-261-6484 to inform the Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.
This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.
Abbey Capital Futures Strategy Fund
Semi-Annual Investment Adviser’s Report
February 28, 2019 (Unaudited)
Dear Shareholder,
The Abbey Capital Futures Strategy Fund (the “Fund”) Class I returned -5.59% net of fees for the six-month fiscal period ended February 28, 2019. The negative performance for the period was driven by difficult trading conditions in equities, with further losses occurring in currencies and soft commodities. The Fund’s core allocation to trendfollowing systems captured the vast majority of losses over the six-month period, while the Fund’s non-trendfollowing allocation was also negative in aggregate. The Fund may invest up to 25% of its total assets in Abbey Capital Master Offshore Fund Limited (“ACMOF”), which invests substantially all of its assets in Abbey Capital Offshore Fund SPC (“ACOF”), which is a multi-advisor fund that invests in managed futures and foreign exchange. The Fund may also invest up to 25% of its assets into Abbey Capital Onshore Series LLC (“ACOS”), which is a multi-advisor fund that invests in managed futures and foreign exchange contracts.
Average Total Returns For The Periods Ended February 28, 2019
| Jan. 1, 2019 TO Feb. 28, 2019 | MAR. 1, 2018 TO FEB. 28, 2019 | SEPT. 1, 2018 TO FEB. 28, 2019 | ANNUALIZED SINCE INCEPTION ON July 1, 2014 TO FEB. 28, 2019 |
Class I Shares | -1.56% | -5.67% | -5.59% | 2.00% |
Class A Shares* | -1.57% | -5.93% | -5.76% | 1.74% |
Class A Shares (max load) | -7.24% | -11.34% | -11.19% | 0.46% |
Class C Shares** | -1.80% | -6.65% | -6.15% | 0.99% |
BofA Merrill Lynch 3-Month T-Bill Index*** | 0.38% | 2.04% | 1.10% | 0.75% |
S&P 500® Total Return Index*** | 11.48% | 4.68% | -3.04% | 10.06% |
Barclay CTA Index*** | -0.15% | -1.95% | -1.86% | 0.31% |
Barclay CTA numbers are based on the estimates available on the BarclayHedge website as of March 12, 2019
Source: Abbey Capital and Bloomberg
Performance quoted is past performance and does not guarantee future results. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. Visit www.abbeycapital.com for returns updated daily. Call (US Toll Free) 1-844-261-6484 or (international callers) + 1-508-871-3276 for returns current to the most recent month-end.
Please note the above is shown for illustrative purposes only
* | Class A Shares performance prior to its inception on August 29, 2014 is the performance of Class I Shares, adjusted for the Class A Shares expense ratio. There is a maximum sales charge (load) imposed on purchases (as a percentage of offering price) of 5.75% in Class A Shares. |
** | Class C Shares performance prior to its inception on October 6, 2015 is the performance of Class I Shares, adjusted for the Class C Shares expense ratio. |
*** | The Barclay CTA Index is derived from data which is self-reported by investment managers based on the performance of privately managed funds. In contrast, the S&P 500® Total Return Index and the Bank of America Merrill Lynch 3-Month T-Bill Index are comprised of publicly traded securities. As a result of these differences, these indices may not be directly comparable and the table above is shown for illustrative purposes only. |
Abbey Capital Limited (the “Adviser”) has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.79%, 2.04% and 2.79% of the Fund’s average daily net assets attributable to Class I Shares, Class A Shares, and Class C Shares, respectively. This contractual limitation is in effect until December 31, 2019, and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc. In addition, the
1
Abbey Capital Futures Strategy Fund
Semi-Annual Investment Adviser’s Report (Continued)
February 28, 2019 (Unaudited)
Adviser may recoup any waived or reimbursed amounts from the Fund within three years from the date on which such waiver or reimbursement was made by the Adviser, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement. Without the expense limitation agreement, the expense ratios are 1.88%. 2.13% and 2.88% of the Fund’s average daily net assets attributable to Class I Shares, Class A Shares, and Class C Shares, respectively, as stated in the Fund’s current prospectus as supplemented dated December 31, 2018 (and which may differ from the actual expense ratios for the period covered by this report). The quoted performance would have been lower without the expense limitation.
Please refer to the prospectus for further information on expenses and fees.
Market Commentary
The six-month period ended February 28, 2019 saw periods of elevated market volatility in certain sectors as the Federal Reserve (“Fed”) went through a clumsy shift in its monetary policy stance, geopolitical issues persisted and optimism for a resolution in the ongoing US-China trade war oscillated. Economic data in Europe and China was generally disappointing, while US data at times showed signs of weakness as concerns grew for the global growth outlook. Riskier assets generally struggled, with global equities falling as investors rotated into haven assets such as bonds and precious metals.
Strong US data and upbeat comments from Fed Chair Powell in October stoked fears for a faster pace of Fed rate hikes, leading to a spike in US Treasury yields. This spike was a catalyst for the sharp selloff in US equities, with further downward pressure added by cautious earnings outlooks from technology industry bellwethers and threats from US President Trump to escalate the trade war with China. Asian indices were particularly affected on the apparent deterioration in trade relations. Sentiment remained fragile in November, although worries about further Fed rate hikes eased somewhat after Fed officials hinted that the central bank may be approaching the end of its rate hiking cycle. In December however, a less dovish than expected Fed saw equities retreat further, with markets particularly displeased by Fed Chair Powell’s assertion that balance sheet reduction was essentially on autopilot. A US government shutdown and the growing possibility of a hard Brexit also dented investor risk sentiment, while thin holiday volumes at times created sharp swings in December prices. In 2019, improved optimism for a US-China trade deal and an avoidance of further tariffs lifted risk appetite. Reports of an upcoming meeting between Trump and Chinese President Xi to resolve the trade impasse, together with solid earnings releases, saw equities pare losses for the six-month period.
A shift in major global central bank policy to a more dovish stance was a key theme in markets over the six-month period. US and German yields initially climbed higher in September, with optimistic forecasts from European Central Bank President Draghi supporting eurozone yields. However, rising interest rate concerns precipitated heightened market volatility and saw investor risk appetite wane. Persistently tepid eurozone economic reports and Chinese economic data showing evidence of the impact of the trade war saw worries for the global growth outlook develop. In December, weaker than expected US labour data saw US yields plummet, while the Fed’s decision to lower its rate hike guidance for 2019 from three to two was more hawkish than expected, disappointing markets. In Europe, tumultuous Brexit developments, where UK Prime Minister May survived a no-confidence vote but was unable to get parliamentary approval for the exit deal agreed by the UK and EU, led Gilt and Bund yields lower. Though the European Central Bank confirmed an end to asset purchases in December 2018, speculation in 2019 was mounting that monetary policy may be loosened, with downbeat comments from Draghi and slowing eurozone growth lending support to this belief. A budgetary impasse between the EU and Italy initially weighed on demand for Italian government bonds, but after the disagreement was resolved and a major credit rating agency reaffirmed Italy’s rating status, yields finished the period lower. Japanese 10-year yields registered relatively large declines over the six-month period, with the Bank of Japan revising lower its inflation forecasts in January.
In currencies, the USD was broadly stronger versus its major peers. The hawkish Fed in October and November initially supported the USD before the currency traded in a wide range thereafter, with lower US yields at times proving a headwind for the greenback. In the eurozone, disappointing GDP growth and weak industrial production data hampered the EUR, with pessimistic Draghi rhetoric and a slashed European Commission growth forecast further
2
Abbey Capital Futures Strategy Fund
Semi-Annual Investment Adviser’s Report (Continued)
February 28, 2019 (Unaudited)
impacting the EUR. Brexit developments resulted in volatile moves in the GBP, where the growing possibility of a hard exit saw GBP/USD move lower in Q4. Moves were reversed in 2019 amid the mounting likelihood of an extension to Article 50, easing fears of a hard Brexit. The JPY outperformed relative to the USD during Q4 as market turbulence saw demand for perceived haven assets increase, although this move unwound in 2019 as risk sentiment improved. Trade war developments tended to drive moves in the AUD, with weak Chinese data and a dovish Reserve Bank of Australia ultimately sending the currency lower. Weakness in energy markets weighed on the CAD, with losses pared after some hawkish signals from the Bank of Canada in January.
Gold advanced over the period as elevated risk aversion and lower US yields drove increased demand for the precious metal. Palladium prices trended consistently higher as tighter global emission controls supported demand in the carmaker industry. Energy markets experienced elevated market volatility, particularly in Q4. Natural gas prices soared nearly 40% in November amid low storage levels and forecasts of colder US weather, however price moves quickly reversed after weather concerns eased. Crude oil prices fell sharply in Q4 as OPEC production cuts disappointed markets, the global demand outlook grew more clouded, and President Trump called for lower oil prices. Prices recovered somewhat in 2019 as Saudi exports fell, broad market risk appetite improved and political turbulence in Venezuela led to US sanctions on Venezuela’s state-owned oil company. Long-term trends in sugar prices reversed in October after a significant rally in the BRL following the Brazilian presidential election. Chinese economic stimulus measures and improved hopes for a US-China trade deal in 2019 saw copper prices reversed to finish the six-month period higher, while ample global supplies weighed on demand for US wheat.
Performance Attribution
Negative returns for the Fund were driven by losses from ACOF’s and ACOS’s exposure to equities, with currencies and soft commodities also negative over the six-month period. The Diversified Trendfollowing (“Trendfollowing”) sub-advisers (sub-advisers are also known as “Trading Advisers”) drove negative performance over the period. The non-trendfollowing sub-advisers were also net negative, as gains from Value sub-advisers were more than outweighed by losses from Global Macro sub-advisers.
Within equities, long positions held during the first half of October were responsible for the bulk of losses as equity markets corrected sharply on concerns about the impact of Fed interest rate hikes on the US economy. Further losses occurred in the first two months of 2019 due to short positioning as equity prices rebounded on optimism over US-China trade talks. However, losses were pared somewhat from late-February 2019, until the end of the period, once positioning shifted to long. Overall, the largest losses occurred in US and Japanese contracts, with Trendfollowing sub-advisers responsible for all losses in the sector.
Further losses were realised in both major and emerging market currencies. Despite holding a long position in the USD throughout the period as the USD generally rose, choppy moves in the greenback proved challenging for the Fund’s Trendfollowing sub-advisers. The largest losses for Trendfollowing sub-advisers occurred due to short positions in the GBP and NZD against the USD, primarily in the first half of the period, and offset gains from short EUR/USD positioning. Global Macro sub-advisers were positive in major currencies, largely due to short EUR/USD exposure, while Value sub-advisers were slightly negative. Trading in soft commodities was also negative for the Fund, largely on account of short soybean and mixed sugar positions. Losses from Trendfollowing sub-advisers in these contracts were partially offset by gains from Value sub-advisers from shorts in coffee and cotton later in the period. Further, smaller losses were seen in metals, energy and interest rates.
On a more positive note, bonds was the best performing sector at the Fund level. Trendfollowing sub-advisers led gains in the sector, as long exposures in Japanese and German 10-year contracts proved profitable, particularly from November onwards as long positions were increased and communications from global central banks began to turn more cautious. The Fund’s non-trendfollowing allocation was slightly positive in bonds, as gains from Value sub-advisers outweighed by losses from Global Macro sub-advisers. Additionally, Trendfollowing sub-advisers captured smaller gains from short positions in grains and meats.
3
Abbey Capital Futures Strategy Fund
Semi-Annual Investment Adviser’s Report (Concluded)
February 28, 2019 (Unaudited)
Key to Currency Abbreviations |
AUD | Australian Dollar |
EUR | Euro |
GBP | British Pound Sterling |
BRL | Brazilian Real |
JPY | Japanese Yen |
NZD | New Zealand Dollar |
CAD | Canadian Dollar |
USD | US Dollar |
An investment in the Fund is speculative and involves substantial risk. It is possible that an investor may lose some or all of their investment. The Fund may invest up to 25% of its total assets in Abbey Capital Master Offshore Fund Limited (“ACMOF”), which invests substantially all of its assets in Abbey Capital Offshore Fund SPC (“ACOF”), which is a multi-advisor fund that invests in managed futures and foreign exchange. The Fund may also invest up to 25% of its assets into Abbey Capital Onshore Series LLC (“ACOS”), which is a multi-advisor fund that invests in managed futures and foreign exchange. All investments in securities involve risk of the loss of capital. An investment in the Fund includes the risks inherent in an investment in securities, as well as specific risks associated with this open-ended investment product. Among the risks associated with investing in this Fund are Commodity Sector Risk, Counter-Party Risk, Credit Risk, Currency Risk, Manager and Management Risks, Subsidiary Risk, Tax Risk, Emerging Markets Risk, Leveraging Risk, Foreign Investment Risk, Fixed Income Securities Risks, Short Sale Risk and Portfolio Turnover Risks. The Fund may invest in or utilize derivative investments, futures contracts, and hedging strategies. One or more Trading Advisors, from time to time, may invest a substantial portion of the assets managed in a specific industry sector. As a result, the Fund’s investment portfolio may be subject to greater risk and volatility than if investments had been made in the securities of a broader range of issuers. There can be no assurance that the Fund’s strategy (hedging or otherwise) will be successful or that it will employ such strategies with respect to all or any portion of its portfolio. The value of the Fund’s portfolio investments should be expected to fluctuate. Investing in managed futures is not suitable for all investors given its speculative nature and the high level of risk involved. The Fund is appropriate only for investors who can bear the risks associated with the product. This brief statement cannot disclose all of the risks and other factors necessary to evaluate an investment in the Fund. Investors are urged to take appropriate investment advice and to carefully consider their investment objectives, personal situation, and factors such as net worth, income, age, risk tolerance and liquidity needs before investing in the Fund. Before investing, investors should carefully consider the Fund’s investment objectives, risks, tax considerations, sales charges and expenses.
Fund holdings and sector allocations are subject to change and should not be considered recommendations to buy or sell any security. Please refer to the Schedule of Investments in this report for a complete list of Fund holdings.
The Abbey Capital Futures Strategy Fund is distributed by Quasar Distributions, LLC.
4
Abbey Capital Futures Strategy Fund
Performance Data
February 28, 2019 (Unaudited)
Average Annual Total Returns for the Periods Ended February 28, 2019 | |
| Six Months† | One Year | Three Years | Since Inception†† | |
Class A Shares (without sales charge) (Pro forma July 1, 2014 to August 29, 2014) | -5.76% | -5.93% | -5.46% | 1.74%* | |
Class A Shares (with sales charge) (Pro forma July 1, 2014 to August 29, 2014) | -11.19% | -11.34% | -7.31% | 0.46%* | |
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index | 1.10% | 2.04% | 1.13% | 0.75%** | |
S&P 500® Total Return Index | -3.04% | 4.68% | 15.28% | 10.06%** | |
Barclay CTA Index | -1.86% | -1.95% | -2.16% | 0.31%** | |
†† | Inception date of Class A Shares of the Fund was August 29, 2014. |
* | Class A Shares performance prior to its inception on August 29, 2014 is the performance of Class I Shares, adjusted for the Class A Shares expense ratio. |
** | Performance is from the inception date of the Fund and is not the inception date of the index itself. The above is shown for illustrative purposes only. |
The Fund charges a 5.75% maximum sales charge on purchases (as a percentage of offering price) of Class A Shares. The performance data quoted reflects fee waivers in effect and would have been less in their absence. The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.04% of the Fund’s average daily net assets attributable to Class A Shares. Without the limitation arrangement, the gross expense ratio is 2.13% for Class A Shares as stated in the current prospectus (and which may differ from the actual expense ratio for the period covered by this report). This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc. Please see the Consolidated Financial Highlights for current figures.
5
Abbey Capital Futures Strategy Fund
Performance Data (Continued)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the Periods Ended February 28, 2019 | |
| Six Months† | One Year | Three Years | Since Inception†† | |
Class I Shares | -5.59% | -5.67% | -5.20% | 2.00% | |
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index | 1.10% | 2.04% | 1.13% | 0.75%* | |
S&P 500® Total Return Index | -3.04% | 4.68% | 15.28% | 10.06%* | |
Barclay CTA Index | -1.86% | -1.95% | -2.16% | 0.31%* | |
†† | Inception date of Class I Shares of the Fund was July 1, 2014. |
* | Performance is from the inception date of the Fund and is not the inception date of the index itself. The above is shown for illustrative purposes only. |
The performance data quoted reflects fee waivers in effect and would have been less in their absence. The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.79% of the Fund’s average daily net assets attributable to Class I Shares. Without the limitation arrangement, the gross expense ratio is 1.88% for Class I Shares, as stated in the current prospectus (and which may differ from the actual expense ratios for the period covered by this report). This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc. Please see the Consolidated Financial Highlights for current figures.
6
Abbey Capital Futures Strategy Fund
Performance Data (Continued)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the Periods Ended February 28, 2019 | |
| Six Months† | One Year | Three Years | Since Inception†† | |
Class C Shares (Pro forma July 1, 2014 to October 6, 2015) | -6.15% | -6.65% | -6.18% | 0.99%* | |
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index | 1.10% | 2.04% | 1.13% | 0.75%** | |
S&P 500® Total Return Index | -3.04% | 4.68% | 15.28% | 10.06%** | |
Barclay CTA Index | -1.86% | -1.95% | -2.16% | 0.31%** | |
†† | Inception date of Class C Shares of the Fund was October 6, 2015. |
* | Class C Shares performance prior to its inception on October 6, 2015 is the performance of Class I Shares, adjusted for the Class C Shares expense ratio. |
** | Performance is from the inception date of the Fund and is not the inception date of the index itself. The above is shown for illustrative purposes only. |
The performance data quoted reflects fee waivers in effect and would have been less in their absence. The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.79% of the Fund’s average daily net assets attributable to Class C Shares. Without the limitation arrangement, the gross expense ratio is 2.88% for Class C Shares, as stated in the current prospectus (and which may differ from the actual expense ratios for the period covered by this report). This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc. Please see the Consolidated Financial Highlights for current figures.
Performance quoted is past performance and does not guarantee future results. Investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. Visit www.abbeycapital.com for returns updated daily. Call (US Toll Free) 1-844-261-6484 or (international callers) + 1-508-871-3276 for returns current to the most recent month-end.
The Barclay CTA Index is derived from data which is self-reported by investment managers based on the performance of privately managed funds. In contrast, the S&P 500® Total Return Index and the BofA Merrill Lynch 3-Month U.S. Treasury Bill Index are comprised of publicly traded securities. As a result of these differences, these indices may not be directly comparable. Additionally, these indices are not available for direct investment and the above is shown for illustrative purposes only.
7
Abbey Capital Futures Strategy Fund
Performance Data (Concluded)
February 28, 2019 (Unaudited)
The S&P 500® Total Return Index
The S&P 500® Total Return Index is the total return version of the S&P 500® Index. Dividends are reinvested on a daily basis and all regular cash dividends are assumed reinvested in the index on the ex-dividend date.
S&P 500® Index
The S&P 500® Index is a market-capitalization-weighted index of 500 US stocks chosen for market size, liquidity and industry grouping, among other factors. The S&P 500® Index is designed to be a leading indicator of U.S. equities and is meant to reflect the risk/return characteristics of the large cap universe. The S&P 500® Index was first introduced on January 1, 1923, though expanded to 500 stocks on March 4, 1957.
Nasdaq 100 Index
Launched in January 1985, the Nasdaq-100 Index includes 100 of the largest US domestic and international non-financial companies listed on the Nasdaq stock market. The Nasdaq-100 Index is calculated under a modified capitalization-weighted methodology. The index reflects companies across major industry groups including computer hardware and software, telecommunications, retail/wholesale trade and biotechnology. It does not contain securities of financial companies including investment companies.
Barclay CTA Index
The Barclay CTA Index is a leading industry benchmark of representative performance of commodity trading advisors. There are currently 510 programs included in the calculation of the Barclay CTA Index for 2019. The Barclay CTA Index is equally weighted and rebalanced at the beginning of each year.
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index
The BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is an unmanaged market index of U.S. Treasury securities maturing in 90 days that assumes reinvestment of all income.
Hang Seng Index
The Hang Seng Index is a market capitalization-weighted index of 40 of the largest companies that trade on the Hong Kong Exchange. The Hang Seng Index is maintained by a subsidiary of Hang Seng Bank, and has been published since 1969.
Nikkei 225 Index
The Nikkei 225 Index is a price-weighted index comprised of Japan’s top 225 blue-chip companies traded on the Tokyo Stock Exchange.
Portfolio composition is subject to change. It is not possible to invest directly in an index.
8
Abbey Capital Futures Strategy Fund
Fund Expense Examples
February 28, 2019 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, (if any) and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. These examples are 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 six-month period from September 1, 2018 through February 28, 2019, and held for the entire period.
ACTUAL EXPENSES
The first section in the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) on purchase payments (if any). Therefore, the second section of the accompanying 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.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period* | Annualized Expense Ratio | Actual Six- Month Total Investment Return for the Fund |
Actual | | | | | |
Class A Shares | $ 1,000.00 | $ 942.40 | $ 9.82 | 2.04% | -5.76% |
Class I Shares | 1,000.00 | 944.10 | 8.63 | 1.79 | -5.59 |
Class C Shares | 1,000.00 | 938.50 | 13.41 | 2.79 | -6.15 |
Hypothetical (5% return before expenses) |
Class A Shares | $ 1,000.00 | $ 1,014.68 | $ 10.19 | 2.04% | N/A |
Class I Shares | 1,000.00 | 1,015.92 | 8.95 | 1.79 | N/A |
Class C Shares | 1,000.00 | 1,010.96 | 13.91 | 2.79 | N/A |
* | Expenses are equal to the Funds’ Class A Shares, Class I Shares, and Class C Shares annualized six-month expense ratios for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half year period. The Fund’s ending account values in the first section in the table is based on the actual six-month total investment return for the Fund’s respective share classes. |
9
Abbey Capital Futures Strategy Fund
Consolidated Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a consolidated summary of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
SHORT-TERM INVESTMENTS: | | | | | | | | |
U.S. Treasury Obligations | | | 80.4 | % | | $ | 530,717,684 | |
PURCHASED OPTIONS | | | 0.1 | | | | 531,190 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | | | | | | |
(including futures, forward foreign currency contracts and written options) | | | 19.5 | | | | 128,991,103 | |
NET ASSETS | | | 100.0 | % | | $ | 660,239,977 | |
The Fund seeks to achieve its investment objective by allocating its assets between a “Managed Futures” strategy and a “Fixed Income” strategy.
As a result of the Fund’s use of derivatives, the Fund may hold significant amounts of U.S. Treasuries or short-term investments.
Portfolio holdings are subject to change at any time.
Refer to the Consolidated Portfolio of Investments for a detailed listing of the Fund’s holdings.
The accompanying notes are an integral part of the consolidated financial statements.
10
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments
February 28, 2019 (Unaudited)
| | Coupon* | | | Maturity Date | | | Par (000’s) | | | Value | |
SHORT-TERM INVESTMENTS — 80.4% | | | | | | | | | | | | | | | | |
U.S. TREASURY OBLIGATIONS — 80.4% | | | | | | | | | | | | | | | | |
U.S. Treasury Bills | | | 2.310 | % | | | 03/07/19 | | | $ | 20,036 | | | $ | 20,028,244 | |
U.S. Treasury Bills | | | 2.335 | % | | | 03/14/19 | | | | 5,559 | | | | 5,554,285 | |
U.S. Treasury Bills | | | 2.352 | % | | | 03/21/19 | | | | 19,540 | | | | 19,514,585 | |
U.S. Treasury Bills | | | 2.381 | % | | | 03/28/19 | | | | 26,271 | | | | 26,224,451 | |
U.S. Treasury Bills | | | 2.431 | % | | | 04/04/19 | | | | 23,447 | | | | 23,394,976 | |
U.S. Treasury Bills | | | 2.467 | % | | | 04/25/19 | | | | 12,138 | | | | 12,093,772 | |
U.S. Treasury Bills | | | 2.499 | % | | | 05/02/19 | | | | 43,450 | | | | 43,271,342 | |
U.S. Treasury Bills | | | 2.494 | % | | | 05/09/19 | | | | 32,961 | | | | 32,809,695 | |
U.S. Treasury Bills | | | 2.506 | % | | | 05/16/19 | | | | 57,452 | | | | 57,162,729 | |
U.S. Treasury Bills | | | 2.428 | % | | | 05/30/19 | | | | 88,320 | | | | 87,791,736 | |
U.S. Treasury Bills | | | 2.542 | % | | | 06/06/19 | | | | 14,929 | | | | 14,832,628 | |
U.S. Treasury Bills | | | 2.520 | % | | | 06/13/19 | | | | 13,210 | | | | 13,118,697 | |
U.S. Treasury Bills | | | 2.478 | % | | | 06/20/19 | | | | 7,438 | | | | 7,383,159 | |
U.S. Treasury Bills | | | 2.471 | % | | | 06/27/19 | | | | 15,088 | | | | 14,969,555 | |
U.S. Treasury Bills | | | 2.509 | % | | | 07/05/19 | | | | 10,028 | | | | 9,943,853 | |
U.S. Treasury Bills | | | 2.502 | % | | | 07/11/19 | | | | 38,849 | | | | 38,507,815 | |
U.S. Treasury Bills | | | 2.509 | % | | | 07/25/19 | | | | 13,176 | | | | 13,047,620 | |
U.S. Treasury Bills | | | 2.472 | % | | | 08/01/19 | | | | 15,711 | | | | 15,550,080 | |
U.S. Treasury Bills | | | 2.484 | % | | | 08/08/19 | | | | 10,962 | | | | 10,844,099 | |
U.S. Treasury Bills | | | 2.510 | % | | | 08/15/19 | | | | 34,415 | | | | 34,027,855 | |
U.S. Treasury Bills | | | 2.496 | % | | | 08/22/19 | | | | 11,126 | | | | 10,995,325 | |
U.S. Treasury Bills | | | 2.511 | % | | | 08/29/19 | | | | 19,895 | | | | 19,651,183 | |
| | | | | | | | | | | | | | | 530,717,684 | |
TOTAL SHORT-TERM INVESTMENTS | | | | | | | | | | | | | | | | |
(Cost $530,709,173) | | | | | | | | | | | | | | | 530,717,684 | |
TOTAL PURCHASED OPTIONS — 0.1%** | | | | | | | | | | | | | | | | |
(Cost $928,590) | | | | | | | | | | | | | | | 531,190 | |
TOTAL INVESTMENTS — 80.5% | | | | | | | | | | | | | | | | |
(Cost $531,637,763) | | | | | | | | | | | | | | | 531,248,874 | |
| | | | | | | | | | | | | | | | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 19.5% | | | | | | | | | | | | | | | 128,991,103 | |
NET ASSETS — 100.0% | | | | | | | | | | | | | | $ | 660,239,977 | |
* | Short-term investments’ coupon reflect the annualized effective yield on the date of purchase for discounted investments. |
** | See page 20 for detailed information regarding the Purchased Options. |
The accompanying notes are an integral part of the consolidated financial statements.
11
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Futures contracts outstanding as of February 28, 2019 were as follows:
Long Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
10-Year Mini Japanese Government Bond Futures | | | Mar-19 | | | | 19 | | | $ | 1,704,571 | | | $ | 6,361 | |
2-Year Euro Swapnote Futures | | | Mar-19 | | | | 10 | | | | 1,137,449 | | | | 1,137 | |
3-Month Euro Euribor | | | Sep-19 | | | | 559 | | | | 158,958,551 | | | | 21,398 | |
3-Month Euro Euribor | | | Dec-19 | | | | 1,651 | | | | 469,482,233 | | | | 81,598 | |
3-Month Euro Euribor | | | Mar-20 | | | | 22 | | | | 6,255,972 | | | | 682 | |
3-Month Euro Euribor | | | Jun-20 | | | | 472 | | | | 134,219,027 | | | | 88,650 | |
3-Month Euro Euribor | | | Sep-20 | | | | 60 | | | | 17,061,741 | | | | 1,422 | |
3-Month Euro Euribor | | | Dec-20 | | | | 72 | | | | 20,474,089 | | | | 3,341 | |
3-Month Euro Euribor | | | Mar-21 | | | | 32 | | | | 9,099,595 | | | | 4,208 | |
3-Month Euro Euribor | | | Jun-21 | | | | 56 | | | | 15,924,291 | | | | 9,384 | |
3-Month Euro Euribor | | | Sep-21 | | | | 17 | | | | 4,834,160 | | | | 256 | |
3-Month Euro Euribor | | | Dec-21 | | | | 13 | | | | 3,696,710 | | | | (299 | ) |
5-Year Euro Swapnote Futures | | | Mar-19 | | | | 1 | | | | 113,745 | | | | 990 | |
90-DAY Bank Bill | | | Sep-19 | | | | 63 | | | | 44,689,092 | | | | 4,386 | |
90-DAY Bank Bill | | | Dec-19 | | | | 397 | | | | 281,612,212 | | | | 116,314 | |
90-DAY Bank Bill | | | Mar-20 | | | | 76 | | | | 53,910,650 | | | | 22,453 | |
90-DAY Bank Bill | | | Jun-20 | | | | 93 | | | | 65,969,611 | | | | 35,247 | |
90-DAY Bank Bill | | | Sep-20 | | | | 59 | | | | 41,851,689 | | | | 20,839 | |
90-DAY Eurodollar Futures | | | Jun-19 | | | | 6 | | | | 1,500,000 | | | | 425 | |
90-DAY Eurodollar Futures | | | Sep-19 | | | | 1,076 | | | | 269,000,000 | | | | (4,610 | ) |
90-DAY Eurodollar Futures | | | Dec-19 | | | | 639 | | | | 159,750,000 | | | | 79,750 | |
90-DAY Eurodollar Futures | | | Mar-20 | | | | 432 | | | | 108,000,000 | | | | 578,412 | |
90-DAY Eurodollar Futures | | | Jun-20 | | | | 250 | | | | 62,500,000 | | | | (13,775 | ) |
90-DAY Eurodollar Futures | | | Dec-20 | | | | 314 | | | | 78,500,000 | | | | 8,750 | |
90-DAY Eurodollar Futures | | | Mar-21 | | | | 59 | | | | 14,750,000 | | | | 900 | |
90-DAY Eurodollar Futures | | | Jun-21 | | | | 72 | | | | 18,000,000 | | | | 3,300 | |
90-DAY Eurodollar Futures | | | Sep-21 | | | | 8 | | | | 2,000,000 | | | | (450 | ) |
90-DAY Eurodollar Futures | | | Dec-21 | | | | 223 | | | | 55,750,000 | | | | 27,312 | |
90-DAY Eurodollar Futures | | | Mar-22 | | | | 6 | | | | 1,500,000 | | | | (63 | ) |
90-DAY Eurodollar Futures | | | Jun-22 | | | | 4 | | | | 1,000,000 | | | | 338 | |
90-DAY Eurodollar Futures | | | Sep-22 | | | | 3 | | | | 750,000 | | | | — | |
90-DAY Sterling Futures | | | Jun-19 | | | | 22 | | | | 3,647,457 | | | | 381 | |
90-DAY Sterling Futures | | | Sep-19 | | | | 561 | | | | 93,010,147 | | | | 75,121 | |
90-DAY Sterling Futures | | | Dec-19 | | | | 4,699 | | | | 779,063,598 | | | | 297,182 | |
90-DAY Sterling Futures | | | Mar-20 | | | | 71 | | | | 11,771,338 | | | | (8,265 | ) |
90-DAY Sterling Futures | | | Jun-20 | | | | 1,389 | | | | 230,287,154 | | | | (41,158 | ) |
90-DAY Sterling Futures | | | Sep-20 | | | | 56 | | | | 9,284,435 | | | | (7,651 | ) |
90-DAY Sterling Futures | | | Mar-21 | | | | 51 | | | | 8,455,468 | | | | (7,577 | ) |
90-DAY Sterling Futures | | | Jun-21 | | | | 47 | | | | 7,792,294 | | | | (7,966 | ) |
90-DAY Sterling Futures | | | Sep-21 | | | | 17 | | | | 2,818,489 | | | | (1,185 | ) |
90-DAY Sterling Futures | | | Dec-21 | | | | 501 | | | | 83,062,537 | | | | (16,828 | ) |
Amsterdam Index Futures | | | Mar-19 | | | | 113 | | | | 13,907,653 | | | | 129,251 | |
Australian 10-Year Bond Futures | | | Mar-19 | | | | 521 | | | | 36,957,169 | | | | 884,367 | |
Australian 3-Year Bond Futures | | | Mar-19 | | | | 1,432 | | | | 101,579,015 | | | | 495,224 | |
Bank Acceptance Futures | | | Jun-19 | | | | 30 | | | | 5,699,305 | | | | 6,630 | |
Bank Acceptance Futures | | | Sep-19 | | | | 27 | | | | 5,129,374 | | | | 4,217 | |
Bank Acceptance Futures | | | Dec-19 | | | | 33 | | | | 6,269,235 | | | | 2,888 | |
Brent Crude Futures | | | May-19 | | | | 8 | | | | 530,480 | | | | 2,110 | |
The accompanying notes are an integral part of the consolidated financial statements.
12
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Long Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
Brent Crude Futures | | | Jun-19 | | | | 3 | | | $ | 198,990 | | | $ | 410 | |
Brent Crude Futures | | | Jul-19 | | | | 1 | | | | 66,230 | | | | 3,980 | |
Brent Crude Futures | | | Aug-19 | | | | 2 | | | | 132,360 | | | | 10,000 | |
CAC40 10 Euro Futures | | | Mar-19 | | | | 267 | | | | 15,910,790 | | | | 343,833 | |
Canadian 10-Year Bond Futures | | | Jun-19 | | | | 373 | | | | 28,344,542 | | | | (134,086 | ) |
Cattle Feeder Futures | | | Mar-19 | | | | 1 | | | | 71,440 | | | | (313 | ) |
Cattle Feeder Futures | | | Apr-19 | | | | 4 | | | | 292,300 | | | | (238 | ) |
Cattle Feeder Futures | | | May-19 | | | | 3 | | | | 220,875 | | | | (413 | ) |
Copper Futures | | | May-19 | | | | 318 | | | | 23,436,600 | | | | 40,500 | |
Copper Futures | | | Jul-19 | | | | 1 | | | | 73,850 | | | | (13 | ) |
DJIA Mini E-CBOT | | | Mar-19 | | | | 161 | | | | 20,859,965 | | | | 470,715 | |
Dollar Index | | | Mar-19 | | | | 208 | | | | 20,800,000 | | | | (149,665 | ) |
Euro BUXL 30-Year Bond Futures | | | Mar-19 | | | | 73 | | | | 8,303,381 | | | | (11,966 | ) |
Euro BUXL 30-Year Bond Futures | | | Jun-19 | | | | 6 | | | | 682,470 | | | | (8,531 | ) |
Euro STOXX 50 | | | Mar-19 | | | | 425 | | | | 15,943,059 | | | | 411,223 | |
Euro/CHF 3-Month Futures ICE | | | Sep-19 | | | | 42 | | | | 10,520,515 | | | | 676 | |
Euro/CHF 3-Month Futures ICE | | | Dec-19 | | | | 50 | | | | 12,524,423 | | | | 3,983 | |
Euro/CHF 3-Month Futures ICE | | | Mar-20 | | | | 3 | | | | 751,465 | | | | 75 | |
Euro-Bobl Futures | | | Mar-19 | | | | 1,150 | | | | 130,806,679 | | | | 225,443 | |
Euro-Bobl Futures | | | Jun-19 | | | | 110 | | | | 12,511,943 | | | | (2,343 | ) |
Euro-BTP Futures | | | Mar-19 | | | | 115 | | | | 13,080,668 | | | | 109,286 | |
Euro-BTP Futures | | | Jun-19 | | | | 9 | | | | 1,023,704 | | | | 1,467 | |
Euro-Bund Futures | | | Mar-19 | | | | 669 | | | | 76,095,364 | | | | 903,920 | |
Euro-Bund Futures | | | Jun-19 | | | | 170 | | | | 19,336,640 | | | | (6,495 | ) |
Euro-Oat Futures | | | Mar-19 | | | | 690 | | | | 78,484,007 | | | | 1,088,357 | |
Euro-Oat Futures | | | Jun-19 | | | | 14 | | | | 1,592,429 | | | | (2,411 | ) |
Euro-Schatz Futures | | | Mar-19 | | | | 564 | | | | 64,152,145 | | | | (71,915 | ) |
FTSE 100 Index Futures | | | Mar-19 | | | | 133 | | | | 12,481,484 | | | | (364,272 | ) |
FTSE/JSE TOP 40 | | | Mar-19 | | | | 33 | | | | 1,160,734 | | | | 1,219 | |
FTSE/MIB Index Futures | | | Mar-19 | | | | 64 | | | | 7,518,085 | | | | 133,366 | |
Gasoline RBOB Futures | | | May-19 | | | | 8 | | | | 593,309 | | | | (3,053 | ) |
GBP Currency Futures | | | Mar-19 | | | | 280 | | | | 23,211,088 | | | | (536,394 | ) |
Gold 100 Oz Futures | | | Apr-19 | | | | 404 | | | | 53,170,440 | | | | 174,210 | |
Hang Seng China Enterprises Index Futures | | | Mar-19 | | | | 27 | | | | 1,962,292 | | | | (8,096 | ) |
Hang Seng Index Futures | | | Mar-19 | | | | 102 | | | | 18,624,364 | | | | (112,106 | ) |
IBEX 35 Index Futures | | | Mar-19 | | | | 27 | | | | 2,853,709 | | | | 87,366 | |
JPN 10-Year Bond (Osaka Securities Exchange) | | | Mar-19 | | | | 164 | | | | 147,131,387 | | | | 708,384 | |
Live Cattle Futures | | | Apr-19 | | | | 190 | | | | 9,868,600 | | | | 216,530 | |
Live Cattle Futures | | | Jun-19 | | | | 31 | | | | 1,489,860 | | | | 18,330 | |
Live Cattle Futures | | | Aug-19 | | | | 18 | | | | 834,480 | | | | 5,030 | |
Live Cattle Futures | | | Oct-19 | | | | 5 | | | | 233,352 | | | | 60 | |
LME Copper Forward | | | Mar-19 | | | | 217 | | | | 35,427,963 | | | | 1,946,577 | |
LME Copper Forward | | | Apr-19 | | | | 18 | | | | 2,932,425 | | | | 36,368 | |
LME Copper Forward | | | Jun-19 | | | | 9 | | | | 1,465,425 | | | | (210,039 | ) |
LME Lead Forward | | | Mar-19 | | | | 5 | | | | 268,906 | | | | 7,638 | |
LME Lead Forward | | | Apr-19 | | | | 4 | | | | 215,275 | | | | 4,488 | |
LME Nickel Forward | | | Mar-19 | | | | 4 | | | | 311,772 | | | | (415,173 | ) |
LME Nickel Forward | | | Apr-19 | | | | 7 | | | | 546,693 | | | | 3,673 | |
LME Nickel Forward | | | May-19 | | | | 2 | | | | 156,516 | | | | 6,840 | |
LME Nickel Forward | | | Jun-19 | | | | 16 | | | | 1,255,008 | | | | (23,297 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
13
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Long Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
LME Zinc Forward | | | Mar-19 | | | | 113 | | | $ | 7,925,538 | | | $ | 508,540 | |
LME Zinc Forward | | | Apr-19 | | | | 14 | | | | 979,825 | | | | (38,591 | ) |
LME Zinc Forward | | | May-19 | | | | 1 | | | | 69,763 | | | | 3,438 | |
Long Gilt Futures | | | Jun-19 | | | | 535 | | | | 70,959,613 | | | | (1,016,702 | ) |
Low Sulphur Gasoil G Futures | | | Apr-19 | | | | 4 | | | | 248,300 | | | | (52,975 | ) |
Low Sulphur Gasoil G Futures | | | May-19 | | | | 11 | | | | 678,975 | | | | 16,200 | |
Low Sulphur Gasoil G Futures | | | Jun-19 | | | | 6 | | | | 369,150 | | | | (175 | ) |
MSCI EAFE Index Futures | | | Mar-19 | | | | 3 | | | | 280,350 | | | | (5,460 | ) |
MSCI Emerging Markets Index Futures | | | Mar-19 | | | | 9 | | | | 471,015 | | | | (8,365 | ) |
MSCI Taiwan Index Futures | | | Mar-19 | | | | 29 | | | | 1,097,070 | | | | 770 | |
MXN Currency Futures | | | Mar-19 | | | | 555 | | | | 14,392,108 | | | | 137,860 | |
Nasdaq 100 E-Mini | | | Mar-19 | | | | 70 | | | | 9,943,500 | | | | (156,438 | ) |
Natural Gas Futures | | | Jun-19 | | | | 3 | | | | 85,900 | | | | (110 | ) |
Natural Gas Futures | | | Jul-19 | | | | 4 | | | | 116,200 | | | | (260 | ) |
Natural Gas Futures | | | Aug-19 | | | | 6 | | | | 175,100 | | | | 930 | |
Natural Gas Futures | | | Sep-19 | | | | 15 | | | | 436,100 | | | | 4,780 | |
Natural Gas Futures | | | Oct-19 | | | | 46 | | | | 1,344,600 | | | | 11,000 | |
Natural Gas Futures | | | Nov-19 | | | | 13 | | | | 386,100 | | | | 2,970 | |
Natural Gas Futures | | | Dec-19 | | | | 12 | | | | 372,600 | | | | 5,770 | |
Nikkei 225 (Chicago Mercantile Exchange) | | | Mar-19 | | | | 3 | | | | 322,350 | | | | 775 | |
Nikkei 225 (Osaka Securities Exchange) | | | Mar-19 | | | | 13 | | | | 2,494,684 | | | | 5,826 | |
Nikkei 225 Mini | | | Mar-19 | | | | 137 | | | | 2,629,014 | | | | 36,339 | |
NY Harbor Ultra-Low Sulfur Diesel Futures | | | May-19 | | | | 7 | | | | 594,380 | | | | 7,111 | |
NY Harbor Ultra-Low Sulfur Diesel Futures | | | Jun-19 | | | | 3 | | | | 254,318 | | | | (508 | ) |
OMX Stockholm 30 Index Futures | | | Mar-19 | | | | 520 | | | | 8,850,585 | | | | 18,104 | |
Palladium Futures | | | Jun-19 | | | | 14 | | | | 2,102,100 | | | | 67,550 | |
Rapeseed Euro | | | May-19 | | | | 2 | | | | 40,749 | | | | (1,848 | ) |
Russell 2000 E-Mini | | | Mar-19 | | | | 51 | | | | 4,017,525 | | | | 39,850 | |
S&P 500 E-Mini Futures | | | Mar-19 | | | | 89 | | | | 12,391,915 | | | | 67,352 | |
S&P Mid 400 E-Mini Futures | | | Mar-19 | | | | 17 | | | | 3,248,360 | | | | 24,220 | |
S&P/TSX 60 IX Futures | | | Mar-19 | | | | 106 | | | | 15,343,197 | | | | 323,736 | |
Silver Futures | | | May-19 | | | | 67 | | | | 5,237,450 | | | | (182,695 | ) |
Silver Futures | | | Jul-19 | | | | 3 | | | | 235,950 | | | | (4,925 | ) |
Soybean Oil Futures | | | Jul-19 | | | | 7 | | | | 128,478 | | | | (1,992 | ) |
SPI 200 Futures | | | Mar-19 | | | | 157 | | | | 17,120,054 | | | | 569,733 | |
Sugar No. 11 (World) | | | May-19 | | | | 172 | | | | 2,461,939 | | | | (140,526 | ) |
Swiss Federal Bond Futures | | | Mar-19 | | | | 3 | | | | 300,586 | | | | 9,348 | |
U.S. Treasury 10-Year Notes (Chicago Board of Trade) | | | Jun-19 | | | | 906 | | | | 90,691,506 | | | | (409,360 | ) |
U.S. Treasury 5-Year Notes (Chicago Board of Trade) | | | Jun-19 | | | | 990 | | | | 99,999,663 | | | | (186,704 | ) |
U.S. Treasury Long Bond (Chicago Board of Trade) | | | Jun-19 | | | | 450 | | | | 54,888,728 | | | | (593,070 | ) |
U.S. Treasury Ultra Long Bond (Chicago Board of Trade) | | | Jun-19 | | | | 34 | | | | 3,419,036 | | | | (69,992 | ) |
USD/HUF Futures | | | Mar-19 | | | | 5 | | | | 500,000 | | | | (6,540 | ) |
USD/NOK Futures | | | Mar-19 | | | | 2 | | | | 200,000 | | | | 328 | |
USD/SEK Futures | | | Mar-19 | | | | 28 | | | | 2,800,000 | | | | 72,766 | |
WTI Crude Futures | | | Apr-19 | | | | 36 | | | | 2,059,920 | | | | 17,940 | |
WTI Crude Futures | | | May-19 | | | | 14 | | | | 806,540 | | | | 3,140 | |
WTI Crude Futures | | | Jun-19 | | | | 5 | | | | 290,300 | | | | 19,160 | |
WTI Crude Futures | | | Jul-19 | | | | 5 | | | | 292,450 | | | | 17,430 | |
WTI Crude Futures | | | Aug-19 | | | | 6 | | | | 352,980 | | | | 25,910 | |
WTI Crude Futures | | | Sep-19 | | | | 10 | | | | 590,600 | | | | 43,340 | |
The accompanying notes are an integral part of the consolidated financial statements.
14
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Long Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
WTI Crude Futures | | | Oct-19 | | | | 4 | | | $ | 236,680 | | | $ | 16,150 | |
| | | | | | | | | | | | | | $ | 7,009,655 | |
Short Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
30-DAY Federal Funds Futures | | | Jan-20 | | | | 639 | | | $ | (266,250,000 | ) | | $ | 33,947 | |
90-DAY Bank Bill | | | Jun-19 | | | | 9 | | | | (6,384,156 | ) | | | (1,698 | ) |
90-DAY Eurodollar Futures | | | Sep-20 | | | | 977 | | | | (244,250,000 | ) | | | 34,731 | |
90-DAY Sterling Futures | | | Dec-20 | | | | 1,090 | | | | (180,714,902 | ) | | | (122,411 | ) |
AUD/USD Currency Futures | | | Mar-19 | | | | 553 | | | | (39,227,092 | ) | | | 471,247 | |
CAD Currency Futures | | | Mar-19 | | | | 555 | | | | (42,174,855 | ) | | | (650,018 | ) |
CHF Currency Futures | | | Mar-19 | | | | 307 | | | | (38,449,977 | ) | | | 96,676 | |
Cocoa Futures | | | May-19 | | | | 25 | | | | (561,750 | ) | | | 4,970 | |
Cocoa Futures | | | Jul-19 | | | | 3 | | | | (68,130 | ) | | | 110 | |
Cocoa Futures ICE | | | May-19 | | | | 32 | | | | (714,318 | ) | | | (11,871 | ) |
Coffee 'C' Futures | | | May-19 | | | | 392 | | | | (14,472,150 | ) | | | 897,469 | |
Coffee 'C' Futures | | | Jul-19 | | | | 60 | | | | (2,275,875 | ) | | | 136,856 | |
Coffee 'C' Futures | | | Sep-19 | | | | 44 | | | | (1,714,350 | ) | | | 88,931 | |
Coffee Robusta 10-T Futures | | | May-19 | | | | 32 | | | | (491,840 | ) | | | 3,580 | |
Coffee Robusta 10-T Futures | | | Jul-19 | | | | 9 | | | | (138,960 | ) | | | 510 | |
Corn Futures | | | May-19 | | | | 696 | | | | (12,902,100 | ) | | | 399,213 | |
Corn Futures | | | Jul-19 | | | | 17 | | | | (322,575 | ) | | | 7,388 | |
Corn Futures | | | Sep-19 | | | | 1 | | | | (19,263 | ) | | | 400 | |
Cotton No.2 Futures | | | May-19 | | | | 207 | | | | (7,536,870 | ) | | | 109,455 | |
Cotton No.2 Futures | | | Jul-19 | | | | 12 | | | | (443,940 | ) | | | (2,780 | ) |
DAX Index Futures | | | Mar-19 | | | | 14 | | | | (4,586,196 | ) | | | (443,477 | ) |
EUR Foreign Exchange Currency Futures | | | Mar-19 | | | | 1,176 | | | | (167,205,059 | ) | | | 531,683 | |
Euro/CHF 3-Month Futures ICE | | | Jun-19 | | | | 1 | | | | (250,488 | ) | | | — | |
Euro/JPY Futures | | | Mar-19 | | | | 89 | | | | (12,654,124 | ) | | | 83,445 | |
Euro-Schatz Futures | | | Jun-19 | | | | 4 | | | | (454,980 | ) | | | 131 | |
Gasoline RBOB Futures | | | Apr-19 | | | | 179 | | | | (13,173,791 | ) | | | (427,191 | ) |
ILS/USD Futures | | | Mar-19 | | | | 7 | | | | (1,931,354 | ) | | | (48,730 | ) |
JPY Currency Futures | | | Mar-19 | | | | 463 | | | | (51,922,128 | ) | | | 131,512 | |
Kansas City Hard Red Winter Wheat Futures | | | May-19 | | | | 278 | | | | (6,178,550 | ) | | | 614,150 | |
Kansas City Hard Red Winter Wheat Futures | | | Jul-19 | | | | 43 | | | | (974,488 | ) | | | 126,513 | |
Lean Hogs Futures | | | Apr-19 | | | | 243 | | | | (5,431,056 | ) | | | 728,440 | |
Lean Hogs Futures | | | Jun-19 | | | | 108 | | | | (3,278,880 | ) | | | 63,960 | |
Lean Hogs Futures | | | Jul-19 | | | | 26 | | | | (814,060 | ) | | | (200 | ) |
Lean Hogs Futures | | | Aug-19 | | | | 11 | | | | (345,732 | ) | | | 440 | |
LME Aluminum Forward | | | Mar-19 | | | | 7 | | | | (331,581 | ) | | | 443,899 | |
LME Aluminum Forward | | | Apr-19 | | | | 20 | | | | (951,375 | ) | | | (24,523 | ) |
LME Aluminum Forward | | | May-19 | | | | 11 | | | | (524,838 | ) | | | (24,523 | ) |
LME Aluminum Forward | | | Jun-19 | | | | 293 | | | | (14,043,856 | ) | | | (334,184 | ) |
LME Copper Forward | | | Mar-19 | | | | 217 | | | | (35,427,963 | ) | | | (2,649,976 | ) |
LME Lead Forward | | | Mar-19 | | | | 5 | | | | (268,906 | ) | | | (20,538 | ) |
LME Lead Forward | | | Apr-19 | | | | 4 | | | | (215,275 | ) | | | (14,664 | ) |
LME Zinc Forward | | | Mar-19 | | | | 113 | | | | (7,925,538 | ) | | | (841,459 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
15
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Short Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
LME Zinc Forward | | | May-19 | | | | 1 | | | $ | (69,763 | ) | | $ | (2,794 | ) |
LME Zinc Forward | | | Jun-19 | | | | 1 | | | | (69,338 | ) | | | (7,738 | ) |
Natural Gas Futures | | | Apr-19 | | | | 64 | | | | (1,799,600 | ) | | | (162,820 | ) |
Natural Gas Futures | | | May-19 | | | | 1 | | | | (28,200 | ) | | | (1,300 | ) |
Nikkei 225 (Singapore Exchange) | | | Mar-19 | | | | 47 | | | | (4,499,080 | ) | | | (238,617 | ) |
NY Harbor Ultra-Low Sulfur Diesel Futures | | | Apr-19 | | | | 52 | | | | (4,427,623 | ) | | | (3,994 | ) |
NZD Currency Futures | | | Mar-19 | | | | 211 | | | | (14,369,088 | ) | | | (72,540 | ) |
Platinum Futures | | | Apr-19 | | | | 12 | | | | (525,120 | ) | | | (44,960 | ) |
PLN/USD Futures | | | Mar-19 | | | | 4 | | | | (528,555 | ) | | | (7,660 | ) |
Red Wheat Futures (Minneapolis Grain Exchange) | | | May-19 | | | | 10 | | | | (279,625 | ) | | | 8,275 | |
Red Wheat Futures (Minneapolis Grain Exchange) | | | Jul-19 | | | | 1 | | | | (28,113 | ) | | | (25 | ) |
Soybean Futures | | | May-19 | | | | 185 | | | | (8,419,813 | ) | | | 55,700 | |
Soybean Futures | | | Jul-19 | | | | 23 | | | | (1,062,600 | ) | | | 13,213 | |
Soybean Meal Futures | | | May-19 | | | | 240 | | | | (7,344,000 | ) | | | 160,820 | |
Soybean Meal Futures | | | Jul-19 | | | | 58 | | | | (1,796,840 | ) | | | 44,670 | |
Soybean Meal Futures | | | Aug-19 | | | | 1 | | | | (31,150 | ) | | | 480 | |
Soybean Oil Futures | | | May-19 | | | | 29 | | | | (526,350 | ) | | | 834 | |
Sugar No. 11 (World) | | | Jul-19 | | | | 3 | | | | (43,781 | ) | | | (14,302 | ) |
Topix Index Futures | | | Mar-19 | | | | 5 | | | | (720,406 | ) | | | (43,332 | ) |
TRY/USD Futures | | | Mar-19 | | | | 15 | | | | (1,404,955 | ) | | | (19,275 | ) |
U.S. Treasury 2-Year Notes (Chicago Board of Trade) | | | Jun-19 | | | | 55 | | | | (10,977,479 | ) | | | 5,242 | |
Wheat (Chicago Board of Trade) | | | May-19 | | | | 574 | | | | (13,187,650 | ) | | | 1,074,551 | |
Wheat (Chicago Board of Trade) | | | Jul-19 | | | | 75 | | | | (1,749,375 | ) | | | 173,963 | |
White Sugar ICE | | | May-19 | | | | 4 | | | | (69,600 | ) | | | 410 | |
| | | | | | | | | | | | | | $ | 310,214 | |
Total Futures Contracts | | | | | | | | | | | | | | $ | 7,319,869 | |
The accompanying notes are an integral part of the consolidated financial statements.
16
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Forward foreign currency contracts outstanding as of February 28, 2019 were as follows:
Currency Purchased | | | | | Currency Sold | | | | | | Expiration Date | | | Counterparty | | | Unrealized Appreciation/ (Depreciation) | |
AUD | | | 20,876,295 | | | | | | USD | | | 14,906,700 | | | | | | | | Mar 01 2019 | | | | BOA | | | $ | (97,771 | ) |
AUD | | | 19,306,110 | | | | | | USD | | | 13,706,759 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (10,791 | ) |
AUD | | | 25,269,202 | | | | | | USD | | | 18,155,557 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (224,315 | ) |
AUD | | | 17,827,000 | | | | | | USD | | | 12,755,818 | | | | | | | | Mar 22 2019 | | | | BOA | | | | (105,208 | ) |
AUD | | | 8,459,000 | | | | | | USD | | | 6,072,867 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (69,595 | ) |
BRL | | | 33,206,308 | | | | | | USD | | | 8,839,787 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (12,487 | ) |
CAD | | | 5,816,572 | | | | | | USD | | | 4,421,802 | | | | | | | | Mar 01 2019 | | | | BOA | | | | (1,646 | ) |
CAD | | | 39,275,244 | | | | | | USD | | | 29,671,316 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 189,126 | |
CAD | | | 12,696,000 | | | | | | USD | | | 9,574,365 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 78,737 | |
CAD | | | 36,103,000 | | | | | | USD | | | 27,202,998 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 250,648 | |
CAD | | | 3,537,000 | | | | | | USD | | | 2,689,961 | | | | | | | | Mar 28 2019 | | | | BOA | | | | (265 | ) |
CHF | | | 38,518,902 | | | | | | USD | | | 38,468,892 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 128,721 | |
CHF | | | 38,518,902 | | | | | | USD | | | 38,615,441 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (7,464 | ) |
CHF | | | 3,834,000 | | | | | | USD | | | 3,917,593 | | | | | | | | Mar 22 2019 | | | | BOA | | | | (67,931 | ) |
CHF | | | 57,843,000 | | | | | | USD | | | 59,220,238 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (1,111,898 | ) |
CHF | | | 9,269,000 | | | | | | USD | | | 9,313,229 | | | | | | | | Mar 28 2019 | | | | BOA | | | | (778 | ) |
CLP | | | 3,306,361,462 | | | | | | USD | | | 4,975,005 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 65,990 | |
CNH | | | 21,064,053 | | | | | | USD | | | 3,100,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 43,526 | |
COP | | | 20,377,040,760 | | | | | | USD | | | 6,450,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 156,272 | |
CZK | | | 113,616,204 | | | | | | EUR | | | 4,400,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 31,523 | |
CZK | | | 20,649,544 | | | | | | EUR | | | 800,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | 617 | |
EUR | | | 35,695,488 | | | | | | USD | | | 40,582,501 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 22,642 | |
EUR | | | 39,888,933 | | | | | | USD | | | 45,391,145 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (4,605 | ) |
EUR | | | 4,400,000 | | | | | | CZK | | | 113,309,785 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (17,917 | ) |
EUR | | | 2,100,000 | | | | | | HUF | | | 670,296,148 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (25,669 | ) |
EUR | | | 18,650,000 | | | | | | NOK | | | 185,169,600 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (410,532 | ) |
EUR | | | 6,900,000 | | | | | | PLN | | | 29,793,081 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (16,713 | ) |
EUR | | | 38,800,000 | | | | | | SEK | | | 401,588,698 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 657,405 | |
EUR | | | 42,799,691 | | | | | | USD | | | 48,983,285 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (216,670 | ) |
EUR | | | 11,858,000 | | | | | | USD | | | 13,647,062 | | | | | | | | Mar 22 2019 | | | | BOA | | | | (133,481 | ) |
EUR | | | 30,387,000 | | | | | | USD | | | 35,040,819 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (395,906 | ) |
EUR | | | 2,250,000 | | | | | | JPY | | | 283,228,200 | | | | | | | | Mar 28 2019 | | | | BOA | | | | 18,663 | |
EUR | | | 3,248,000 | | | | | | USD | | | 3,696,097 | | | | | | | | Mar 28 2019 | | | | BOA | | | | 7,350 | |
EUR | | | 250,000 | | | | | | PLN | | | 1,090,725 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (2,203 | ) |
EUR | | | 18,700,000 | | | | | | SEK | | | 197,509,802 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (100,631 | ) |
GBP | | | 5,406,341 | | | | | | EUR | | | 6,291,977 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 13,663 | |
GBP | | | 23,805,279 | | | | | | USD | | | 31,594,186 | | | | | | | | Mar 01 2019 | | | | BOA | | | | (18,489 | ) |
GBP | | | 2,459,101 | | | | | | EUR | | | 2,876,408 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (10,552 | ) |
GBP | | | 29,911,774 | | | | | | USD | | | 39,809,182 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (127,644 | ) |
GBP | | | 30,354,044 | | | | | | USD | | | 40,272,805 | | | | | | | | Mar 05 2019 | | | | BOA | | | | (2,481 | ) |
GBP | | | 28,247,755 | | | | | | USD | | | 36,913,626 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 592,586 | |
GBP | | | 18,675,000 | | | | | | USD | | | 24,200,036 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 598,556 | |
GBP | | | 22,944,000 | | | | | | USD | | | 29,462,996 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 1,012,684 | |
GBP | | | 2,646,000 | | | | | | USD | | | 3,477,871 | | | | | | | | Mar 28 2019 | | | | BOA | | | | 36,906 | |
HUF | | | 668,271,273 | | | | | | EUR | | | 2,100,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 18,363 | |
HUF | | | 1,486,754,134 | | | | | | USD | | | 5,330,444 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 33,791 | |
HUF | | | 381,405,378 | | | | | | EUR | | | 1,200,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | 7,084 | |
ILS | | | 19,849,808 | | | | | | USD | | | 5,400,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 83,669 | |
INR | | | 1,182,118,887 | | | | | | USD | | | 16,543,662 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 31,486 | |
The accompanying notes are an integral part of the consolidated financial statements.
17
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Currency Purchased | | | | | Currency Sold | | | | | | Expiration Date | | | Counterparty | | | Unrealized Appreciation/ (Depreciation) | |
INR | | | 7,220,343 | | | | | | USD | | | 100,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | $ | 110 | |
JPY | | | 556,983,080 | | | | | | USD | | | 5,037,765 | | | | | | | | Mar 01 2019 | | | | BOA | | | | (40,459 | ) |
JPY | | | 526,168,370 | | | | | | USD | | | 4,740,482 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (18,590 | ) |
JPY | | | 526,168,370 | | | | | | USD | | | 4,723,511 | | | | | | | | Mar 05 2019 | | | | BOA | | | | (1,266 | ) |
JPY | | | 4,959,956,861 | | | | | | USD | | | 45,143,918 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (573,450 | ) |
JPY | | | 3,061,490,000 | | | | | | USD | | | 28,186,004 | | | | | | | | Mar 22 2019 | | | | BOA | | | | (670,586 | ) |
JPY | | | 6,575,100,000 | | | | | | USD | | | 59,918,603 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (799,116 | ) |
JPY | | | 1,379,054,000 | | | | | | USD | | | 12,510,615 | | | | | | | | Mar 28 2019 | | | | BOA | | | | (109,904 | ) |
KRW | | | 8,784,571,618 | | | | | | USD | | | 7,835,492 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (20,279 | ) |
KRW | | | 55,793,000 | | | | | | USD | | | 50,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (211 | ) |
MXN | | | 302,378,448 | | | | | | USD | | | 15,553,182 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 78,623 | |
MXN | | | 93,379,000 | | | | | | USD | | | 4,641,365 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 184,409 | |
MXN | | | 269,370,000 | | | | | | USD | | | 13,953,443 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (43,805 | ) |
NOK | | | 186,789,684 | | | | | | EUR | | | 19,150,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 30,337 | |
NOK | | | 89,753,065 | | | | | | USD | | | 10,542,656 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (43,592 | ) |
NOK | | | 269,130,000 | | | | | | USD | | | 31,398,991 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 93,385 | |
NZD | | | 1,038,157 | | | | | | USD | | | 714,822 | | | | | | | | Mar 01 2019 | | | | BOA | | | | (7,821 | ) |
NZD | | | 419,120 | | | | | | USD | | | 285,442 | | | | | | | | Mar 04 2019 | | | | BOA | | | | 5 | |
NZD | | | 19,382,776 | | | | | | USD | | | 13,305,852 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (100,425 | ) |
NZD | | | 15,267,000 | | | | | | USD | | | 10,386,229 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 15,569 | |
NZD | | | 11,441,000 | | | | | | USD | | | 7,845,754 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (49,887 | ) |
PHP | | | 469,944,494 | | | | | | USD | | | 8,950,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 121,831 | |
PLN | | | 29,755,555 | | | | | | EUR | | | 6,900,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 6,790 | |
PLN | | | 66,236,068 | | | | | | USD | | | 17,684,857 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (168,956 | ) |
PLN | | | 52,540,000 | | | | | | USD | | | 13,987,755 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (90,601 | ) |
PLN | | | 2,395,418 | | | | | | EUR | | | 550,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | 3,739 | |
RUB | | | 242,992,895 | | | | | | USD | | | 3,672,039 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 2,350 | |
RUB | | | 66,639,350 | | | | | | USD | | | 1,000,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (4,386 | ) |
SEK | | | 2,423,076 | | | | | | USD | | | 263,701 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (1,267 | ) |
SEK | | | 365,526,459 | | | | | | EUR | | | 35,100,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (352,483 | ) |
SEK | | | 34,874,838 | | | | | | USD | | | 3,879,229 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (97,087 | ) |
SEK | | | 54,490,000 | | | | | | USD | | | 6,081,819 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (168,974 | ) |
SGD | | | 17,473,492 | | | | | | USD | | | 12,907,352 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 21,044 | |
SGD | | | 7,766,000 | | | | | | USD | | | 5,758,859 | | | | | | | | Mar 28 2019 | | | | BOA | | | | (12,089 | ) |
SGD | | | 403,712 | | | | | | USD | | | 300,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (795 | ) |
THB | | | 228,695,537 | | | | | | USD | | | 7,250,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 10,276 | |
TRY | | | 13,063,407 | | | | | | USD | | | 2,400,000 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 18,401 | |
TRY | | | 43,195,000 | | | | | | USD | | | 7,928,100 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 35,348 | |
TRY | | | 12,936,081 | | | | | | USD | | | 2,300,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (20,970 | ) |
TWD | | | 231,392,926 | | | | | | USD | | | 7,542,784 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (13,047 | ) |
USD | | | 15,003,915 | | | | | | AUD | | | 20,876,295 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 194,986 | |
USD | | | 13,779,716 | | | | | | AUD | | | 19,306,110 | | | | | | | | Mar 04 2019 | | | | BOA | | | | 83,748 | |
USD | | | 11,827,247 | | | | | | AUD | | | 16,669,552 | | | | | | | | Mar 05 2019 | | | | BOA | | | | 1,431 | |
USD | | | 27,544,818 | | | | | | AUD | | | 38,621,516 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 138,659 | |
USD | | | 21,659,324 | | | | | | AUD | | | 30,128,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 279,531 | |
USD | | | 2,989,829 | | | | | | AUD | | | 4,176,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 26,161 | |
USD | | | 4,881,274 | | | | | | BRL | | | 18,571,385 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (55,595 | ) |
USD | | | 1,650,000 | | | | | | BRL | | | 6,226,358 | | | | | | | | Jun 19 2019 | | | | BOA | | | | 6,690 | |
USD | | | 4,421,598 | | | | | | CAD | | | 5,816,572 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 1,442 | |
USD | | | 3,350,228 | | | | | | CAD | | | 4,405,265 | | | | | | | | Mar 04 2019 | | | | BOA | | | | 2,330 | |
USD | | | 23,238,831 | | | | | | CAD | | | 30,897,121 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (251,836 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
18
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Currency Purchased | | | | | Currency Sold | | | | | | Expiration Date | | | Counterparty | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 15,190,641 | | | | | | CAD | | | 20,186,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | $ | (157,306 | ) |
USD | | | 26,921,262 | | | | | | CAD | | | 36,103,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (532,384 | ) |
USD | | | 38,541,642 | | | | | | CHF | | | 38,518,902 | | | | | | | | Mar 01 2019 | | | | BOA | | | | (55,972 | ) |
USD | | | 38,479,230 | | | | | | CHF | | | 38,518,902 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (128,746 | ) |
USD | | | 38,618,886 | | | | | | CHF | | | 38,518,902 | | | | | | | | Mar 05 2019 | | | | BOA | | | | 7,455 | |
USD | | | 12,633,469 | | | | | | CHF | | | 12,422,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 160,724 | |
USD | | | 80,028,556 | | | | | | CHF | | | 78,846,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 820,870 | |
USD | | | 7,047,603 | | | | | | CLP | | | 4,767,490,116 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (221,080 | ) |
USD | | | 5,350,000 | | | | | | CNH | | | 36,699,947 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (126,973 | ) |
USD | | | 9,700,000 | | | | | | COP | | | 31,308,190,125 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (450,170 | ) |
USD | | | 33,504,807 | | | | | | EUR | | | 29,403,511 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 57,056 | |
USD | | | 42,092,049 | | | | | | EUR | | | 37,012,525 | | | | | | | | Mar 04 2019 | | | | BOA | | | | (21,648 | ) |
USD | | | 43,625,477 | | | | | | EUR | | | 38,335,520 | | | | | | | | Mar 05 2019 | | | | BOA | | | | 2,865 | |
USD | | | 89,838,610 | | | | | | EUR | | | 78,514,694 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 377,781 | |
USD | | | 31,612,977 | | | | | | EUR | | | 27,618,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 139,028 | |
USD | | | 68,409,992 | | | | | | EUR | | | 59,521,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 548,741 | |
USD | | | 38,882,586 | | | | | | GBP | | | 29,211,620 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 135,833 | |
USD | | | 42,950,877 | | | | | | GBP | | | 32,370,875 | | | | | | | | Mar 04 2019 | | | | BOA | | | | 7,047 | |
USD | | | 26,869,164 | | | | | | GBP | | | 20,912,513 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (897,615 | ) |
USD | | | 24,680,746 | | | | | | GBP | | | 19,325,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | | (980,983 | ) |
USD | | | 29,760,774 | | | | | | GBP | | | 22,944,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (714,906 | ) |
USD | | | 4,574,108 | | | | | | HUF | | | 1,287,736,532 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (72,068 | ) |
USD | | | 8,200,000 | | | | | | ILS | | | 30,358,290 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (186,721 | ) |
USD | | | 8,009,795 | | | | | | INR | | | 571,276,361 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (390 | ) |
USD | | | 350,000 | | | | | | INR | | | 25,209,562 | | | | | | | | Jun 19 2019 | | | | BOA | | | | 468 | |
USD | | | 5,017,197 | | | | | | JPY | | | 556,983,080 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 19,891 | |
USD | | | 4,723,150 | | | | | | JPY | | | 526,168,370 | | | | | | | | Mar 04 2019 | | | | BOA | | | | 1,258 | |
USD | | | 58,229,153 | | | | | | JPY | | | 6,471,439,572 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 76,412 | |
USD | | | 47,342,850 | | | | | | JPY | | | 5,266,200,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 12,400 | |
USD | | | 81,882,874 | | | | | | JPY | | | 8,965,800,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 1,267,598 | |
USD | | | 12,448,075 | | | | | | JPY | | | 1,379,054,000 | | | | | | | | Mar 28 2019 | | | | BOA | | | | 47,364 | |
USD | | | 13,564,421 | | | | | | KRW | | | 15,239,085,709 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 6,935 | |
USD | | | 150,000 | | | | | | KRW | | | 167,073,195 | | | | | | | | Jun 19 2019 | | | | BOA | | | | 906 | |
USD | | | 6,290,022 | | | | | | MXN | | | 122,356,569 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (35,343 | ) |
USD | | | 1,244,192 | | | | | | MXN | | | 24,568,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | | (25,468 | ) |
USD | | | 2,723,641 | | | | | | MXN | | | 52,620,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 6,467 | |
USD | | | 7,696,129 | | | | | | NOK | | | 66,123,110 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (38,768 | ) |
USD | | | 14,021,832 | | | | | | NOK | | | 121,120,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (151,082 | ) |
USD | | | 710,567 | | | | | | NZD | | | 1,038,157 | | | | | | | | Mar 01 2019 | | | | BOA | | | | 3,566 | |
USD | | | 286,899 | | | | | | NZD | | | 419,120 | | | | | | | | Mar 04 2019 | | | | BOA | | | | 1,452 | |
USD | | | 8,574,776 | | | | | | NZD | | | 12,651,942 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (44,954 | ) |
USD | | | 5,952,951 | | | | | | NZD | | | 8,719,000 | | | | | | | | Mar 22 2019 | | | | BOA | | | | 12,473 | |
USD | | | 5,462,626 | | | | | | NZD | | | 8,109,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (62,825 | ) |
USD | | | 500,000 | | | | | | PHP | | | 26,496,230 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (11,484 | ) |
USD | | | 14,407,073 | | | | | | PLN | | | 54,701,906 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (58,657 | ) |
USD | | | 5,635,961 | | | | | | PLN | | | 21,250,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 15,205 | |
USD | | | 3,550,000 | | | | | | RUB | | | 242,992,895 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (124,390 | ) |
USD | | | 50,000 | | | | | | RUB | | | 3,309,650 | | | | | | | | Jun 19 2019 | | | | BOA | | | | 553 | |
USD | | | 262,564 | | | | | | SEK | | | 2,423,076 | | | | | | | | Mar 04 2019 | | | | BOA | | | | 131 | |
USD | | | 10,136,961 | | | | | | SEK | | | 92,725,247 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 80,998 | |
USD | | | 6,134,368 | | | | | | SEK | | | 54,490,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 221,523 | |
The accompanying notes are an integral part of the consolidated financial statements.
19
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Currency Purchased | | | | | Currency Sold | | | | | | Expiration Date | | | Counterparty | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 15,929,771 | | | | | | SGD | | | 21,612,001 | | | | | | | | Mar 20 2019 | | | | BOA | | | $ | (60,651 | ) |
USD | | | 700,000 | | | | | | SGD | | | 944,823 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (241 | ) |
USD | | | 2,650,000 | | | | | | THB | | | 86,605,128 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (99,407 | ) |
USD | | | 2,400,000 | | | | | | TRY | | | 12,944,152 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 3,676 | |
USD | | | 1,522,005 | | | | | | TRY | | | 8,335,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (14,639 | ) |
USD | | | 9,134,365 | | | | | | TWD | | | 278,937,601 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 57,480 | |
USD | | | 11,004,931 | | | | | | ZAR | | | 155,319,357 | | | | | | | | Mar 20 2019 | | | | BOA | | | | 10,995 | |
USD | | | 2,109,996 | | | | | | ZAR | | | 29,530,000 | | | | | | | | Mar 27 2019 | | | | BOA | | | | 21,598 | |
ZAR | | | 221,972,900 | | | | | | USD | | | 16,079,223 | | | | | | | | Mar 20 2019 | | | | BOA | | | | (367,363 | ) |
ZAR | | | 3,770,000 | | | | | | USD | | | 272,224 | | | | | | | | Mar 27 2019 | | | | BOA | | | | (5,605 | ) |
ZAR | | | 44,975,887 | | | | | | USD | | | 3,200,000 | | | | | | | | Jun 19 2019 | | | | BOA | | | | (52,149 | ) |
Total Forward Foreign Currency Contracts | | | | | | $ | (3,047,155 | ) |
| Put/Call | Counterparty | | Number Of Contracts | | | Notional Amount | | | Value | |
PURCHASED OPTIONS — 0.1% | | | | | | | | | | | | | | |
3-Month Euro Euribor, Expires 12/16/19, Strike Price $99.50 | Put | N/A | | | 4,356 | | | | EUR 174,666,888 | | | $ | — | |
3-Month Euro Euribor, Expires 3/16/20, Strike Price $99.875 | Put | N/A | | | 1,735 | | | | EUR 69,545,740 | | | | 49,337 | |
EUR/GBP Currency Futures, Expires 4/26/19, Strike Price $0.835 | Put | BAML | | | 31,972,000 | | | | EUR 31,972,000 | | | | 134,920 | |
IMM Eurodollar Futures, Expires 12/16/19, Strike Price $97.00 | Put | N/A | | | 4,125 | | | | EUR 160,644,000 | | | | 232,031 | |
USD/JPY Currency Futures, Expires 3/8/19, Strike Price $112.00 | Call | BAML | | | 134,075,000 | | | | JPY 134,075,000 | | | | 114,902 | |
TOTAL PURCHASED OPTIONS (COST $928,590) | | | | | | | | | | | | $ | 531,190 | |
| | | | | | | | | | | | | | |
WRITTEN OPTIONS — (0.1%) | | | | | | | | | | | | | | |
1-Year Euro, Expires 3/15/19, Strike Price $97.00 | Call | N/A | | | 452 | | | | EUR 17,609,920 | | | $ | (485,900 | ) |
3-Month Euro Euribor, Expires 12/16/19, Strike Price $99.375 | Put | N/A | | | 4,356 | | | | EUR 174,666,888 | | | | — | |
3-Month Euro Euribor, Expires 3/16/20, Strike Price $99.625 | Put | N/A | | | 1,735 | | | | EUR 69,545,740 | | | | (12,334 | ) |
IMM Eurodollar Futures, Expires 12/16/19, Strike Price $96.875 | Put | N/A | | | 4,125 | | | | EUR 160,644,000 | | | | (128,906 | ) |
TOTAL WRITTEN OPTIONS (PREMIUMS RECEIVED $386,416) | | | | | | | | | | | | $ | (627,140 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
20
Abbey Capital Futures Strategy Fund
Consolidated Portfolio of Investments (Concluded)
February 28, 2019 (Unaudited)
AUD | Australian Dollar | JPY | Japanese Yen |
BAML | Bank of America Merrill Lynch | JSE | Johannesburg Stock Exchange |
BOA | Bank of America | KRW | Korean Won |
BRL | Brazilian Real | LME | London Mercantile Exchange |
BUXL | German Bond | MIB | Milano Indice di Borsa |
CAC | Cotation Assisteé en Continn French | MXN | Mexican Peso |
CAD | Canadian Dollar | NOK | Norwegian Krone |
CHF | Swiss Franc | NZD | New Zealand Dollar |
CLP | Chilean Peso | OMX | Stockholm Stock Exchange |
CNH | Chinese Yuan Renminbi | PHP | Philippine Peso |
COP | Colombian Peso | PLN | Polish Zloty |
CZK | Czech Koruna | RBOB | Reformulated Blendstock for Oxygenate Blending |
DAX | German Stock Exchange | RUB | Russian Ruble |
DJIA | Dow Jones Industrial Average | SEK | Swedish Krona |
E-CBOT | Electronic - Chicago Board of Trade | SGD | Singapore Dollar |
EUR | Euro | THB | Thai Baht |
FTSE | Financial Times Stock Exchange | TRY | Turkish Lira |
GBP | British Pound | TSX | Toronto Stock Exchange |
HUF | Hungarian Forint | TWD | Taiwan Dollar |
IBEX | Index of the Bolsa de Madrid | USD | United States Dollar |
ICE | Intercontinental Exchange | WTI | West Texas Intermediate |
ILS | Israeli New Shekel | ZAR | South African Rand |
INR | Indian Rupee | | |
The accompanying notes are an integral part of the consolidated financial statements.
21
Abbey Capital Futures Strategy Fund
Consolidated Statement of Assets And Liabilities
February 28, 2019 (Unaudited)
ASSETS | | | | |
Investments, at value (cost $531,637,763) | | $ | 531,248,874 | |
Cash | | | 8,328,761 | |
Deposits with broker for forward foreign currency contracts | | | 15,005,832 | |
Deposits with broker for futures contracts | | | 112,295,024 | |
Receivables for: | | | | |
Capital shares sold | | | 1,063,785 | |
Unrealized appreciation on forward foreign currency contracts | | | 9,563,952 | |
Unrealized appreciation on futures contracts | | | 18,605,351 | |
Prepaid expenses and other assets | | | 62,319 | |
Total assets | | | 696,173,898 | |
| | | | |
LIABILITIES | | | | |
Options written, at value (premiums received $386,416) | | | 627,140 | |
Due to broker | | | 5,469,406 | |
Payables for: | | | | |
Capital shares redeemed | | | 4,718,181 | |
Advisory fees | | | 867,308 | |
Investments purchased | | | 178,726 | |
Administration and accounting services fees | | | 76,075 | |
Unrealized depreciation on forward foreign currency contracts | | | 12,611,107 | |
Unrealized depreciation on futures contracts | | | 11,285,482 | |
Other accrued expenses and liabilities | | | 100,496 | |
Total liabilities | | | 35,933,921 | |
Net assets | | $ | 660,239,977 | |
| | | | |
NET ASSETS CONSIST OF: | | | | |
Par value | | $ | 61,653 | |
Paid-in capital | | | 702,725,978 | |
Total distributable earnings/(loss) | | | (42,547,654 | ) |
Net assets | | $ | 660,239,977 | |
| | | | |
CLASS A SHARES: | | | | |
Net assets | | $ | 11,282,288 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 1,060,946 | |
Net asset value and redemption price per share | | $ | 10.63 | |
Maximum offering price per share (100/94.25 of $10.63) | | $ | 11.28 | |
| | | | |
CLASS I SHARES: | | | | |
Net assets | | $ | 644,112,676 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 60,125,668 | |
Net asset value, offering and redemption price per share | | $ | 10.71 | |
| | | | |
CLASS C SHARES: | | | | |
Net assets | | $ | 4,845,013 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 466,403 | |
Net asset value, offering and redemption price per share | | $ | 10.39 | |
The accompanying notes are an integral part of the consolidated financial statements.
22
Abbey Capital Futures Strategy Fund
Consolidated Statement of Operations
For the Six Months Ended February 28, 2019 (Unaudited)
INVESTMENT INCOME | | | | |
Interest | | $ | 7,552,587 | |
Total investment income | | | 7,552,587 | |
EXPENSES | | | | |
Advisory fees (Note 2) | | | 7,022,297 | |
Administration and accounting services fees (Note 2) | | | 193,214 | |
Registration and filing fees | | | 53,888 | |
Transfer agent fees (Note 2) | | | 46,339 | |
Legal fees | | | 36,631 | |
Printing and shareholder reporting fees | | | 30,375 | |
Audit and tax service fees | | | 27,620 | |
Distribution fees (Class C Shares) (Note 2) | | | 23,481 | |
Distribution fees (Class A Shares) (Note 2) | | | 17,177 | |
Director fees | | | 21,854 | |
Officer fees | | | 16,155 | |
Custodian fees (Note 2) | | | 7,597 | |
Other expenses | | | 19,368 | |
Total expenses before waivers and/or reimbursements | | | 7,515,996 | |
Less: waivers and/or reimbursements (Note 2) | | | (363,405 | ) |
Net expenses after waivers and/or reimbursements | | | 7,152,591 | |
Net investment income/(loss) | | | 399,996 | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | |
Net realized gain/(loss) from: | | | | |
Investments | | | (3,754,257 | ) |
Futures contracts | | | (21,919,015 | ) |
Foreign currency transactions | | | 344,347 | |
Forward foreign currency contracts | | | (4,629,060 | ) |
Written options | | | 1,164,652 | |
Net change in unrealized appreciation/(depreciation) on: | | | | |
Investments | | | 689,921 | |
Futures contracts | | | (17,562,543 | ) |
Foreign currency translations | | | 15,912 | |
Forward foreign currency contracts | | | (5,082,269 | ) |
Written options | | | (1,037,904 | ) |
Net realized and unrealized gain/(loss) from investments | | | (51,770,216 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (51,370,220 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
23
Abbey Capital Futures Strategy Fund
Consolidated Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSET FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 399,996 | | | $ | (3,893,993 | ) |
Net realized gain/(loss) from investments, futures contracts, foreign currency transactions, forward foreign currency contracts and written options | | | (28,793,333 | ) | | | 10,153,119 | |
Net change in unrealized appreciation/(depreciation) on investments, futures contracts, foreign currency translations, forward foreign currency contracts and written options | | | (22,976,883 | ) | | | 1,803,899 | |
Net increase/(decrease) in net assets resulting from operations | | | (51,370,220 | ) | | | 8,063,025 | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | | | | | |
Total distributable earnings | | | (1,067,180 | ) | | | — | |
Net decrease in net assets from dividends and distributions to shareholders | | | (1,067,180 | ) | | | — | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Class A Shares | | | | | | | | |
Proceeds from shares sold | | | 2,253,426 | | | | 5,261,446 | |
Shares redeemed | | | (5,644,423 | ) | | | (5,290,537 | ) |
Total from Class A Shares | | | (3,390,997 | ) | | | (29,091 | ) |
Class I Shares | | | | | | | | |
Proceeds from shares sold | | | 218,697,002 | | | | 552,444,530 | |
Proceeds from reinvestment of distributions | | | 527,421 | | | | — | |
Shares redeemed | | | (437,432,182 | ) | | | (419,282,057 | ) |
Total from Class I Shares | | | (218,207,759 | ) | | | 133,162,473 | |
Class C Shares | | | | | | | | |
Proceeds from shares sold | | | 216,299 | | | | 1,216,630 | |
Shares redeemed | | | (3,397,491 | ) | | | (2,231,665 | ) |
Total from Class C Shares | | | (3,181,192 | ) | | | (1,015,035 | ) |
Net increase/(decrease) in net assets from capital share transactions | | | (224,779,948 | ) | | | 132,118,347 | |
Total increase/(decrease) in net assets | | | (277,217,348 | ) | | | 140,181,372 | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 937,457,325 | | | | 797,275,953 | |
End of period | | $ | 660,239,977 | | | $ | 937,457,325 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission's (“SEC”) Final Rule on Disclosure Update and Simplificaton. Accumulated net investment income/(loss) as of August 31, 2018 was $(16,745,577). |
The accompanying notes are an integral part of the consolidated financial statements.
24
Abbey Capital Futures Strategy Fund
Consolidated Statements of Changes in Net Assets (Concluded)
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | |
SHARE TRANSACTIONS: | | | | | | | | |
Class A Shares | | | | | | | | |
Shares sold | | | 206,682 | | | | 467,333 | |
Shares redeemed | | | (523,578 | ) | | | (471,065 | ) |
Total Class A Shares | | | (316,896 | ) | | | (3,732 | ) |
Class I Shares | | | | | | | | |
Shares sold | | | 20,132,914 | | | | 48,188,097 | |
Shares reinvested | | | 48,926 | | | | — | |
Shares redeemed | | | (40,447,260 | ) | | | (36,743,166 | ) |
Total Class I Shares | | | (20,265,420 | ) | | | 11,444,931 | |
Class C Shares | | | | | | | | |
Shares sold | | | 20,582 | | | | 107,360 | |
Shares redeemed | | | (321,262 | ) | | | (199,506 | ) |
Total Class C Shares | | | (300,680 | ) | | | (92,146 | ) |
Net increase/(decrease) in shares outstanding | | | (20,882,996 | ) | | | 11,349,053 | |
The accompanying notes are an integral part of the consolidated financial statements.
25
Abbey Capital Futures Strategy Fund
Consolidated Financial Highlights
Contained below is per share operating performance data for Class A Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the consolidated financial statements. |
| | Class A Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015(1) | |
Per Share Operating Performance |
Net asset value, beginning of period | | $ | 11.28 | | | $ | 11.15 | | | $ | 11.77 | | | $ | 12.01 | | | $ | 10.36 | |
Net investment income/(loss)(2) | | | (0.01 | ) | | | (0.07 | ) | | | (0.18 | ) | | | (0.24 | ) | | | (0.27 | ) |
Net realized and unrealized gain/(loss) from investments | | | (0.64 | ) | | | 0.20 | | | | (0.44 | ) | | | 0.01 | | | | 2.14 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.65 | ) | | | 0.13 | | | | (0.62 | ) | | | (0.23 | ) | | | 1.87 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | — | | | | — | | | | (0.01 | ) | | | (0.21 | ) |
Net realized capital gains | | | — | | | | — | | | | — | | | | — | | | | (0.01 | ) |
Total dividends and distributions to shareholders | | | — | | | | — | | | | — | | | | (0.01 | ) | | | (0.22 | ) |
Net asset value, end of period | | $ | 10.63 | | | $ | 11.28 | | | $ | 11.15 | | | $ | 11.77 | | | $ | 12.01 | |
Total investment return/(loss)(3) | | | (5.76 | )%(4) | | | 1.08 | % | | | (5.18 | )% | | | (1.94 | )% | | | 18.17 | % |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000's omitted) | | $ | 11,282 | | | $ | 15,539 | | | $ | 15,401 | | | $ | 17,125 | | | $ | 11,013 | |
Ratio of expenses to average net assets with waivers and/or reimbursements (including interest expense)(6) | | | 2.04 | %(5) | | | 2.04 | % | | | 2.14 | % | | | 2.26 | % | | | 2.28 | % |
Ratio of expenses to average net assets with waivers and/or reimbursements (excluding interest expense)(6) | | | 2.04 | %(5) | | | 2.04 | % | | | 2.14 | % | | | 2.24 | % | | | 2.24 | % |
Ratio of expenses to average net assets without waivers and/or reimbursements (including interest expense)(6) | | | 2.13 | %(5) | | | 2.13 | % | | | 2.28 | % | | | 2.42 | % | | | 2.71 | % |
Ratio of net investment income/(loss) to average net assets | | | (0.14 | )%(5) | | | (0.65 | )% | | | (1.60 | )% | | | (2.01 | )% | | | (2.23 | )% |
Portfolio turnover rate(7) | | | 0 | %(4) | | | 0 | % | | | 0 | % | | | 0 | % | | | 0 | % |
(1) | Inception date of Class A Shares of the Fund was August 29, 2014. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each year reported and includes reinvestments of dividends and distributions, if any. Total return does not reflect any applicable sales charge. |
(6) | Effective February 28, 2017, the Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired Fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.04% of the Fund’s average daily net assets attributable to Class A Shares. Prior to February 28, 2017, the contractual fee waiver limited total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.24% of the Fund’s average daily net assets attributable to Class A Shares. |
(7) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the consolidated financial statements.
26
Abbey Capital Futures Strategy Fund
Consolidated Financial Highlights (Continued)
Contained below is per share operating performance data for Class I Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the consolidated financial statements. |
| | Class I Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Period Ended August 31, 2014(1) | |
Per Share Operating Performance |
Net asset value, beginning of period | | $ | 11.36 | | | $ | 11.20 | | | $ | 11.80 | | | $ | 12.03 | | | $ | 10.36 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | 0.01 | | | | (0.05 | ) | | | (0.15 | ) | | | (0.21 | ) | | | (0.24 | ) | | | (0.03 | ) |
Net realized and unrealized gain/(loss) from investments | | | (0.64 | ) | | | 0.21 | | | | (0.45 | ) | | | 0.01 | | | | 2.14 | | | | 0.39 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.63 | ) | | | 0.16 | | | | (0.60 | ) | | | (0.20 | ) | | | 1.90 | | | | 0.36 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.02 | ) | | | — | | | | — | | | | (0.03 | ) | | | (0.22 | ) | | | — | |
Net realized capital gains | | | — | | | | — | | | | — | | | | — | | | | (0.01 | ) | | | — | |
Total dividends and distributions to shareholders | | | (0.02 | ) | | | — | | | | — | | | | (0.03 | ) | | | (0.23 | ) | | | — | |
Net asset value, end of period | | $ | 10.71 | | | $ | 11.36 | | | $ | 11.20 | | | $ | 11.80 | | | $ | 12.03 | | | $ | 10.36 | |
Total investment return/(loss)(3) | | | (5.59 | )%(4) | | | 1.34 | % | | | (5.00 | )% | | | (1.68 | )% | | | 18.46 | % | | | 3.60 | %(4) |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000's omitted) | | $ | 644,113 | | | $ | 913,437 | | | $ | 772,413 | | | $ | 739,842 | | | $ | 220,441 | | | $ | 24,349 | |
Ratio of expenses to average net assets with waivers and/or reimbursements (including interest expense)(6) | | | 1.79 | %(5) | | | 1.79 | % | | | 1.89 | % | | | 2.01 | % | | | 2.03 | % | | | 2.01 | %(5) |
Ratio of expenses to average net assets with waivers and/or reimbursements (excluding interest expense)(6) | | | 1.79 | %(5) | | | 1.79 | % | | | 1.89 | % | | | 1.99 | % | | | 1.99 | % | | | 1.99 | %(5) |
Ratio of expenses to average net assets without waivers and/or reimbursements (including interest expense)(6) | | | 1.88 | %(5) | | | 1.88 | % | | | 2.03 | % | | | 2.17 | % | | | 2.46 | % | | | 4.71 | %(5) |
Ratio of net investment income/(loss) to average net assets | | | 0.11 | %(5) | | | (0.40 | )% | | | (1.35 | )% | | | (1.76 | )% | | | (1.98 | )% | | | (1.99 | )%(5) |
Portfolio turnover rate(7) | | | 0 | %(4) | | | 0 | % | | | 0 | % | | | 0 | % | | | 0 | % | | | 0 | %(4) |
(1) | Inception date of Class I Shares of the Fund was July 1, 2014. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(6) | Effective February 28, 2017, the Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired Fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.79% of the Fund’s average daily net assets attributable to Class I Shares. Prior to February 28, 2017, the contractual fee waiver limited total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.99% of the Fund’s average daily net assets attributable to Class I Shares. |
(7) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the consolidated financial statements.
27
Abbey Capital Futures Strategy Fund
Consolidated Financial Highlights (Concluded)
Contained below is per share operating performance data for Class C Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the consolidated financial statements. |
| | Class C Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Period Ended August 31, 2016(1) | |
Per Share Operating Performance | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 11.06 | | | $ | 11.01 | | | $ | 11.71 | | | $ | 11.99 | |
Net investment income/(loss)(2) | | | (0.05 | ) | | | (0.16 | ) | | | (0.26 | ) | | | (0.30 | ) |
Net realized and unrealized gain/(loss) from investments | | | (0.62 | ) | | | 0.21 | | | | (0.44 | ) | | | 0.03 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.67 | ) | | | 0.05 | | | | (0.70 | ) | | | (0.27 | ) |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | — | | | | — | | | | (0.01 | ) |
Total dividends and distributions to shareholders | | | — | | | | — | | | | — | | | | (0.01 | ) |
Net asset value, end of period | | $ | 10.39 | | | $ | 11.06 | | | $ | 11.01 | | | $ | 11.71 | |
Total investment return/(loss)(3) | | | (6.15 | )%(4) | | | 0.36 | % | | | (5.89 | )% | | | (2.22 | )%(4) |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | |
Net assets, end of period (000's omitted) | | $ | 4,845 | | | $ | 8,481 | | | $ | 9,462 | | | $ | 8,380 | |
Ratio of expenses to average net assets with waivers and/or reimbursements (including interest expense)(6) | | | 2.79 | %(5) | | | 2.79 | % | | | 2.89 | % | | | 3.01 | %(5) |
Ratio of expenses to average net assets with waivers and/or reimbursements (excluding interest expense)(6) | | | 2.79 | %(5) | | | 2.79 | % | | | 2.89 | % | | | 2.99 | %(5) |
Ratio of expenses to average net assets without waivers and/or reimbursements (including interest expense)(6) | | | 2.88 | %(5) | | | 2.88 | % | | | 3.03 | % | | | 3.17 | %(5) |
Ratio of net investment income/(loss) to average net assets | | | (0.89 | )%(5) | | | (1.40 | )% | | | (2.35 | )% | | | (2.76 | )%(5) |
Portfolio turnover rate(7) | | | 0 | %(4) | | | 0 | % | | | 0 | % | | | 0 | % |
(1) | Inception date of Class C Shares of the Fund was October 6, 2015. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of the period reported and includes reinvestments of dividends and distributions, if any. |
(6) | Effective February 28, 2017, the Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired Fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.79% of the Fund’s average daily net assets attributable to Class C Shares. Prior to February 28, 2017, the contractual fee waiver limited total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.99% of the Fund’s average daily net assets attributable to Class C Shares. |
(7) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the consolidated financial statements.
28
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements
February 28, 2019 (Unaudited)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Abbey Capital Futures Strategy Fund (the “Fund”), which commenced investment operations on July 1, 2014. The Fund is authorized to offer four classes of shares, Class A Shares, Class I Shares, Class C Shares and Class T Shares. Class A Shares are sold subject to a front-end maximum sales charge of 5.75%. Front-end sales charges may be reduced or waived under certain circumstances. Class T Shares are not currently available for sale.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund seeks to achieve its investment objective by allocating its assets between a “Managed Futures” strategy and a “Fixed Income” strategy.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services – Investment Companies.”
The end of the reporting period for the Fund is February 28, 2019, and the period covered by these Notes to Consolidated Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
CONSOLIDATION OF SUBSIDIARIES – The Managed Futures strategy is achieved by the Fund investing up to 25% of its total assets in Abbey Capital Master Offshore Fund Limited (the “Cayman Subsidiary”), a wholly-owned and controlled subsidiary of the Fund organized under the laws of the Cayman Islands. Effective on or about October 1, 2018, the Fund’s previous wholly-owned subsidiary, the Abbey Capital Offshore Fund Limited became a wholly-owned subsidiary of the Cayman Subsidiary through a share exchange between the Fund and the Cayman Subsidiary and registered as a segregated portfolio company under the laws of the Cayman Islands under the name Abbey Capital Offshore Fund SPC (the “SPC”). The Cayman Subsidiary serves solely as an intermediate entity through which the Fund invests in the SPC and makes no independent investment decisions and has no investment or other discretion over the Fund’s investable assets.
The Fund may also invest up to 25% of its assets in segregated series of another wholly-owned subsidiary of the Fund, the Abbey Capital Onshore Series LLC (the “Onshore Subsidiary”), which was formed on August 16, 2018.
The consolidated financial statements of the Fund include the financial statements of the Cayman Subsidiary, the Onshore Subsidiary and SPC. The Fund consolidates the results of subsidiaries in which the Fund holds a controlling financial interest (greater than 50%). All inter-company accounts and transactions have been eliminated. As of the end of the reporting period, the net assets of the Cayman Subsidiary and SPC were $135,445,735, which represented 20.51% of the Fund’s net assets. As of the end of the reporting period, the net assets of the Onshore Subsidiary were $155,847,746, which represented 23.60% of the Fund’s net assets.
Portfolio Valuation — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Forward exchange contracts are valued by interpolating between spot and forward currency rates as quoted by an independent pricing service. Futures contracts are generally valued using the settlement price determined by the relevant exchange. Options for which the primary market is a national securities exchange are valued at the last sale price on the
29
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
exchange on which they are traded, or, in the absence of any sale, will be valued at the mean of the last bid and ask prices prior to the market close. Options not traded on a national securities exchange are valued at the last quoted bid price for long option positions and the closing ask price for short option positions. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
Fair Value Measurements — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● Level 1 – | Prices are determined using quoted prices in active markets for identical securities. |
| ● Level 2 – | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● Level 3 – | Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies 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 the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Short-Term Investments | | $ | 530,717,684 | | | $ | 530,717,684 | | | $ | — | | | $ | — | |
Commodity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 8,407,303 | | | | 8,407,303 | | | | — | | | | — | |
Equity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 2,663,678 | | | | 2,663,678 | | | | — | | | | — | |
Foreign Currency Contracts | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | | 9,563,952 | | | | — | | | | 9,563,952 | | | | — | |
Futures Contracts | | | 1,525,517 | | | | 1,525,517 | | | | — | | | | — | |
Interest Rate Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 6,008,853 | | | | 6,008,853 | | | | — | | | | — | |
Purchased Options | | | 531,190 | | | | 281,368 | | | | 249,822 | | | | — | |
Total Assets | | $ | 559,418,177 | | | $ | 549,604,403 | | | $ | 9,813,774 | | | $ | — | |
30
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Commodity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | $ | (5,666,986 | ) | | $ | (5,666,986 | ) | | $ | — | | | $ | — | |
Equity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | (1,380,163 | ) | | | (1,380,163 | ) | | | — | | | | — | |
Foreign Currency Contracts | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | | (12,611,107 | ) | | | — | | | | (12,611,107 | ) | | | — | |
Futures Contracts | | | (1,490,822 | ) | | | (1,490,822 | ) | | | — | | | | — | |
Interest Rate Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | (2,747,511 | ) | | | (2,747,511 | ) | | | — | | | | — | |
Written Options | | | (627,140 | ) | | | (627,140 | ) | | | — | | | | — | |
Total Liabilities | | $ | (24,523,729 | ) | | $ | (11,912,622 | ) | | $ | (12,611,107 | ) | | $ | — | |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if the Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
Disclosures about Derivative instruments and Hedging Activities — Derivative instruments are defined as financial instruments whose value and performance are based on the value and performance of another security or financial instrument. Derivative instruments that the Fund used during the period include options, forward foreign currency contracts and futures contracts.
During the current fiscal period, the Fund used long and short contracts on U.S. and foreign equity market indices, U.S. and foreign government bonds, foreign currencies, interest rates and commodities (through investment in the Abbey Capital Offshore Fund Limited and the SPC), to gain investment exposure in accordance with its investment objective.
The following tables provide quantitative disclosures about fair value amounts of, and gains and losses on, the Fund’s derivative instruments as of and for the current fiscal period.
31
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following tables list the fair values and location on the Consolidated Statement of Assets and Liabilities of the Fund’s derivative holdings as of the end of the reporting period, grouped by contract type and risk exposure category.
Derivative Type | Consolidated Statement of Assets and Liabilities Location | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Commodity Contracts | | | Total | |
Asset Derivatives |
Purchased Options | Investments, at value | | $ | — | | | $ | 531,190 | | | $ | — | | | $ | — | | | $ | 531,190 | |
Forward Contracts (a) | Unrealized appreciation on forward foreign currency contracts | | | — | | | | — | | | | 9,563,952 | | | | — | | | | 9,563,952 | |
Futures Contracts (a) | Unrealized appreciation on futures contracts | | | 2,663,678 | | | | 6,008,853 | | | | 1,525,517 | | | | 8,407,303 | | | | 18,605,351 | |
Total Value- Assets | | | $ | 2,663,678 | | | $ | 6,540,043 | | | $ | 11,089,469 | | | $ | 8,407,303 | | | $ | 28,700,493 | |
| | | | | | | | | | | | | | | | | | | | | |
Liability Derivatives |
Written Options | Options written, at value | | $ | — | | | $ | (627,140 | ) | | $ | — | | | $ | — | | | $ | (627,140 | ) |
Forward Contracts (a) | Unrealized depreciation on forward foreign currency contracts | | | — | | | | — | | | | (12,611,107 | ) | | | — | | | | (12,611,107 | ) |
Futures Contracts (a) | Unrealized depreciation on futures contracts | | | (1,380,163 | ) | | | (2,747,511 | ) | | | (1,490,822 | ) | | | (5,666,986 | ) | | | (11,285,482 | ) |
Total Value- Liabilities | | | $ | (1,380,163 | ) | | $ | (3,374,651 | ) | | $ | (14,101,929 | ) | | $ | (5,666,986 | ) | | $ | (24,523,729 | ) |
(a) | This amount represents the cumulative appreciation/(depreciation) of forwards and futures contracts as reported on the Consolidated Portfolio of Investments. |
32
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following table lists the amounts of realized gains/(losses) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | Consolidated Statement of Operations Location | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Commodity Contracts | | | Total | |
Realized Gain/(Loss) |
Purchased Options | Net realized gain/(loss) from Investments | | $ | — | | | $ | (2,752,188 | ) | | $ | (766,463 | ) | | $ | (296,866 | ) | | $ | (3,815,517 | ) |
Futures Contracts | Net realized gain/(loss) from Futures Contracts | | | (32,317,609 | ) | | | 12,022,664 | | | | 8,079,085 | | | | (9,703,155 | ) | | | (21,919,015 | ) |
Forward Contracts | Net realized gain/(loss) from Forward Foreign Currency Contracts | | | — | | | | — | | | | (4,629,060 | ) | | | — | | | | (4,629,060 | ) |
Written Options | Net realized gain/(loss) from Written Options | | | — | | | | 1,145,504 | | | | 19,148 | | | | — | | | | 1,164,652 | |
Total Realized Gain/(Loss) | | $ | (32,617,609 | ) | | $ | 10,415,980 | | | $ | 2,702,710 | | | $ | (10,000,021 | ) | | $ | (29,498,940 | ) |
The following table lists the amounts of change in unrealized appreciation/(depreciation) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | Consolidated Statement of Operations Location | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Commodity Contracts | | | Total | |
Change in Unrealized Appreciation/(Depreciation) |
Purchased Options | Net change in unrealized appreciation/(depreciation) on investments | | $ | — | | | $ | 835,196 | | | $ | (123,313 | ) | | $ | — | | | $ | 711,883 | |
Futures Contracts | Net change in unrealized appreciation/(depreciation) on futures contracts | | | (7,534,297 | ) | | | (1,011,662 | ) | | | (6,145,483 | ) | | | (2,871,101 | ) | | | (17,562,543 | ) |
Forward Contracts | Net change in unrealized appreciation/(depreciation) on forward foreign currency contracts | | | — | | | | — | | | | (5,082,269 | ) | | | — | | | | (5,082,269 | ) |
Written Options | Net change in unrealized appreciation/(depreciation) on written options | | | — | | | | (1,037,904 | ) | | | — | | | | — | | | | (1,037,904 | ) |
Total Change in Unrealized Appreciation/(Depreciation) | | $ | (7,534,297 | ) | | $ | (1,214,370 | ) | | $ | (11,351,065 | ) | | $ | (2,871,101 | ) | | $ | (22,970,833 | ) |
33
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
During the current fiscal period, the Fund’s quarterly average volume of derivatives was as follows:
| Purchased Options (Cost) | | | Written Options (Proceeds) | | | Long Futures Notional Amount | | | Short Futures Notional Amount | | | Forward Foreign Currency Contracts — Payable (Value at Trade Date) | | | Forward Foreign Currency Contracts — Receivable (Value at Trade Date) | |
| $ | 1,019,372 | | | $ | (649,289 | ) | | $ | 3,859,492,129 | | | $ | (2,694,360,201 | ) | | $ | (2,340,983,755 | ) | | $ | 2,340,242,297 | |
For financial reporting purposes, the Fund does not offset fair value amounts recognized for derivative instruments and fair value amounts recognized for the right to reclaim cash collateral (receivables) or the obligation to return cash collateral (payables) arising from derivative instruments recognized at fair value executed with the same counterparty under a master netting arrangement.
The following is a summary of financial and derivative instruments that are subject to enforceable master netting agreements (or similar arrangements) and collateral received and pledged in connection with the master netting agreements (or similar arrangements).
| | | | | | Gross Amount Not Offset in Consolidated Statement of Assets and Liabilities | | | | | | | | | | | | Gross Amount Not Offset in Consolidated Statement of Assets and Liabilities | | | | | |
Description | | Gross Amount Presented in the Consolidated Statement of Assets and Liabilities | | | Financial Instruments | | | Collateral Received | | | Net Amount(1) | | | | Gross Amount Presented in the Consolidated Statement of Assets and Liabilities | | | Financial Instruments | | | Collateral Pledged(2) | | | Net Amount(3) | |
| | Assets | | | | Liabilities | |
Forward Foreign Currency Contracts | | $ | 9,563,952 | | | $ | (9,563,952 | ) | | $ | — | | | $ | — | | | | $ | 12,611,107 | | | $ | (9,563,952 | ) | | $ | (3,047,155 | ) | | $ | — | |
| (1) | Net amount represents the net amount receivable from the counterparty in the event of default. |
| (2) | Actual collateral pledged may be more than the amount shown. |
| (3) | Net amount represents the net amount payable to the counterparty in the event of default. |
Use of Estimates — The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
Investment Transactions, Investment Income and Expenses — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director
34
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
Dividends and Distributions to Shareholders — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. Tax Status — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
The Cayman Subsidiary is registered as an “exempted company” and the SPC as an “exempted segregated portfolio company” pursuant to the Companies Law (Revised) of the Cayman Islands (as amended). Each of the Cayman Subsidiary and the SPC has received an undertaking from the Governor in Cabinet of the Cayman Islands to the effect that, for a period of twenty years from the date of the undertaking, no law that thereafter is enacted in the Cayman Islands imposing any tax or duty to be levied on profits, income or on gains or appreciation, or any tax in the nature of estate duty or inheritance tax, will apply to any property comprised in or any income arising under the Cayman Subsidiary or the SPC, or to the shareholders thereof, in respect of any such property or income. For U.S. federal income tax purposes, the Cayman Subsidiary is treated as a “controlled foreign corporation” and the SPC is treated as disregarded as an entity separate from its owner. The Onshore Subsidiary is treated for U.S. income tax purposes as disregarded as an entity separate from its owner.
Foreign Currency Translation — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date.
The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investments in the Consolidated Statement of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Consolidated Statement of Operations.
Currency Risk —Investment in foreign securities involves currency risk associated with securities that trade or are denominated in currencies other than the U.S. dollar and which may be affected by fluctuations in currency exchange rates. An increase in the strength of the U.S. dollar relative to a foreign currency may cause the U.S. dollar value of an investment in that country to decline. Foreign currencies also are subject to risks caused by inflation, interest rates, budget deficits and low savings rates, political factors and government controls. Forward foreign currency exchange contracts may limit potential gains from a favorable change in value between the U.S. dollar and foreign currencies. Unanticipated changes in currency pricing may result in poorer overall performance for the Fund than if it had not engaged in these contracts.
Commodity Sector Risk — Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. The prices of energy, industrial metals, precious metals, agriculture and livestock sector commodities may fluctuate widely due to factors such as changes in value, supply
35
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
and demand and governmental regulatory policies. The commodity-linked securities in which the Fund invests may be issued by companies in the financial services sector, and events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Foreign Securities Market Risk — A substantial portion of the trades of the Fund are expected to take place on markets or exchanges outside the United States. There is no limit to the amount of assets of the Fund that may be committed to trading on foreign markets. The risk of loss in trading foreign futures and options on futures contracts can be substantial. Participation in foreign futures and options on futures contracts involves the execution and clearing of trades on, or subject to the rules of, a foreign board of trade or exchange. Some of these foreign markets, in contrast to U.S. exchanges, are so-called principals’ markets in which performance is the responsibility only of the individual counterparty with whom the trader has entered into a commodity interest transaction and not of the exchange or clearing corporation. In these kinds of markets, there is risk of bankruptcy or other failure or refusal to perform by the counterparty.
Counterparty Risk — The derivative contracts entered into by the Fund, the SPC or Onshore Subsidiary may be privately negotiated in the over-the-counter market. These contracts also involve exposure to credit risk, since contract performance depends in part on the financial condition of the counterparty. Relying on a counterparty exposes the Fund to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Fund to suffer a loss. If a counterparty defaults on its payment obligations to the Fund, this default will cause the value of an investment in the Fund to decrease.
Credit Risk — Credit risk refers to the possibility that the issuer of the security or a counterparty in respect of a derivative instrument will not be able to satisfy its payment obligations to the Fund when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Securities rated in the four highest categories by the rating agencies are considered investment grade but they may also have some speculative characteristics. Investment grade ratings do not guarantee that bonds will not lose value or default. In addition, the credit quality of securities may be lowered if an issuer’s financial condition changes.
Options — An option on a futures contract gives the purchaser the right, in exchange for a premium, to assume a position in a futures contract at a specified exercise price during the term of the option. The Fund may use futures contracts and related options for: bona fide hedging; attempting to offset changes in the value of securities held or expected to be acquired or be disposed of; attempting to minimize fluctuations in foreign currencies; attempting to gain exposure to a particular market, index or instrument; or other risk management purposes. The risk associated with purchasing an option is that the Fund pays a premium whether or not the option is exercised. Additionally, the Fund bears the risk of loss of premium and change in market value should the counterparty not perform under the contract. Put and call options are accounted for in the same manner as other securities owned. The cost of securities acquired through the exercise of call options is increased by the premiums paid. The proceeds from securities sold through the exercise of put options are decreased by the premiums paid.
Options Written — The Fund may enter into options written for: bona fide hedging; attempting to offset changes in the value of securities held or expected to be acquired or be disposed of; attempting to minimize fluctuations in foreign currencies; attempting to gain exposure to a particular market, index or instrument; or other risk management purposes. Such options may relate to particular securities or domestic stock indices, and may or may not be listed on exchanges regulated by the Commodity Futures Trading Commission or on other non-U.S. exchanges. An option on a futures contract gives the purchaser the right, in return for the premium paid, to assume a position in the contract (a long position if the option is a call and a short position if the option is a put) at a specified exercise price at any time during the option exercise period. The writer of the option is required upon exercise to assume a short futures position (if the option is a call) or a long futures position (if the option is a put). Upon exercise of the option, the accumulated cash balance in the writer’s futures margin account is delivered to the holder of the option. That balance represents the amount by which the market price of the futures contract at exercise exceeds, in the case of a call, or is less than, in the case of a put, the exercise price of the option. The maximum risk of loss associated with writing put options is limited to the exercised fair value of the option contract. The maximum risk of loss associated with writing call options is potentially unlimited. The Fund also has the additional risk of being unable to enter
36
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
into a closing transaction at an acceptable price if a liquid secondary market does not exist. The Fund also may write over-the-counter options where completing the obligation depends upon the credit standing of the other party. Option contracts also involve the risk that they may result in loss due to unanticipated developments in market conditions or other causes. Written options are initially recorded as liabilities to the extent of premiums received and subsequently marked to market to reflect the current value of the option written. Gains or losses are realized when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option or the purchase cost for a written put option is adjusted by the amount of the premium received. Listed option contracts present minimal counterparty credit risk since they are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange-traded options, guarantees the options against default. As of the end of the reporting period, all of the Fund’s written options are exchange-traded options.
Futures Contracts — The Fund uses futures contracts in the normal course of pursuing its investment objective. Upon entering into a futures contract, the Fund must deposit initial margin in addition to segregating cash or liquid assets sufficient to meet its obligation to purchase or provide securities, or to pay the amount owed at the expiration of an index-based futures contract. Such liquid assets may consist of cash, cash equivalents, liquid debt or equity securities or other acceptable assets. Pursuant to the futures contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the contract. Such a receipt of payment is known as “variation margin” and is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contract. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities. Use of long futures contracts subjects the Fund to risk of loss in excess of the amount shown on the Consolidated Statement of Assets and Liabilities, up to the notional value of the futures contract. Use of short futures contracts subjects the Fund to unlimited risk of loss.
Forward Foreign Currency Contracts — In the normal course of pursuing its investment objectives, the Fund is subject to foreign investment and currency risk. The Fund uses forward foreign currency contracts (“forward contracts”) for purposes of hedging, duration management, as a substitute for securities, to increase returns, for currency hedging or risk management, or to otherwise help achieve the Fund’s investment objective. These contracts are marked-to-market daily at the applicable translation rates. The Fund records realized gains or losses at the time the forward contract is closed. A forward contract is extinguished through a closing transaction or upon delivery of the currency or entering an offsetting contract. Risks may arise upon entering these contracts from the potential inability of a counterparty to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar or other currencies. The Fund’s maximum risk of loss from counterparty credit risk related to forward foreign currency contracts is the fair value of the contract. The risk may be mitigated to some extent if a master netting arrangement between the Fund and the counterparty is in place and to the extent the Fund obtains collateral to cover the Fund’s exposure to the counterparty.
Cash and Cash Equivalents — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
Other — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
Abbey Capital Limited (“Abbey Capital” or the “Adviser”) serves as the investment adviser to the Fund and the Cayman Subsidiary, Onshore Subsidiary and SPC. The Adviser allocates the assets of the Onshore Subsidiary and SPC (via the Cayman Subsidiary) to one or more Trading Advisers unaffiliated with the Adviser to manage. The Adviser also has the ultimate responsibility to oversee the Trading Advisers, and to recommend their hiring, termination and
37
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
replacement, subject to approval by the Board. The Fund compensates the Adviser for its services at an annual rate based on the Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table. The Adviser compensates the Trading Advisers out of the Advisory Fee.
The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding certain items discussed below) to the rates (“Expense Caps”) shown in the following table of the Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed the Expense Caps as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary expenses, interest and taxes. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019.
Advisory Fee | Expense Caps |
| Class A | Class I | Class C | Class T |
1.77% | 2.04% | 1.79% | 2.79% | 2.04% |
During the current fiscal period, investment advisory fees accrued, waived and/or reimbursed were as follows:
Gross Advisory Fees | Waivers | Net Advisory Fees |
$7,022,297 | $(363,405) | $6,658,892 |
If at any time the Fund’s total annual fund operating expenses (not including acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) for a year are less than the relevant share class’s Expense Cap, the Adviser may recoup any waived or reimbursed amounts from the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
As of the end of the reporting period, the Fund had amounts available for recoupment as follows:
Expiration |
August 31, 2019 | August 31, 2020 | August 31, 2021 | August 31, 2022 | Total |
$494,101 | $1,087,123 | $815,529 | $363,405 | $2,760,158 |
Altis Partners (Jersey) Limited, Aspect Capital Limited, Cantab Capital Partners LLP, Eclipse Capital Management, Inc., Episteme Capital Partners, LLP, Graham Capital Management, LP, P/E Global, LLC, Revolution Capital Management, LLC, Trigon Investment Advisors, LLC, Tudor Investment Corporation and Welton Investment Partners, LLC each served as a Trading Adviser to the Fund during the period.
Effective December 5, 2018, Episteme Capital Partners, LLP serves as a Trading Adviser to the Fund.
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
38
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Consolidated Statement of Operations.
The Board has adopted a Plan of Distribution for the Class A Shares, Class C Shares and Class T Shares (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund’s distributor is entitled to receive from the Fund a distribution fee with respect to the Shares, which is accrued daily and paid monthly, of up to 0.25% on an annualized basis of the average daily net assets of the Class A Shares and Class T Shares and up to 1.00% of the Class C Shares. The actual amount of such compensation under the Plan is agreed upon by the Board and by the Distributor. Because these fees are paid out of the Fund’s assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges. Amounts paid to the Distributor under the Plan may be used by the Distributor to cover expenses that are related to (i) the sale of the Shares, (ii) ongoing servicing and/or maintenance of the accounts of shareholders, and (iii) sub-transfer agency services, subaccounting services or administrative services related to the sale of the Shares, all as set forth in the Fund’s 12b-1 Plan.
3. Director And Officer Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Consolidated Statement of Operations.
4. Purchases and Sales of Investment Securities
During the current fiscal period, there were no purchases or sales of investment securities or long-term U.S. Government securities (excluding short-term investments and derivative transactions) by the Fund.
5. Federal Income Tax Information
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the consolidated financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
39
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows(a):
Federal Tax Cost | Unrealized Appreciation | Unrealized (Depreciation) | Net Unrealized Appreciation/ (Depreciation) |
$842,064,304 | $31,931,094 | $— | $31,931,094 |
(a) | The difference between the book basis and tax basis cost and aggregate gross unrealized appreciation and depreciation of investments is attributable primarily to timing differences related to taxable income from a wholly-owned controlled foreign corporation. |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying consolidated financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018, primarily attributable to disallowed book income from Subsidiary, were reclassified to the following accounts:
Undistributed Net Investment Income/(Loss) | Accumulated Net Realized Gain/(Loss) | Paid-In Capital |
$(2,238,951) | $(10,155,021) | $12,393,972 |
As of August 31, 2018, the components of distributable earnings/(deficits) on a tax basis were as follows:
Undistributed Ordinary Income | Undistributed Long-Term Capital Gains | Net Unrealized Appreciation/ (Depreciation) | Capital Loss Carryforwards | Qualified Late-Year Losses | Other Temporary Differences |
$1,066,640 | $— | $8,829,452 | $(6,346) | $— | $— |
The differences between the book and tax basis components of distributable earnings/(deficits) relate principally to the timing of recognition of income and gains of the Subsidiary for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018, was as follows:
Ordinary Income | Long-Term Gains | Total |
$— | $— | $— |
Accumulated capital losses represent net capital loss carry forwards as of August 31, 2018 that may be available to offset future realized capital gains and thereby reduce future capital gains distributions. Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2018, the Fund had unexpiring capital loss carryforwards of $6,346.
40
Abbey Capital Futures Strategy Fund
Notes To Consolidated Financial Statements (Concluded)
February 28, 2019 (Unaudited)
6. New Accounting Pronouncements and Regulatory Updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Consolidated Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Consolidated Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
7. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the consolidated financial statements were issued and has determined that there was the following subsequent event:
Effective as of the close of business on April 5, 2019, (subsequent to the end of the current reporting period), Altis Partners (Jersey) Limited will no longer serve as a trading adviser to the Fund.
41
Abbey Capital Futures Strategy Fund
Other Information
(Unaudited)
Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (844) 261-6484 and on the SEC's website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files its complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q (or successor Form). The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
42
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Investment Adviser
Abbey Capital Limited
1-2 Cavendish Row
Dublin 1, Ireland
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
Ernst & Young LLP
One Commerce Square
2005 Market Street, Suite 700
Philadelphia, PA 19103
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
AFS-SAR19
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039113_i.jpg)
Abbey Capital Multi Asset Fund
of
THE RBB FUND, INC.
Semi-Annual Report
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-844-261-6484.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-844-261-6484 to inform the Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.
This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.
Abbey Capital Multi Asset Fund
Semi-Annual Investment Adviser’s Report
February 28, 2019 (Unaudited)
Dear Shareholder,
The Abbey Capital Multi Asset Fund (the “Fund”) Class I Shares returned -8.01% net of fees for the six-month fiscal period ended February 28, 2019. The negative performance was driven largely by the managed futures component of the Fund’s investment strategy, which struggled amid difficult trading conditions in equities and major currencies, although the long US equity allocation was also negative over the six-month period. The Fund allocates assets to its underlying trading advisers through its investment in Abbey Capital Multi Asset Offshore Fund Limited (the “ACMAOF”), a wholly-owned subsidiary of the Fund. The Fund invests up to 25% of its assets into the ACMAOF and invests its remaining assets in a long-only US equity strategy consisting of S&P 500 futures only and a fixed income strategy consisting primarily of U.S. Treasury obligations.
Abbey Global, LP (the “Predecessor Fund”), transferred all of its assets to the Fund on April 11, 2018. The Fund allocates approximately 50% of its assets to S&P 500 futures and 100% of its assets to a managed futures strategy.
Average Total Returns for the Periods Ended February 28, 2019
| Jan. 1, 2019 TO FEB. 28, 2019 | MAR. 1, 2018 TO FEB. 28, 2019 | SEPT. 1, 2018 TO FEB. 28, 2019 | 5 Year Annualized | 10 Year Annualized | ANNUALIZED SINCE INCEPTION ON MAY 14, 2002 TO FEB. 28, 2019 |
Class I Shares | 2.40% | -3.68% | -8.01% | 6.81% | 12.79% | 9.53% |
BofA Merrill Lynch 3-Month T-Bill Index* | 0.38% | 2.04% | 1.10% | 0.71% | 0.41% | 1.34% |
S&P 500® Total Return Index* | 11.48% | 4.68% | -3.04% | 10.67% | 16.67% | 8.01% |
Barclay CTA Index* | -0.15% | -1.95% | -1.86% | 0.40% | 0.29% | 3.31% |
Barclay CTA numbers are based on the estimates available on the BarclayHedge website as of March 12, 2019
Source: Abbey Capital and Bloomberg
Performance quoted is past performance and does not guarantee future results. Additionally, the Predecessor Fund was not registered under the Investment Company Act of 1940 (“1940 Act”), and thus was not subject to certain investment and operational restrictions that are imposed by the 1940 Act. If the Predecessor Fund had been registered under the 1940 Act, its performance may have been adversely affected. Accordingly, Fund performance may be different than the Predecessor Fund’s restated past performance, which is included in the table above for the period between inception of the Fund on May 14, 2002 and April 11, 2018. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. Visit www.abbeycapital.com for returns updated daily. Call (US Toll Free) 1-844-261-6484 or (international callers) + 1-508-871-3276 for returns current to the most recent month-end.
Please note the above is shown for illustrative purposes only.
Performance from May 14, 2002 to April 11, 2018 is performance of the Predecessor Fund. The Fund commenced operations as a series of The RBB Fund, Inc. on April 11, 2018, when all of the assets of the Predecessor Fund transferred to Class I Shares of the Fund. The Fund’s objectives, policies, guidelines and restrictions are in all material respects equivalent to the Predecessor Fund. Performance of the Predecessor Fund is not an indicator of future Fund results. Performance from April 2014 represents proprietary performance as the only investors for that period were Abbey Capital Limited and its officers.
* | The Barclay CTA Index is derived from data which is self-reported by investment managers based on the performance of privately managed funds. In contrast, the S&P 500® Total Return Index and the Bank of America Merrill Lynch 3-Month T-Bill Index are comprised of publicly traded securities. As a result of these differences, these indices may not be directly comparable and the table above is shown for illustrative purposes only. |
Abbey Capital Limited (the “Adviser”) has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.79% of the Fund’s average daily net assets attributable to Class I Shares. This
1
Abbey Capital Multi Asset Fund
Semi-Annual Investment Adviser’s Report (Continued)
February 28, 2019 (Unaudited)
contractual limitation is in effect until December 31, 2019, and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc. In addition, the Adviser may recoup any waived or reimbursed amounts from the Fund within three years from the date on which such waiver or reimbursement was made by the Adviser, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement. In determining the Adviser’s obligation to waive its investment advisory fees and/or reimburse expenses, the following expenses are not taken into account: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. Without the expense limitation agreement, the expense ratio is 2.84% of the Fund’s average daily net assets attributable to Class I Shares, as stated in the Fund’s current prospectus dated December 31, 2018 (and which may differ from the actual expense ratios for the period covered by this report). The quoted performance would have been lower without the expense limitation.
Please refer to the prospectus for further information on expenses and fees.
Market Commentary
The six-month period ended February 28, 2019 saw periods of elevated market volatility in certain sectors as the Federal Reserve (“Fed”) went through a clumsy shift in its monetary policy stance, geopolitical issues persisted and optimism for a resolution in ongoing US-China trade war oscillated. Economic data in Europe and China was generally disappointing, while US data at times showed signs of weakness as concerns grew for the global growth outlook. Riskier assets generally struggled, with global equities falling as investors rotated into haven assets such as bonds and precious metals.
Strong US data and upbeat comments from Fed Chair Powell in October stoked fears for a faster pace of Fed rate hikes, leading to a spike in US Treasury yields. This spike was a catalyst for the sharp selloff in US equities, with further downward pressure added by cautious earnings outlooks from technology industry bellwethers and threats from US President Trump to escalate the trade war with China. Asian indices were particularly affected on the apparent deterioration in trade relations. Sentiment remained fragile in November, although worries about further Fed rate hikes eased somewhat after Fed officials hinted that the central bank may be approaching the end of its rate hiking cycle. In December however, a less dovish than expected Fed saw equities retreat further, with markets particularly displeased by Fed Chair Powell’s assertion that balance sheet reduction was essentially on autopilot. A US government shutdown and the growing possibility of a hard Brexit also dented investor risk sentiment, while thin holiday volumes at times created sharp swings in December prices. In 2019, improved optimism for a US-China trade deal and an avoidance of further tariffs lifted risk appetite. Reports of an upcoming meeting between Trump and Chinese President Xi to resolve the trade impasse, together with solid earnings releases, saw equities pare losses for the six-month period.
A shift in major global central bank policy to a more dovish stance was a key theme in markets over the six-month period. US and German yields initially climbed higher in September, with optimistic forecasts from European Central Bank President Draghi supporting eurozone yields. However, rising interest rate concerns precipitated heightened market volatility and saw investor risk appetite wane. Persistently tepid eurozone economic reports and Chinese economic data showing evidence of the impact of the trade war saw worries for the global growth outlook develop. In December, weaker than expected US labour data saw US yields plummet, while the Fed’s decision to lower its rate hike guidance for 2019 from three to two was more hawkish than expected, disappointing markets. In Europe, tumultuous Brexit developments, where UK Prime Minister May survived a no-confidence vote but was unable to get parliamentary approval for the exit deal agreed by the UK and EU, led Gilt and Bund yields lower. Though the European Central Bank confirmed an end to asset purchases in December 2018, speculation in 2019 was mounting that monetary policy may be loosened, with downbeat comments from Draghi and slowing eurozone growth lending support to this belief. A budgetary impasse between the EU and Italy initially weighed on demand for Italian government bonds, but after the disagreement was resolved and a major credit rating agency reaffirmed Italy’s rating status, yields finished the period lower. Japanese 10-year yields registered relatively large declines over the six-month period, with the Bank of Japan revising lower its inflation forecasts in January.
2
Abbey Capital Multi Asset Fund
Semi-Annual Investment Adviser’s Report (Continued)
February 28, 2019 (Unaudited)
In currencies, the USD was broadly stronger versus its major peers. The hawkish Fed in October and November initially supported the USD before the currency traded in a wide range thereafter, with lower US yields at times proving a headwind for the greenback. In the eurozone, disappointing GDP growth and weak industrial production data hampered the EUR, with pessimistic Draghi rhetoric and a slashed European Commission growth forecast further impacting the EUR. Brexit developments resulted in volatile moves in the GBP, where the growing possibility of a hard exit saw GBP/USD move lower in Q4. Moves were reversed in 2019 amid the mounting likelihood of an extension to Article 50, easing fears of a hard Brexit. The JPY outperformed relative to the USD during Q4 as market turbulence saw demand for perceived haven assets increase, although this move unwound in 2019 as risk sentiment improved. Trade war developments tended to drive moves in the AUD, with weak Chinese data and a dovish Reserve Bank of Australia ultimately sending the currency lower. Weakness in energy markets weighed on the CAD, with losses pared after some hawkish signals from the Bank of Canada in January.
Gold advanced over the period as elevated risk aversion and lower US yields drove increased demand for the precious metal. Palladium prices trended consistently higher as tighter global emission controls supported demand for the metal in the carmaker industry. Energy markets experienced elevated market volatility, particularly in Q4. Natural gas prices soared nearly 40% in November amid low storage levels and forecasts of colder US weather, however price moves quickly reversed after weather concerns eased. Crude oil prices fell sharply in Q4 as OPEC production cuts disappointed markets, the global demand outlook grew more clouded, and President Trump called for lower oil prices. Prices recovered somewhat in 2019 as Saudi exports fell, broad market risk appetite improved and as political turbulence in Venezuela led to US sanctions on Venezuela’s state-owned oil company. Long-term trends in sugar prices reversed in October after a significant rally in the BRL following the Brazilian presidential election. Chinese economic stimulus measures and improved hopes for a US-China trade deal in 2019 saw copper prices reversed to finish the six-month period higher, while ample global supplies weighed on demand for US wheat.
Performance Attribution
The Fund’s negative returns were driven largely by the allocation to managed futures over the six-month period ended February 28, 2019, although the long US equity allocation was also negative.
By market sector, the managed futures allocation saw its largest losses in equities and currencies over the six–month period. Within equities, long positioning proved challenging during the fourth quarter of 2018, particularly in October, as trends in equity markets reversed and prices fell sharply. Positioning in equities moved short in late October, and thus losses were pared somewhat in December when these short positions proved profitable as global equity prices fell further. However, this short positioning proved challenging in January and early February as equity prices rebounded, before short positions transitioned to long in mid-February. For the six-month period overall, the largest losses occurred in the S&P 500, NASDAQ 100 and Nikkei 225 contracts.
Further losses were realised in currencies for the managed futures allocation. Despite holding a long position in the USD throughout the period as the USD generally rose, choppy moves in the greenback proved challenging for the Fund’s Diversified Trendfollowing sub-advisers (sub-advisers are also known as “Trading Advisers”). The largest losses occurred from mixed USD positions against the GBP. Trading in soft commodities was also negative, largely on account of short soybean and mixed sugar positions, with smaller losses occurring in metals, grains and energy.
On the positive side, the managed futures allocation captured gains from positioning in both bonds and interest rates. Profits in both sectors were realised mostly from December onwards as long positions were increased and communications from global central banks turned more cautious. The largest gains in bonds were due to long exposure to Japanese and German 10-year contracts, while long positions from December onwards in 3-month Eurodollar futures drove positive performance in interest rates. In addition, modest gains were seen in meats on account of short positions in pigs.
3
Abbey Capital Multi Asset Fund
Semi-Annual Investment Adviser’s Report (Concluded)
February 28, 2019 (Unaudited)
For the long equity allocation, losses largely occurred from late September to late December as concerns about the impact of Fed interest rate hikes on the US economy weighed on stock prices. Losses within the long equity allocation were pared from late December onwards as stock prices recovered on the back of optimism over US-China trade talks and as the communications from the Fed became more dovish.
Key to Currency Abbreviations |
AUD | Australian Dollar |
BRL | Brazilian Real |
GBP | British Pound Sterling |
USD | US Dollar |
EUR | Euro |
JPY | Japanese Yen |
CAD | Canadian Dollar |
An investment in the Fund is speculative and involves substantial risk. It is possible that an investor may lose some or all of their investment. The Fund may invest up to 25% of its total assets in Abbey Capital Multi Asset Offshore Fund Limited, which is a wholly-owned subsidiary of the Fund that invests in managed futures and foreign exchange. All investments in securities involve risk of the loss of capital. An investment in the Fund includes the risks inherent in an investment in securities, as well as specific risks associated with this open-ended investment product. Among the risks associated with investing in this Fund are Commodity Sector Risk, Counter-Party Risk, Credit Risk, Currency Risk, Manager and Management Risks, Subsidiary Risk, Tax Risk, Emerging Markets Risk, Leveraging Risk, Foreign Investment Risk, Fixed Income Securities Risks, Short Sale Risk and Portfolio Turnover Risks. The Fund may invest in or utilize derivative investments, futures contracts, and hedging strategies. One or more Trading Advisors, from time to time, may invest a substantial portion of the assets managed in a specific industry sector. As a result, the Fund’s investment portfolio may be subject to greater risk and volatility than if investments had been made in the securities of a broader range of issuers. There can be no assurance that the Fund’s strategy (hedging or otherwise) will be successful or that it will employ such strategies with respect to all or any portion of its portfolio. The value of the Fund’s portfolio investments should be expected to fluctuate. Investing in managed futures is not suitable for all investors given its speculative nature and the high level of risk involved. The Fund is appropriate only for investors who can bear the risks associated with the product. This brief statement cannot disclose all of the risks and other factors necessary to evaluate an investment in the Fund. Investors are urged to take appropriate investment advice and to carefully consider their investment objectives, personal situation, and factors such as net worth, income, age, risk tolerance and liquidity needs before investing in the Fund. Before investing, investors should carefully consider the Fund’s investment objectives, risks, tax considerations, sales charges and expenses.
Fund holdings and sector allocations are subject to change and should not be considered recommendations to buy or sell any security. Please refer to the Schedule of Investments in this report for a complete list of Fund holdings.
The Abbey Capital Multi Asset Fund is distributed by Quasar Distributions, LLC.
4
Abbey Capital Multi Asset Fund
Performance Data
February 28, 2019 (Unaudited)
Average Annual Total Returns for the Periods Ended February 28, 2019 | |
| Six Months† | One Year | Five Years | Ten Years | Since Inception | |
Class I Shares* | -8.01% | -3.68% | 6.81% | 12.79% | 9.53% | |
BofA Merrill Lynch 3-Month Treasury Bill Index** | 1.10% | 2.04% | 0.70% | 0.41% | 1.34% | |
S&P 500® Total Return Index** | -3.04% | 4.68% | 10.67% | 16.67% | 8.01% | |
Barclay CTA Index** | -1.86% | -1.95% | 0.40% | 0.29% | 3.31% | |
* | Performance from May 14, 2002 to April 10, 2018 is performance of Abbey Global LP (the “Predecessor Fund”). The Fund commenced operations as a series of The RBB Fund, Inc. on April 11, 2018, when all of the assets of the Predecessor Fund transferred to Class I Shares of the Fund. |
** | Performance is from the inception date of the Predecessor Fund only and is not the inception date of the benchmark itself. |
The performance quoted reflects fee waivers in effect and would have been less in their absence. The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.79% of the Fund’s average daily net assets attributable to Class I Shares. Without the limitation arrangement, the gross expense ratio is 2.84% for Class I Shares, as stated in the current prospectus (and which may differ from the actual expense ratio for the period covered by this report). This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc. Please see the Consolidated Financial Highlights for current figures.
Performance quoted is past performance and does not guarantee future results. Investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. Visit www.abbeycapital.com for returns updated daily. Call (US Toll Free) 1-844-261-6484 or (international callers) + 1-508-871-3276 for returns current to the most recent month-end.
5
Abbey Capital Multi Asset Fund
Performance Data (Concluded)
February 28, 2019 (Unaudited)
The S&P 500® Total Return Index
The S&P 500® Total Return Index is the total return version of the S&P 500® Index. Dividends are reinvested on a daily basis and all regular cash dividends are assumed reinvested in the index on the ex-dividend date.
S&P 500® Index
The S&P 500® Index is a market-capitalization-weighted index of 500 US stocks chosen for market size, liquidity and industry grouping, among other factors. The S&P 500® Index is designed to be a leading indicator of U.S. equities and is meant to reflect the risk/return characteristics of the large cap universe. The S&P 500® Index was first introduced on January 1, 1923, though expanded to 500 stocks on March 4, 1957.
Nasdaq 100 Index
Launched in January 1985, the Nasdaq-100 Index includes 100 of the largest US domestic and international non-financial companies listed on the Nasdaq stock market. The Nasdaq-100 Index is calculated under a modified capitalization-weighted methodology. The index reflects companies across major industry groups including computer hardware and software, telecommunications, retail/wholesale trade and biotechnology. It does not contain securities of financial companies including investment companies.
Barclay CTA Index
The Barclay CTA Index is a leading industry benchmark of representative performance of commodity trading advisors. There are currently 510 programs included in the calculation of the Barclay CTA Index for 2019. The Barclay CTA Index is equally weighted and rebalanced at the beginning of each year.
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index
The BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is an unmanaged market index of U.S. Treasury securities maturing in 90 days that assumes reinvestment of all income.
Nikkei 225 Index
The Nikkei 225 Index is a price-weighted index comprised of Japan’s top 225 blue-chip companies traded on the Tokyo Stock Exchange.
Portfolio composition is subject to change. It is not possible to invest directly in an index.
6
Abbey Capital Multi Asset Fund
Fund Expense Example
February 28, 2019 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, (if any) and (2) ongoing costs, including management fees, distribution and/or service (12b-1) 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 six-month period from September 1, 2018 through February 28, 2019, and held for the entire period.
ACTUAL EXPENSES
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) on purchase payments (if any). Therefore, the second line of the accompanying 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.
| Class I Shares |
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period * | Annualized Expense Ratio | Actual Six- Month Total Investment Return for the Fund |
Actual | $ 1,000.00 | $ 919.90 | $ 8.52 | 1.79% | -8.01% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,015.92 | 8.95 | 1.79 | N/A |
* | Expenses are equal to the Fund’s annualized six-month expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half year period. The Fund’s ending account value on the first line in the table is based on the actual six-month total investment return for the Fund. |
7
Abbey Capital Multi Asset Fund
Consolidated Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a consolidated summary of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
SHORT-TERM INVESTMENTS: | | | | | | | | |
U.S. Treasury Obligations | | | 82.6 | % | | $ | 16,974,018 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | | | | | | |
(including futures and forward foreign currency contracts) | | | 17.4 | | | | 3,573,360 | |
NET ASSETS | | | 100.0 | % | | $ | 20,547,378 | |
The Fund seeks to achieve its investment objective by allocating its assets between a “Managed Futures” strategy “Long U.S. Equity” strategy and a “Fixed Income” strategy.
As a result of the Fund’s use of derivatives, the Fund may hold significant amounts of U.S. Treasuries or short-term investments.
Portfolio holdings are subject to change at any time.
Refer to the Consolidated Portfolio of Investments for a detailed listing of the Fund’s holdings.
The accompanying notes are an integral part of the consolidated financial statements.
8
Abbey Capital Multi Asset Fund
Consolidated Portfolio of Investments
February 28, 2019 (Unaudited)
| | Coupon* | | | Maturity Date | | | Par (000’s) | | | Value | |
SHORT-TERM INVESTMENTS — 82.6% | | | | | | | | | | | | | | | | |
U.S. TREASURY OBLIGATIONS — 82.6% | | | | | | | | | | | | | | | | |
U.S. Treasury Bills | | | 2.352% | | | | 03/21/19 | | | $ | 2,324 | | | $ | 2,320,977 | |
U.S. Treasury Bills | | | 2.389% | | | | 03/28/19 | | | | 2,412 | | | | 2,407,726 | |
U.S. Treasury Bills | | | 2.458% | | | | 04/11/19 | | | | 984 | | | | 981,305 | |
U.S. Treasury Bills | | | 2.457% | | | | 04/18/19 | | | | 99 | | | | 98,686 | |
U.S. Treasury Bills | | | 2.473% | | | | 04/25/19 | | | | 312 | | | | 310,863 | |
U.S. Treasury Bills | | | 2.499% | | | | 05/02/19 | | | | 171 | | | | 170,297 | |
U.S. Treasury Bills | | | 2.506% | | | | 05/09/19 | | | | 2,927 | | | | 2,913,564 | |
U.S. Treasury Bills | | | 2.510% | | | | 05/16/19 | | | | 104 | | | | 103,476 | |
U.S. Treasury Bills | | | 2.530% | | | | 05/23/19 | | | | 297 | | | | 295,364 | |
U.S. Treasury Bills | | | 2.541% | | | | 05/30/19 | | | | 202 | | | | 200,792 | |
U.S. Treasury Bills | | | 2.541% | | | | 06/06/19 | | | | 1,296 | | | | 1,287,634 | |
U.S. Treasury Bills | | | 2.520% | | | | 06/13/19 | | | | 332 | | | | 329,705 | |
U.S. Treasury Bills | | | 2.470% | | | | 06/20/19 | | | | 834 | | | | 827,851 | |
U.S. Treasury Bills | | | 2.452% | | | | 06/27/19 | | | | 173 | | | | 171,642 | |
U.S. Treasury Bills | | | 2.508% | | | | 07/05/19 | | | | 380 | | | | 376,811 | |
U.S. Treasury Bills | | | 2.499% | | | | 07/11/19 | | | | 883 | | | | 875,245 | |
U.S. Treasury Bills | | | 2.507% | | | | 07/18/19 | | | | 102 | | | | 101,052 | |
U.S. Treasury Bills | | | 2.470% | | | | 08/01/19 | | | | 242 | | | | 239,521 | |
U.S. Treasury Bills | | | 2.499% | | | | 08/08/19 | | | | 576 | | | | 569,805 | |
U.S. Treasury Bills | | | 2.510% | | | | 08/15/19 | | | | 2,333 | | | | 2,306,756 | |
U.S. Treasury Bills | | | 2.510% | | | | 08/29/19 | | | | 86 | | | | 84,946 | |
| | | | | | | | | | | | | | | 16,974,018 | |
TOTAL SHORT-TERM INVESTMENTS | | | | | | | | | | | | | | | | |
(Cost $16,973,513) | | | | | | | | | | | | | | | 16,974,018 | |
TOTAL INVESTMENTS — 82.6% | | | | | | | | | | | | | | | | |
(Cost $16,973,513) | | | | | | | | | | | | | | | 16,974,018 | |
| | | | | | | | | | | | | | | | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 17.4% | | | | | | | | | | | | | | | 3,573,360 | |
NET ASSETS — 100.0% | | | | | | | | | | | | | | $ | 20,547,378 | |
* | Short-term investments’ coupon reflect the annualized effective yield on the date of purchase for discounted investments. |
The accompanying notes are an integral part of the consolidated financial statements.
9
Abbey Capital Multi Asset Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Futures contracts outstanding as of February 28, 2019 were as follows:
Long Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
10-Year Mini Japanese Government Bond Futures | | | Mar-19 | | | | 20 | | | $ | 1,794,285 | | | $ | 3,750 | |
3-Month Euro Euribor | | | Dec-19 | | | | 52 | | | | 14,786,842 | | | | 2,317 | |
3-Month Euro Euribor | | | Jun-20 | | | | 15 | | | | 4,265,435 | | | | 2,986 | |
3-Month Euro Euribor | | | Jun-21 | | | | 1 | | | | 284,362 | | | | 512 | |
90-DAY Bank Bill | | | Sep-19 | | | | 2 | | | | 1,418,701 | | | | 295 | |
90-DAY Bank Bill | | | Dec-19 | | | | 18 | | | | 12,768,312 | | | | 5,686 | |
90-DAY Bank Bill | | | Mar-20 | | | | 3 | | | | 2,128,052 | | | | 884 | |
90-DAY Bank Bill | | | Jun-20 | | | | 3 | | | | 2,128,052 | | | | 1,075 | |
90-DAY Bank Bill | | | Sep-20 | | | | 2 | | | | 1,418,701 | | | | 555 | |
90-DAY Eurodollar Futures | | | Dec-19 | | | | 27 | | | | 6,750,000 | | | | 1,925 | |
90-DAY Eurodollar Futures | | | Jun-20 | | | | 1 | | | | 250,000 | | | | (100 | ) |
90-DAY Eurodollar Futures | | | Sep-20 | | | | 1 | | | | 250,000 | | | | 225 | |
90-DAY Eurodollar Futures | | | Dec-20 | | | | 15 | | | | 3,750,000 | | | | 613 | |
90-DAY Eurodollar Futures | | | Mar-21 | | | | 2 | | | | 500,000 | | | | 125 | |
90-DAY Eurodollar Futures | | | Jun-21 | | | | 2 | | | | 500,000 | | | | 200 | |
90-DAY Eurodollar Futures | | | Dec-21 | | | | 10 | | | | 2,500,000 | | | | 1,500 | |
90-DAY Sterling Futures | | | Sep-19 | | | | 1 | | | | 165,793 | | | | (99 | ) |
90-DAY Sterling Futures | | | Dec-19 | | | | 136 | | | | 22,547,914 | | | | 3,374 | |
90-DAY Sterling Futures | | | Mar-20 | | | | 2 | | | | 331,587 | | | | (315 | ) |
90-DAY Sterling Futures | | | Jun-20 | | | | 60 | | | | 9,947,609 | | | | (1,401 | ) |
90-DAY Sterling Futures | | | Sep-20 | | | | 1 | | | | 165,793 | | | | (207 | ) |
90-DAY Sterling Futures | | | Dec-20 | | | | 23 | | | | 3,813,250 | | | | 1,376 | |
90-DAY Sterling Futures | | | Mar-21 | | | | 1 | | | | 165,793 | | | | (216 | ) |
90-DAY Sterling Futures | | | Jun-21 | | | | 1 | | | | 165,793 | | | | (232 | ) |
90-DAY Sterling Futures | | | Dec-21 | | | | 23 | | | | 3,813,250 | | | | (779 | ) |
Amsterdam Index Futures | | | Mar-19 | | | | 5 | | | | 615,383 | | | | 4,629 | |
Australian 10-Year Bond Futures | | | Mar-19 | | | | 11 | | | | 780,286 | | | | 15,663 | |
Australian 3-Year Bond Futures | | | Mar-19 | | | | 61 | | | | 4,327,039 | | | | 23,291 | |
CAC40 10 Euro Futures | | | Mar-19 | | | | 7 | | | | 417,137 | | | | 6,910 | |
Canadian 10-Year Bond Futures | | | Jun-19 | | | | 9 | | | | 683,917 | | | | (3,252 | ) |
Copper Futures | | | May-19 | | | | 14 | | | | 1,031,800 | | | | (188 | ) |
DJIA Mini E-CBOT | | | Mar-19 | | | | 6 | | | | 777,390 | | | | (1,110 | ) |
Dollar Index | | | Mar-19 | | | | 9 | | | | 900,000 | | | | (7,073 | ) |
Euro BUXL 30-Year Bond Futures | | | Mar-19 | | | | 2 | | | | 227,490 | | | | (7,757 | ) |
Euro STOXX 50 | | | Mar-19 | | | | 3 | | | | 112,539 | | | | 3,856 | |
Euro-Bobl Futures | | | Mar-19 | | | | 29 | | | | 3,298,603 | | | | 6,768 | |
Euro-Bobl Futures | | | Jun-19 | | | | 5 | | | | 568,725 | | | | 23 | |
Euro-BTP Futures | | | Mar-19 | | | | 6 | | | | 682,470 | | | | 11,568 | |
Euro-Bund Futures | | | Mar-19 | | | | 32 | | | | 3,639,838 | | | | 11,670 | |
Euro-Bund Futures | | | Jun-19 | | | | 10 | | | | 1,137,449 | | | | (432 | ) |
Euro-Oat Futures | | | Mar-19 | | | | 10 | | | | 1,137,449 | | | | 18,938 | |
Euro-Oat Futures | | | Jun-19 | | | | 1 | | | | 113,745 | | | | (68 | ) |
Euro-Schatz Futures | | | Mar-19 | | | | 20 | | | | 2,274,899 | | | | (2,633 | ) |
FTSE 100 Index Futures | | | Mar-19 | | | | 3 | | | | 281,537 | | | | (19,782 | ) |
FTSE/MIB Index Futures | | | Mar-19 | | | | 2 | | | | 234,940 | | | | 2,616 | |
GBP Currency Futures | | | Mar-19 | | | | 30 | | | | 2,486,902 | | | | (15,975 | ) |
Gold 100 Oz Futures | | | Apr-19 | | | | 15 | | | | 1,974,150 | | | | 8,760 | |
Hang Seng Index Futures | | | Mar-19 | | | | 2 | | | | 365,184 | | | | (4,261 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
10
Abbey Capital Multi Asset Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Long Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
Live Cattle Futures | | | Apr-19 | | | | 8 | | | $ | 415,520 | | | $ | 11,680 | |
Live Cattle Futures | | | Jun-19 | | | | 1 | | | | 48,060 | | | | 470 | |
LME Aluminum Forward | | | Mar-19 | | | | 19 | | | | 900,006 | | | | 3,799 | |
LME Copper Forward | | | Mar-19 | | | | 9 | | | | 1,469,363 | | | | 78,102 | |
LME Copper Forward | | | Jun-19 | | | | 1 | | | | 162,825 | | | | (2,754 | ) |
LME Nickel Forward | | | Mar-19 | | | | 6 | | | | 467,658 | | | | 30,881 | |
LME Nickel Forward | | | Jun-19 | | | | 1 | | | | 78,438 | | | | 59 | |
Long Gilt Futures | | | Jun-19 | | | | 15 | | | | 1,989,522 | | | | (24,206 | ) |
MXN Currency Futures | | | Mar-19 | | | | 19 | | | | 492,703 | | | | 7,175 | |
NY Harbor Ultra-Low Sulfur Diesel Futures | | | Apr-19 | | | | 1 | | | | 85,147 | | | | (151 | ) |
OMX Stockholm 30 Index Futures | | | Mar-19 | | | | 24 | | | | 408,489 | | | | 1,122 | |
Russell 2000 E-Mini | | | Mar-19 | | | | 1 | | | | 78,775 | | | | (1,110 | ) |
S&P 500 E-Mini Futures | | | Mar-19 | | | | 82 | | | | 11,417,270 | | | | 974,510 | |
S&P/TSX 60 IX Futures | | | Mar-19 | | | | 3 | | | | 434,241 | | | | 8,237 | |
Silver Futures | | | May-19 | | | | 1 | | | | 78,200 | | | | (7,220 | ) |
SPI 200 Futures | | | Mar-19 | | | | 6 | | | | 654,270 | | | | 12,715 | |
Sugar No. 11 (World) | | | May-19 | | | | 14 | | | | 200,390 | | | | (7,034 | ) |
Sugar No. 11 (World) | | | Jul-19 | | | | 1 | | | | 14,594 | | | | (504 | ) |
U.S. Treasury 10-Year Notes (Chicago Board of Trade) | | | Jun-19 | | | | 18 | | | | 1,801,818 | | | | (8,274 | ) |
U.S. Treasury 5-Year Notes (Chicago Board of Trade) | | | Jun-19 | | | | 25 | | | | 2,525,242 | | | | (3,828 | ) |
U.S. Treasury Long Bond (Chicago Board of Trade) | | | Jun-19 | | | | 13 | | | | 1,585,671 | | | | (18,789 | ) |
| | | | | | | | | | | | | | $ | 1,131,090 | |
Short Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
90-DAY Eurodollar Futures | | | Mar-20 | | | | 1 | | | $ | (250,000 | ) | | $ | (263 | ) |
AUD/USD Currency Futures | | | Mar-19 | | | | 16 | | | | (1,134,961 | ) | | | 15,930 | |
CAD Currency Futures | | | Mar-19 | | | | 23 | | | | (1,747,787 | ) | | | (24,740 | ) |
CHF Currency Futures | | | Mar-19 | | | | 11 | | | | (1,377,686 | ) | | | (250 | ) |
Coffee 'C' Futures | | | May-19 | | | | 7 | | | | (258,431 | ) | | | 22,294 | |
Coffee 'C' Futures | | | Jul-19 | | | | 2 | | | | (75,863 | ) | | | 10,575 | |
Coffee 'C' Futures | | | Sep-19 | | | | 1 | | | | (38,963 | ) | | | 3,488 | |
Corn Futures | | | May-19 | | | | 18 | | | | (333,675 | ) | | | 10,038 | |
Cotton No.2 Futures | | | May-19 | | | | 7 | | | | (254,870 | ) | | | 9,405 | |
DAX Index Futures | | | Mar-19 | | | | 3 | | | | (982,756 | ) | | | (57,498 | ) |
EUR Foreign Exchange Currency Futures | | | Mar-19 | | | | 28 | | | | (3,981,073 | ) | | | 12,050 | |
Euro/JPY Futures | | | Mar-19 | | | | 4 | | | | (568,725 | ) | | | 7,626 | |
Gasoline RBOB Futures | | | Apr-19 | | | | 6 | | | | (441,580 | ) | | | (23,491 | ) |
JPY Currency Futures | | | Mar-19 | | | | 24 | | | | (2,691,428 | ) | | | 1,550 | |
Kansas City Hard Red Winter Wheat Futures | | | May-19 | | | | 6 | | | | (133,350 | ) | | | 11,813 | |
Lean Hogs Futures | | | Apr-19 | | | | 8 | | | | (178,804 | ) | | | 33,150 | |
Lean Hogs Futures | | | Jun-19 | | | | 2 | | | | (60,720 | ) | | | 1,330 | |
Lean Hogs Futures | | | Jul-19 | | | | 1 | | | | (31,312 | ) | | | 80 | |
LME Aluminum Forward | | | Mar-19 | | | | 19 | | | | (900,006 | ) | | | (710 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
11
Abbey Capital Multi Asset Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Short Contracts | | Expiration Date | | | Number of Contracts | | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
LME Aluminum Forward | | | Jun-19 | | | | 12 | | | $ | (575,175 | ) | | $ | (12,082 | ) |
LME Copper Forward | | | Mar-19 | | | | 9 | | | | (1,469,363 | ) | | | (108,692 | ) |
LME Nickel Forward | | | Mar-19 | | | | 6 | | | | (467,658 | ) | | | (62,340 | ) |
LME Nickel Forward | | | Jun-19 | | | | 1 | | | | (78,438 | ) | | | (2,958 | ) |
Nasdaq 100 E-Mini | | | Mar-19 | | | | 1 | | | | (142,050 | ) | | | (18,410 | ) |
Natural Gas Futures | | | Apr-19 | | | | 5 | | | | (140,600 | ) | | | (10,670 | ) |
Nikkei 225 (Singapore Exchange) | | | Mar-19 | | | | 2 | | | | (191,450 | ) | | | (11,506 | ) |
NZD Currency Futures | | | Mar-19 | | | | 7 | | | | (476,700 | ) | | | (1,350 | ) |
Soybean Futures | | | May-19 | | | | 5 | | | | (227,563 | ) | | | 2,175 | |
Soybean Meal Futures | | | May-19 | | | | 2 | | | | (61,200 | ) | | | 1,230 | |
U.S. Treasury 2-Year Notes (Chicago Board of Trade) | | | Jun-19 | | | | 5 | | | | (997,958 | ) | | | 750 | |
Wheat (Chicago Board of Trade) | | | May-19 | | | | 20 | | | | (459,500 | ) | | | 36,263 | |
Wheat (Chicago Board of Trade) | | | Jul-19 | | | | 1 | | | | (23,325 | ) | | | 3,000 | |
WTI Crude Futures | | | Apr-19 | | | | 4 | | | | (228,880 | ) | | | (14,840 | ) |
| | | | | | | | | | | | | | $ | (167,053 | ) |
Total Futures Contracts | | | | | | | | | | | | | | $ | 964,037 | |
The accompanying notes are an integral part of the consolidated financial statements.
12
Abbey Capital Multi Asset Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Forward foreign currency contracts outstanding as of February 28, 2019 were as follows:
Currency Purchased | | | | | | Currency Sold | | | | | | | | Expiration Date | | | | Counterparty | | | | Unrealized Appreciation/ (Depreciation) | |
AUD | | | 1,040,269 | | | | | | USD | | | 742,752 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | $ | (4,821 | ) |
AUD | | | 1,040,269 | | | | | | USD | | | 738,630 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (652 | ) |
BRL | | | 193,697 | | | | | | USD | | | 51,705 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (214 | ) |
CAD | | | 242,308 | | | | | | USD | | | 184,251 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | (115 | ) |
CHF | | | 2,118,698 | | | | | | USD | | | 2,115,947 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 7,080 | |
CHF | | | 2,118,698 | | | | | | USD | | | 2,124,221 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (624 | ) |
CLP | | | 34,067,750 | | | | | | USD | | | 50,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 1,941 | |
CNH | | | 689,401 | | | | | | USD | | | 100,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 2,884 | |
COP | | | 789,474,900 | | | | | | USD | | | 250,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 5,949 | |
CZK | | | 5,169,011 | | | | | | EUR | | | 200,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 1,639 | |
CZK | | | 1,290,373 | | | | | | EUR | | | 50,000 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | 29 | |
EUR | | | 1,950,397 | | | | | | USD | | | 2,217,601 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 1,058 | |
EUR | | | 2,108,611 | | | | | | USD | | | 2,399,810 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (584 | ) |
EUR | | | 200,000 | | | | | | CZK | | | 5,159,031 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (1,196 | ) |
EUR | | | 100,000 | | | | | | HUF | | | 31,887,640 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (1,110 | ) |
EUR | | | 600,000 | | | | | | NOK | | | 5,958,993 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (13,417 | ) |
EUR | | | 200,000 | | | | | | PLN | | | 862,874 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (301 | ) |
EUR | | | 1,300,000 | | | | | | SEK | | | 13,469,909 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 20,441 | |
EUR | | | 700,000 | | | | | | SEK | | | 7,389,995 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | (3,393 | ) |
GBP | | | 297,373 | | | | | | EUR | | | 346,085 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 754 | |
GBP | | | 1,113,591 | | | | | | USD | | | 1,478,681 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | (1,597 | ) |
GBP | | | 135,263 | | | | | | EUR | | | 158,214 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (577 | ) |
GBP | | | 1,534,339 | | | | | | USD | | | 2,041,635 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (6,151 | ) |
GBP | | | 1,669,602 | | | | | | USD | | | 2,215,508 | | | | | | | | Mar 05 2019 | | | | SOCIETE GENERALE | | | | (469 | ) |
HUF | | | 31,797,874 | | | | | | EUR | | | 100,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 786 | |
ILS | | | 364,782 | | | | | | USD | | | 100,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 774 | |
INR | | | 3,608,066 | | | | | | USD | | | 50,724 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (133 | ) |
JPY | | | 28,941,430 | | | | | | USD | | | 262,030 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | (2,364 | ) |
JPY | | | 28,941,430 | | | | | | USD | | | 260,653 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (929 | ) |
JPY | | | 28,941,430 | | | | | | USD | | | 259,957 | | | | | | | | Mar 05 2019 | | | | SOCIETE GENERALE | | | | (214 | ) |
NOK | | | 5,851,638 | | | | | | EUR | | | 600,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 859 | |
PHP | | | 15,719,237 | | | | | | USD | | | 300,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 3,445 | |
PLN | | | 862,372 | | | | | | EUR | | | 200,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 168 | |
RUB | | | 10,209,127 | | | | | | USD | | | 154,628 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (252 | ) |
RUB | | | 3,332,457 | | | | | | USD | | | 50,000 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | (212 | ) |
SEK | | | 12,520,160 | | | | | | EUR | | | 1,200,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (9,499 | ) |
SGD | | | 203,122 | | | | | | USD | | | 150,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 287 | |
SGD | | | 67,335 | | | | | | USD | | | 50,000 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | (96 | ) |
THB | | | 7,875,035 | | | | | | USD | | | 250,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 5 | |
TRY | | | 533,956 | | | | | | USD | | | 100,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (1,150 | ) |
TRY | | | 561,828 | | | | | | USD | | | 100,000 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | (1,019 | ) |
TWD | | | 6,134,356 | | | | | | USD | | | 200,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (382 | ) |
USD | | | 748,276 | | | | | | AUD | | | 1,040,269 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 10,345 | |
USD | | | 742,794 | | | | | | AUD | | | 1,040,269 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | 4,815 | |
USD | | | 650,642 | | | | | | AUD | | | 916,894 | | | | | | | | Mar 05 2019 | | | | SOCIETE GENERALE | | | | 173 | |
USD | | | 50,000 | | | | | | BRL | | | 193,697 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (1,491 | ) |
USD | | | 50,000 | | | | | | BRL | | | 188,677 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | 203 | |
USD | | | 184,353 | | | | | | CAD | | | 242,308 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 217 | |
USD | | | 184,263 | | | | | | CAD | | | 242,308 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | 115 | |
The accompanying notes are an integral part of the consolidated financial statements.
13
Abbey Capital Multi Asset Fund
Consolidated Portfolio of Investments (Concluded)
February 28, 2019 (Unaudited)
Currency Purchased | | | | | | Currency Sold | | | | | | | | Expiration Date | | | | Counterparty | | | | Unrealized Appreciation/ (Depreciation) | |
USD | | | 2,120,800 | | | | | | CHF | | | 2,118,698 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | $ | (2,228 | ) |
USD | | | 2,116,518 | | | | | | CHF | | | 2,118,698 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (7,079 | ) |
USD | | | 2,124,415 | | | | | | CHF | | | 2,118,698 | | | | | | | | Mar 05 2019 | | | | SOCIETE GENERALE | | | | 627 | |
USD | | | 150,000 | | | | | | CLP | | | 102,166,313 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (5,766 | ) |
USD | | | 200,000 | | | | | | CNH | | | 1,376,723 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (5,458 | ) |
USD | | | 350,000 | | | | | | COP | | | 1,130,604,375 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (16,544 | ) |
USD | | | 1,828,900 | | | | | | EUR | | | 1,604,312 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 3,926 | |
USD | | | 2,218,138 | | | | | | EUR | | | 1,950,397 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | (1,069 | ) |
USD | | | 2,400,004 | | | | | | EUR | | | 2,108,611 | | | | | | | | Mar 05 2019 | | | | SOCIETE GENERALE | | | | 581 | |
USD | | | 1,877,288 | | | | | | GBP | | | 1,410,964 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 5,763 | |
USD | | | 2,215,395 | | | | | | GBP | | | 1,669,602 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | 469 | |
USD | | | 200,000 | | | | | | ILS | | | 739,991 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (4,428 | ) |
USD | | | 50,000 | | | | | | INR | | | 3,608,066 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (591 | ) |
USD | | | 260,593 | | | | | | JPY | | | 28,941,430 | | | | | | | | Mar 01 2019 | | | | SOCIETE GENERALE | | | | 927 | |
USD | | | 259,937 | | | | | | JPY | | | 28,941,430 | | | | | | | | Mar 04 2019 | | | | SOCIETE GENERALE | | | | 214 | |
USD | | | 150,000 | | | | | | RUB | | | 10,209,127 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (4,376 | ) |
USD | | | 150,000 | | | | | | SGD | | | 203,925 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (881 | ) |
USD | | | 50,000 | | | | | | SGD | | | 67,487 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | (17 | ) |
USD | | | 100,000 | | | | | | THB | | | 3,268,143 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (3,752 | ) |
USD | | | 100,000 | | | | | | TRY | | | 535,752 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 817 | |
USD | | | 250,000 | | | | | | TWD | | | 7,627,930 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 1,780 | |
USD | | | 200,000 | | | | | | ZAR | | | 2,825,422 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | 9 | |
ZAR | | | 2,749,217 | | | | | | USD | | | 200,000 | | | | | | | | Mar 20 2019 | | | | SOCIETE GENERALE | | | | (5,403 | ) |
ZAR | | | 1,405,177 | | | | | | USD | | | 100,000 | | | | | | | | Jun 19 2019 | | | | SOCIETE GENERALE | | | | (1,652 | ) |
Total Forward Foreign Currency Contracts | | | | | | | | | | | | | | | | | | $ | (33,126 | ) |
AUD | Australian Dollar |
BRL | Brazilian Real |
BUXL | German Bond |
CAC | Cotation Assistée en Continn French |
CAD | Canadian Dollar |
CHF | Swiss Franc |
CLP | Chilean Peso |
CNH | Chinese Yuan Renminbi |
COP | Colombian Peso |
CZK | Czech Koruna |
DAX | Deutscher Aktienindex |
DJIA | Dow Jones Industrial Average |
E-CBOT | Electronic - Chicago Board of Trade |
EUR | Euro |
FTSE | Financial Times Stock Exchange |
GBP | British Pound |
HUF | Hungarian Forint |
ILS | Israeli New Shekel |
INR | Indian Rupee |
JPY | Japanese Yen |
LME | London Mercantile Exchange |
MIB | Milano Indice di Borsa |
MXN | Mexican Peso |
NOK | Norwegian Krone |
NZD | New Zealand Dollar |
OMX | Stockholm Stock Exchange |
PHP | Philippine Peso |
PLN | Polish Zloty |
RBOB | Reformulated Blendstock for Oxygenate Blending |
RUB | Russian Ruble |
SEK | Swedish Krona |
SGD | Singapore Dollar |
THB | Thai Baht |
TRY | Turkish Lira |
TWD | Taiwan Dollar |
USD | United States Dollar |
WTI | West Texas Intermediate |
ZAR | South African Rand |
The accompanying notes are an integral part of the consolidated financial statements.
14
Abbey Capital Multi Asset Fund
Consolidated Statement of Assets And Liabilities
February 28, 2019 (Unaudited)
ASSETS | | | | |
Investments, at value (cost $16,973,513) | | $ | 16,974,018 | |
Cash | | | 737,523 | |
Due from broker | | | 32,720 | |
Deposits with broker for forward foreign currency contracts | | | 390,954 | |
Deposits with broker for futures contracts | | | 1,556,081 | |
Unrealized appreciation on forward foreign currency contracts | | | 79,080 | |
Unrealized appreciation on futures contracts | | | 1,453,587 | |
Prepaid expenses and other assets | | | 13,402 | |
Total assets | | | 21,237,365 | |
| | | | |
LIABILITIES | | | | |
Payables for: | | | | |
Advisory fees | | | 22,580 | |
Administration and accounting services fees | | | 11,440 | |
Unrealized depreciation on forward foreign currency contracts | | | 112,206 | |
Unrealized depreciation on futures contracts | | | 489,550 | |
Other accrued expenses and liabilities | | | 54,211 | |
Total liabilities | | | 689,987 | |
Net assets | | $ | 20,547,378 | |
| | | | |
NET ASSETS CONSIST OF: | | | | |
Par value | | $ | 2,291 | |
Paid-in capital | | | 22,552,329 | |
Total distributable earnings/(loss) | | | (2,007,242 | ) |
Net assets | | $ | 20,547,378 | |
| | | | |
CLASS I SHARES: | | | | |
Net assets | | $ | 20,547,378 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 2,291,471 | |
Net asset value, offering and redemption price per share | | $ | 8.97 | |
The accompanying notes are an integral part of the consolidated financial statements.
15
Abbey Capital Multi Asset Fund
Consolidated Statement of Operations
For the Six Months Ended
February 28, 2019 (Unaudited)
INVESTMENT INCOME | | | | |
Interest | | $ | 211,235 | |
Total investment income | | | 211,235 | |
EXPENSES | | | | |
Advisory fees (Note 2) | | | 179,457 | |
Administration and accounting services fees (Note 2) | | | 26,027 | |
Audit and tax service fees | | | 13,307 | |
Registration and filing fees | | | 2,000 | |
Director fees | | | 1,719 | |
Custodian fees (Note 2) | | | 1,694 | |
Transfer agent fees (Note 2) | | | 903 | |
Legal fees | | | 248 | |
Officer fees | | | 237 | |
Other expenses | | | 47 | |
Total expenses before waivers and/or reimbursements | | | 225,639 | |
Less: waivers and/or reimbursements (Note 2) | | | (42,491 | ) |
Net expenses after waivers and/or reimbursements | | | 183,148 | |
Net investment income/(loss) | | | 28,087 | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | |
Net realized gain/(loss) from: | | | | |
Investments | | | 2,639 | |
Futures contracts | | | (1,506,251 | ) |
Foreign currency transactions | | | (22,982 | ) |
Forward foreign currency contracts | | | (219,370 | ) |
Net change in unrealized appreciation/(depreciation) on: | | | | |
Investments | | | (448 | ) |
Futures contracts | | | 54,522 | |
Foreign currency translations | | | 967 | |
Forward foreign currency contracts | | | (71,916 | ) |
Net realized and unrealized gain/(loss) from investments | | | (1,762,839 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (1,734,752 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
16
Abbey Capital Multi Asset Fund
Consolidated Statement of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Period Ended August 31, 2018*(1) | |
INCREASE/(DECREASE) IN NET ASSET FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 28,087 | | | $ | (20,104 | ) |
Net realized gain/(loss) from investments, futures contracts, foreign currency transactions and forward foreign currency contracts | | | (1,745,964 | ) | | | 380,916 | |
Net change in unrealized appreciation/(depreciation) on investments, futures contracts, foreign currency translations and forward foreign currency contracts | | | (16,875 | ) | | | 948,943 | |
Net increase/(decrease) in net assets resulting from operations | | | (1,734,752 | ) | | | 1,309,755 | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | | | | | |
Total distributable earnings | | | (1,736,107 | ) | | | — | |
Net decrease in net assets from dividends and distributions to shareholders | | | (1,736,107 | ) | | | — | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Class I Shares | | | | | | | | |
Proceeds from shares sold | | | 865,939 | | | | 20,298,269 | |
Proceeds from reinvestment of distributions | | | 1,699,774 | | | | — | |
Shares redeemed | | | (155,500 | ) | | | — | |
Total from Class I Shares | | | 2,410,213 | | | | 20,298,269 | |
Net increase/(decrease) in net assets from capital share transactions | | | 2,410,213 | | | | 20,298,269 | |
Total increase/(decrease) in net assets | | | (1,060,646 | ) | | | 21,608,024 | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 21,608,024 | | | | — | |
End of period | | $ | 20,547,378 | | | $ | 21,608,024 | |
SHARE TRANSACTIONS: | | | | | | | | |
Class I Shares | | | | | | | | |
Shares sold | | | 88,134 | | | | 2,029,596 | |
Shares reinvested | | | 191,201 | | | | — | |
Shares redeemed | | | (17,460 | ) | | | — | |
Total Class I Shares | | | 261,875 | | | | 2,029,596 | |
Net increase/(decrease) in shares outstanding | | | 261,875 | | | | 2,029,596 | |
* | Inception date of the Fund was April 11, 2018. |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplificaton. Accumulated net investment income/(loss) as of August 31, 2018 was $(39,231). |
The accompanying notes are an integral part of the consolidated financial statements.
17
Abbey Capital Multi Asset Fund
Consolidated Financial Highlights
Contained below is per share operating performance data for Class I Shares outstanding, total investment return, ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the consolidated financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Period Ended August 31, 2018(1) | |
Per Share Operating Performance | | | | | | | | |
Net asset value, beginning of period | | $ | 10.65 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | 0.01 | | | | (0.01 | ) |
Net realized and unrealized gain/(loss) from investments | | | (0.87 | ) | | | 0.66 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.86 | ) | | | 0.65 | |
Dividends and distributions to shareholders from: | | | | | | | | |
Net investment income | | | (0.36 | ) | | | — | |
Net realized capital gains | | | (0.46 | ) | | | — | |
Total dividends and distributions to shareholders | | | (0.82 | ) | | | — | |
Net asset value, end of period | | $ | 8.97 | | | $ | 10.65 | |
Total investment return/(loss)(3) | | | (8.01 | )%(4) | | | 6.50 | %(4) |
Ratios/Supplemental Data | | | | | | | | |
Net assets, end of period (000's omitted) | | $ | 20,547 | | | $ | 21,608 | |
Ratio of expenses to average net assets with waivers and/or reimbursements(6) | | | 1.79 | %(5) | | | 1.79 | %(5) |
Ratio of expenses to average net assets without waivers and/or reimbursements(6) | | | 2.21 | %(5) | | | 2.84 | %(5) |
Ratio of net investment income/(loss) to average net assets | | | 0.28 | %(5) | | | (0.25 | )%(5) |
Portfolio turnover rate | | | 0 | %(4) | | | 0 | %(4) |
(1) | Inception date of Class I Shares of the Fund was April 11, 2018. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of the period reported and includes reinvestments of dividends and distributions, if any. |
(6) | The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired Fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes)to 1.79% of the Fund’s average daily net assets attributable to Class I Shares. |
The accompanying notes are an integral part of the consolidated financial statements.
18
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements
February 28, 2019 (Unaudited)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company���) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Abbey Capital Multi Asset Fund (the “Fund”), which commenced investment operations on April 11, 2018. The Fund is authorized to offer three classes of shares, Class A Shares, Class I Shares and Class C Shares. Class A Shares will be sold subject to a front-end maximum sales charge of 5.75%. Front-end sales charges may be reduced or waived under certain circumstances. Class A Shares and Class C Shares have not yet commenced operations as of the end of the reporting period.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund seeks to achieve its investment objective by allocating its assets between a “Managed Futures” strategy, a “Long U.S. Equity” strategy and a “Fixed Income” strategy.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services – Investment Companies.”
The end of the reporting period for the Fund is February 28, 2019, and the period covered by these Notes to Consolidated Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
Consolidation of Subsidiary — The Managed Futures strategy will be achieved by the Fund investing up to 25% of its total assets in Abbey Capital Multi Asset Offshore Fund Limited (the “Subsidiary”), a wholly-owned and controlled subsidiary of the Fund organized under the laws of the Cayman Islands. The consolidated financial statements of the Fund include the financial statements of the Subsidiary. The Fund consolidates the results of subsidiaries in which the Fund holds a controlling financial interest (greater than 50%). All inter-company accounts and transactions have been eliminated. As of the end of the reporting period, the net assets of the Subsidiary were $4,238,717, which represented 20.63% of the Fund’s net assets.
Portfolio Valuation — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Forward exchange contracts are valued by interpolating between spot and forward currency rates as quoted by an independent pricing service. Futures contracts are generally valued using the settlement price determined by the relevant exchange. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
Fair Value Measurements — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● Level 1 | – | Prices are determined using quoted prices in active markets for identical securities. |
| ● Level 2 | – | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
19
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
| ● Level 3 | – Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies 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 the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Short-Term Investments | | $ | 16,974,018 | | | $ | 16,974,018 | | | $ | — | | | $ | — | |
Commodity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 278,592 | | | | 278,592 | | | | — | | | | — | |
Equity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 1,014,595 | | | | 1,014,595 | | | | — | | | | — | |
Foreign Currency Contracts | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | | 79,080 | | | | — | | | | 79,080 | | | | — | |
Futures Contracts | | | 44,331 | | | | 44,331 | | | | — | | | | — | |
Interest Rate Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 116,069 | | | | 116,069 | | | | — | | | | — | |
Total Assets | | $ | 18,506,685 | | | $ | 18,427,605 | | | $ | 79,080 | | | $ | — | |
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Commodity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | $ | (253,634 | ) | | $ | (253,634 | ) | | $ | — | | | $ | — | |
Equity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | (113,677 | ) | | | (113,677 | ) | | | — | | | | — | |
Foreign Currency Contracts | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | | (112,206 | ) | | | — | | | | (112,206 | ) | | | — | |
Futures Contracts | | | (49,388 | ) | | | (49,388 | ) | | | — | | | | — | |
Interest Rate Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | (72,851 | ) | | | (72,851 | ) | | | — | | | | — | |
Total Liabilities | | $ | (601,756 | ) | | $ | (489,550 | ) | | $ | (112,206 | ) | | $ | — | |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
20
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers are disclosed if the Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
Disclosures about Derivative instruments and Hedging Activities — Derivative instruments are defined as financial instruments whose value and performance are based on the value and performance of another security or financial instrument. Derivative instruments that the Fund used during the period include forward foreign currency contracts and futures contracts.
During the current fiscal period, the Fund used long and short contracts on U.S. and foreign equity market indices, U.S. and foreign government bonds, foreign currencies, interest rates and commodities (through investment in the Subsidiary), to gain investment exposure in accordance with its investment objective.
The following tables provide quantitative disclosures about fair value amounts of, and gains and losses on, the Fund’s derivative instruments as of and for the current fiscal period.
The following tables list the fair values of the Fund’s derivative holdings and location on the Consolidated Statement of Assets and Liabilities as of the end of the reporting period, grouped by contract type and risk exposure category.
Derivative Type | | Consolidated Statement of Assets and Liabilities Location | | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Commodity Contracts | | | Total | |
Asset Derivatives |
Forward Contracts (a) | | | Unrealized appreciation on forward foreign currency contracts | | | $ | — | | | $ | — | | | $ | 79,080 | | | $ | — | | | $ | 79,080 | |
Futures Contracts (a) | | | Unrealized appreciation on futures contracts | | | | 1,014,595 | | | | 116,069 | | | | 44,331 | | | | 278,592 | | | | 1,453,587 | |
Total Value-Assets | | | | | | $ | 1,014,595 | | | $ | 116,069 | | | $ | 123,411 | | | $ | 278,592 | | | $ | 1,532,667 | |
(a) | This amount represents the cumulative appreciation/(depreciation) of forwards and futures contracts as reported on the Consolidated Portfolio of Investments. |
21
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
Derivative Type | | Consolidated Statement of Assets and Liabilities Location | | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Commodity Contracts | | | Total | |
Liability Derivatives |
Forward Contracts (a) | | | Unrealized depreciation on forward foreign currency contracts | | | $ | — | | | $ | — | | | $ | (112,206 | ) | | $ | — | | | $ | (112,206 | ) |
Futures Contracts (a) | | | Unrealized depreciation on futures contracts | | | | (113,677 | ) | | | (72,851 | ) | | | (49,388 | ) | | | (253,634 | ) | | | (489,550 | ) |
Total Value-Liabilities | | $ | (113,677 | ) | | $ | (72,851 | ) | | $ | (161,594 | ) | | $ | (253,634 | ) | | $ | (601,756 | ) |
(a) | This amount represents the cumulative appreciation/(depreciation) of forwards and futures contracts as reported on the Consolidated Portfolio of Investments. |
The following table lists the amounts of realized gains/(losses) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | | Consolidated Statement of Operations Location | | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Commodity Contracts | | | Total | |
Realized Gain/(Loss) |
Futures Contracts | | | Net realized gain/(loss from futures contracts | ) | | $ | (1,631,759 | ) | | $ | 283,279 | | | $ | 31,193 | | | $ | (188,964 | ) | | $ | (1,506,251 | ) |
Forward Contracts | | | Net realized gain/(loss from forward foreign currency contracts | ) | | | — | | | | — | | | | (219,370 | ) | | | — | | | | (219,370 | ) |
Total Realized Gain/(Loss) | | | | | | $ | (1,631,759 | ) | | $ | 283,279 | | | $ | (188,177 | ) | | $ | (188,964 | ) | | $ | (1,725,621 | ) |
22
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following table lists the amounts of change in unrealized appreciation/(depreciation) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | | Consolidated Statement of Operations Location | | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Commodity Contracts | | | Total | |
Change in Unrealized Appreciation/(Depreciation) |
Futures Contracts | | | Net change in unrealized appreciation/(depreciation on futures contracts | ) | | $ | 258,502 | | | $ | (1,012 | ) | | $ | (111,432 | ) | | $ | (91,536 | ) | | $ | 54,522 | |
Forward Contracts | | | Net change in unrealized appreciation/(depreciation on forward foreign currency contracts | ) | | | — | | | | — | | | | (71,916 | ) | | | — | | | | (71,916 | ) |
Total Change in Unrealized Appreciation/(Depreciation) | | | | | | $ | 258,502 | | | $ | (1,012 | ) | | $ | (183,348 | ) | | $ | (91,536 | ) | | $ | (17,394 | ) |
During the current fiscal period, the Fund’s quarterly average volume of derivatives was as follows:
| Long Futures Notional Amount | | | Short Futures Notional Amount | | | Forward Foreign Currency Contracts — Payable (Value at Trade Date) | | | Forward Foreign Currency Contracts — Receivable (Value at Trade Date) | |
| $ | 111,617,625 | | | $ | (42,424,295 | ) | | $ | (47,082,644 | ) | | $ | 47,070,474 | |
For financial reporting purposes, the Fund does not offset fair value amounts recognized for derivative instruments and fair value amounts recognized for the right to reclaim cash collateral (receivables) or the obligation to return cash collateral (payables) arising from derivative instruments recognized at fair value executed with the same counterparty under a master netting arrangement.
23
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following is a summary of financial and derivative instruments that are subject to enforceable master netting agreements (or similar arrangements) and collateral received and pledged in connection with the master netting agreements (or similar arrangements).
| | | | | | Gross Amount Not Offset in Consolidated Statement of Assets and Liabilities | | | | | | | | | | | | | | Gross Amount Not Offset in Consolidated Statement of Assets and Liabilities | | | | | |
Description | | Gross Amount Presented in the Consolidated Statement of Assets and Liabilities | | | Financial Instruments | | | Collateral Received | | | Net Amount(1) | | | | | | Gross Amount Presented in the Consolidated Statement of Assets and Liabilities | | | Financial Instruments | | | Collateral Pledged(2) | | | Net Amount(3) | |
| | Assets | | | | | | Liabilities | |
Forward Foreign Currency Contracts | | $ | 79,080 | | | $ | (79,080 | ) | | $ | — | | | $ | — | | | | | | $ | 112,206 | | | $ | (79,080 | ) | | $ | (33,126 | ) | | $ | — | |
| (1) | Net amount represents the net amount receivable from the counterparty in the event of default. |
| (2) | Actual collateral pledged may be more than the amount shown. |
| (3) | Net amount represents the net amount payable to the counterparty in the event of default. |
Use of Estimates — The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
Investment Transactions, Investment Income and Expenses — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
Dividends and Distributions to Shareholders — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. Tax Status — No provision is made for U.S. income taxes as it is the Fund’s intention to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
24
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
For tax purposes, the Subsidiary is an exempted Cayman Islands investment company. The Subsidiary has received an undertaking from the Government of the Cayman Islands exempting it from all local income, profits and capital gains taxes. No such taxes are levied in the Cayman Islands at the present time. For U.S. income tax purposes, the Subsidiary is a Controlled Foreign Corporation and as such is not subject to U.S. income tax.
Foreign Currency Translation — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date.
The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investments in the Consolidated Statement of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Consolidated Statement of Operations.
Currency Risk —Investment in foreign securities involves currency risk associated with securities that trade or are denominated in currencies other than the U.S. dollar and which may be affected by fluctuations in currency exchange rates. An increase in the strength of the U.S. dollar relative to a foreign currency may cause the U.S. dollar value of an investment in that country to decline. Foreign currencies also are subject to risks caused by inflation, interest rates, budget deficits and low savings rates, political factors and government controls. Forward foreign currency exchange contracts may limit potential gains from a favorable change in value between the U.S. dollar and foreign currencies. Unanticipated changes in currency pricing may result in poorer overall performance for the Fund than if it had not engaged in these contracts.
Commodity Sector Risk — Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. The prices of energy, industrial metals, precious metals, agriculture and livestock sector commodities may fluctuate widely due to factors such as changes in value, supply and demand and governmental regulatory policies. The commodity-linked securities in which the Fund invests may be issued by companies in the financial services sector, and events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Foreign Securities Market Risk — A substantial portion of the trades of the Fund are expected to take place on markets or exchanges outside the United States. There is no limit to the amount of assets of the Fund that may be committed to trading on foreign markets. The risk of loss in trading foreign futures and options on futures contracts can be substantial. Participation in foreign futures and options on futures contracts involves the execution and clearing of trades on, or subject to the rules of, a foreign board of trade or exchange. Some of these foreign markets, in contrast to U.S. exchanges, are so-called principals’ markets in which performance is the responsibility only of the individual counterparty with whom the trader has entered into a commodity interest transaction and not of the exchange or clearing corporation. In these kinds of markets, there is risk of bankruptcy or other failure or refusal to perform by the counterparty.
Counterparty Risk — The derivative contracts entered into by the Fund or its Subsidiary may be privately negotiated in the over-the-counter market. These contracts also involve exposure to credit risk, since contract performance depends in part on the financial condition of the counterparty. Relying on a counterparty exposes the Fund to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Fund to suffer a loss. If a counterparty defaults on its payment obligations to the Fund, this default will cause the value of an investment in the Fund to decrease.
25
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
Credit Risk — Credit risk refers to the possibility that the issuer of the security or a counterparty in respect of a derivative instrument will not be able to satisfy its payment obligations to the Fund when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Securities rated in the four highest categories by the rating agencies are considered investment grade but they may also have some speculative characteristics. Investment grade ratings do not guarantee that bonds will not lose value or default. In addition, the credit quality of securities may be lowered if an issuer’s financial condition changes.
Futures Contracts — The Fund uses futures contracts in the normal course of pursuing its investment objective. Upon entering into a futures contract, the Fund must deposit initial margin in addition to segregating cash or liquid assets sufficient to meet its obligation to purchase or provide securities, or to pay the amount owed at the expiration of an index-based futures contract. Such liquid assets may consist of cash, cash equivalents, liquid debt or equity securities or other acceptable assets. Pursuant to the futures contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the contract. Such a receipt of payment is known as “variation margin” and is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contract. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities. Use of long futures contracts subjects the Fund to risk of loss in excess of the amount shown on the Consolidated Statement of Assets and Liabilities, up to the notional value of the futures contract. Use of short futures contracts subjects the Fund to unlimited risk of loss.
Forward Foreign Currency Contracts — In the normal course of pursuing its investment objectives, the Fund is subject to foreign investment and currency risk. The Fund uses forward foreign currency contracts (“forward contracts”) for purposes of hedging, duration management, as a substitute for securities, to increase returns, for currency hedging or risk management, or to otherwise help achieve the Fund’s investment objective. These contracts are marked-to-market daily at the applicable translation rates. The Fund records realized gains or losses at the time the forward contract is closed. A forward contract is extinguished through a closing transaction or upon delivery of the currency or entering an offsetting contract. Risks may arise upon entering these contracts from the potential inability of a counterparty to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar or other currencies. The Fund’s maximum risk of loss from counterparty credit risk related to forward foreign currency contracts is the fair value of the contract. The risk may be mitigated to some extent if a master netting arrangement between the Fund and the counterparty is in place and to the extent the Fund obtains collateral to cover the Fund’s exposure to the counterparty.
Cash and Cash Equivalents — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
Other — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
Abbey Capital Limited (“Abbey Capital” or the “Adviser”) serves as the investment adviser to the Fund and its Subsidiary. The Adviser allocates the assets of the Subsidiary to one or more Trading Advisers unaffiliated with the Adviser to manage. The Adviser also has the ultimate responsibility to oversee the Trading Advisers, and to recommend their hiring, termination and replacement, subject to approval by the Board. The Fund compensates the Adviser for its services at an annual rate based on the Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table. The Adviser compensates the Trading Advisers out of the Advisory Fee.
26
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding certain items discussed below) to the rates (“Expense Caps”) shown in the following table of the Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed the Expense Caps as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary expenses, interest and taxes. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019.
Advisory Fee | Expense Caps |
| Class A | Class I | Class C |
1.77% | 2.04% | 1.79% | 2.79% |
During the current fiscal period, investment advisory fees accrued, waived and/or reimbursed were as follows:
Gross Advisory Fees | Waivers | Net Advisory Fees |
$ 179,457 | $ (42,491) | $ 136,966 |
If at any time the Fund’s total annual fund operating expenses (not including acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) for a year are less than the relevant share class’s Expense Cap, the Adviser may recoup any waived or reimbursed amounts from the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
As of the end of the reporting period, the Fund had amounts available for recoupment as follows:
Expiration |
August 31, 2021 | August 31, 2022 | Total |
$ 84,306 | $ 42,491 | $ 126,797 |
Aspect Capital Limited, Eclipse Capital Management, Inc., Revolution Capital Management, LLC, Tudor Investment Corporation and Welton Investment Partners, LLC each served as a Trading Adviser to the Fund during the period.
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Consolidated Statement of Operations.
27
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The Board has adopted a Plan of Distribution for the Class A Shares and Class C Shares (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Fund’s distributor is entitled to receive from the Fund a distribution fee with respect to the Shares, which is accrued daily and paid monthly, of up to 0.25% on an annualized basis of the average daily net assets of the Class A Shares and up to 1.00% of the Class C Shares. The actual amount of such compensation under the Plan is agreed upon by the Board and by the Distributor. Because these fees are paid out of the Fund’s assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges. Amounts paid to the Distributor under the Plan may be used by the Distributor to cover expenses that are related to (i) the sale of the Shares, (ii) ongoing servicing and/or maintenance of the accounts of shareholders, and (iii) sub-transfer agency services, subaccounting services or administrative services related to the sale of the Shares, all as set forth in the Fund’s 12b-1 Plan.
3. Director And Officer Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Consolidated Statement of Operations.
4. Purchases and Sales of Investment Securities
During the current fiscal period, there were no purchases or sales of investment securities or long-term U.S. Government securities (excluding short-term investments and derivative transactions) by the Fund.
5. Federal Income Tax Information
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the consolidated financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows(a):
Federal Tax Cost | Unrealized Appreciation | Unrealized (Depreciation) | Net Unrealized Appreciation/ (Depreciation) |
$ 17,624,658 | $ — | $ (80,455) | $ (80,455) |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying consolidated financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
(a) | The difference between the book basis and tax basis cost and aggregate gross unrealized appreciation and depreciation of investments is attributable primarily to timing differences related to taxable income from a wholly-owned controlled foreign corporation. |
28
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following permanent differences as of August 31, 2018, primarily attributable to disallowed book income from the Subsidiary were reclassified to the following accounts:
Undistributed Net Investment Income/(Loss) | Accumulated Net Realized Gain/(Loss) | Paid-In Capital |
$ (19,127) | $ 172,989 | $ (153,862) |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
Undistributed Ordinary Income | Undistributed Long-Term Capital Gains | Net Unrealized Appreciation/ (Depreciation) | Capital Loss Carryforwards | Qualified Late-Year Losses | Other Temporary Differences |
$ 822,185 | $ 486,928 | $ 574,454 | $ — | $ — | $ (419,950) |
The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains of the Subsidiary for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018, was as follows:
Ordinary Income | Long-Term Gains | Total |
$ — | $ — | $ — |
6. New Accounting Pronouncements AND REGULATORY UPDATES
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Consolidated Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Consolidated Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify amendments facilitate compliance of the disclosure of information without significantly altering the information provided to investors.
29
Abbey Capital Multi Asset Fund
Notes To Consolidated Financial Statements (Concluded)
February 28, 2019 (Unaudited)
7. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the consolidated financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
30
Abbey Capital Multi Asset Fund
Other Information
(Unaudited)
Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (844) 261-6484 and on the SEC’s website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files its complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q (or successor Form). The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
31
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Investment Adviser
Abbey Capital Limited
1-2 Cavendish Row
Dublin 1, Ireland
Administrator and Transfer Agent
U.S.Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
Ernst & Young LLP
One Commerce Square
2005 Market Street, Suite 700
Philadelphia, PA 19103
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
AMA-SAR19
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039124_i.jpg)
ADARA SMALLER COMPANIES FUND
of
The RBB Fund, Inc.
SEMI-ANNUAL REPORT
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-844-261-6482.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-844-261-6482 to inform the Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.
This report is submitted for the general information of the shareholders of the Fund.
It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.
ADARA SMALLER COMPANIES FUND
semi-annual report
Performance Data
february 28, 2019 (Unaudited)
Average Annual Total Returns for the Periods Ended February 28, 2019 | |
| Six Months† | One Year | Since Inception | |
Adara Smaller Companies Fund | -9.44% | 10.87% | 11.02%* | |
Russell 2000® Index | -8.86% | 5.58% | 9.81%** | |
* | The Fund commenced operations on October 21, 2014. |
** | Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself. |
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (844) 261-6482.
The Fund’s total annual Fund operating expenses, as stated in the current prospectus dated December 31, 2018, are 0.97% of average daily net assets. This ratio may differ from the actual expenses incurred by the Fund for the period covered by this report.
The Fund invests in common stocks, preferred stocks, warrants to acquire common stocks and securities convertible into common stocks. Portfolio composition is subject to change.
The Fund evaluates performance as compared to that of the Russell 2000® Index. The Russell 2000® Index is a widely-recognized, capitalization-weighted index that measures the performance of the smallest 2,000 companies in the Russell 3000® Index and is considered representative of small-cap stocks. It is impossible to invest directly in an index.
Investment Considerations
Investing in the Fund involves risk and an investor may lose money. The success of the Fund’s strategy depends on the Adviser’s ability to select Sub-Advisers and each manager’s ability to select investments for the Fund. The Fund may invest in riskier types of investments including small and micro-cap stocks, initial public offerings, special situations and illiquid securities all of which may be more volatile and less liquid.
1
ADARA SMALLER COMPANIES FUND
Fund Expense Example
february 28, 2019 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2018 through February 28, 2019 and held for the entire period.
Actual Expenses
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the accompanying 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.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period* | Annualized Expense Ratio | Actual Six-Month Total Investment Return for the Fund |
Actual | $1,000.00 | $ 905.60 | $4.35 | 0.92% | -9.44% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,020.23 | 4.61 | 0.92 | N/A |
* | Expenses are equal to the Fund’s annualized six-month expense ratio for the period September 1, 2018 through February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. The Fund’s ending account value on the first line in the table is based on the actual six-month total investment return for the Fund. |
2
ADARA SMALLER COMPANIES FUND
Portfolio Holdings Summary Table
february 28, 2019 (UNAUDITED)
The following table presents a summary by security type of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
COMMON STOCKS: | | | | | | | | |
Software | | | 9.6% | | | $ | 27,976,767 | |
Banks | | | 7.3 | | | | 21,446,713 | |
Retail | | | 7.0 | | | | 20,346,848 | |
Healthcare-Products | | | 6.8 | | | | 20,065,572 | |
Commercial Services | | | 5.6 | | | | 16,541,828 | |
Computers | | | 4.2 | | | | 12,451,984 | |
Pharmaceuticals | | | 3.5 | | | | 10,330,322 | |
Biotechnology | | | 3.3 | | | | 9,877,114 | |
Electronics | | | 3.3 | | | | 9,643,488 | |
Internet | | | 3.2 | | | | 9,450,732 | |
Insurance | | | 2.6 | | | | 7,804,878 | |
Semiconductors | | | 2.5 | | | | 7,454,884 | |
Diversified Financial Services | | | 2.0 | | | | 6,066,276 | |
Transportation | | | 2.0 | | | | 5,842,934 | |
Healthcare-Services | | | 1.9 | | | | 5,580,909 | |
Machinery-Diversified | | | 1.9 | | | | 5,529,931 | |
Engineering & Construction | | | 1.8 | | | | 5,265,220 | |
REITS | | | 1.8 | | | | 5,200,044 | |
Chemicals | | | 1.6 | | | | 4,776,225 | |
Oil & Gas | | | 1.5 | | | | 4,545,481 | |
Food | | | 1.5 | | | | 4,527,854 | |
Telecommunications | | | 1.5 | | | | 4,424,079 | |
Building Materials | | | 1.4 | | | | 4,183,770 | |
Miscellaneous Manufacturing | | | 1.3 | | | | 3,947,094 | |
Oil & Gas Services | | | 1.2 | | | | 3,537,761 | |
Home Builders | | | 1.1 | | | | 3,261,264 | |
Aerospace/Defense | | | 1.1 | | | | 3,214,724 | |
Auto Parts & Equipment | | | 1.0 | | | | 2,989,114 | |
Home Furnishings | | | 1.0 | | | | 2,912,973 | |
Savings & Loans | | | 0.9 | | | | 2,637,794 | |
Lodging | | | 0.8 | | | | 2,481,456 | |
Apparel | | | 0.8 | | | | 2,301,613 | |
Household Products/Wares | | | 0.6 | | | | 1,918,132 | |
Leisure Time | | | 0.6 | | | | 1,845,153 | |
Airlines | | | 0.6 | | | | 1,733,276 | |
Media | | | 0.5 | | | | 1,509,780 | |
Beverages | | | 0.5 | | | | 1,483,352 | |
Textiles | | | 0.5 | | | | 1,470,991 | |
Distribution/Wholesale | | | 0.5 | | | | 1,395,649 | |
Entertainment | | | 0.5 | | | | 1,379,054 | |
Mining | | | 0.4 | | | | 1,285,468 | |
Electrical Components & Equipment | | | 0.4 | | | | 1,146,684 | |
Metal Fabricate/Hardware | | | 0.4 | | | | 1,070,105 | |
Water | | | 0.3 | | | | 974,281 | |
Housewares | | | 0.3 | | | | 964,032 | |
Gas | | | 0.3 | | | | 952,493 | |
Medical Equipment & Devices Manufacturing | | | 0.3 | | | | 894,190 | |
Electric | | | 0.3 | | | | 787,318 | |
Agriculture | | | 0.3 | | | | 753,574 | |
Energy-Alternate Sources | | | 0.2 | | | | 637,466 | |
Environmental Control | | | 0.2 | | | | 609,412 | |
Real Estate | | | 0.2 | | | | 548,450 | |
Machinery-Construction & Mining | | | 0.2 | | | | 468,772 | |
Advertising | | | 0.1 | | | | 392,907 | |
Toys/Games/Hobbies | | | 0.1 | | | | 354,102 | |
Forest Products & Paper | | | 0.1 | | | | 203,197 | |
Cosmetics/Personal Care | | | 0.1 | | | | 168,860 | |
Trucking & Leasing | | | 0.0 | | | | 132,907 | |
Hand/Machine Tools | | | 0.0 | | | | 100,886 | |
Packaging & Containers | | | 0.0 | | | | 90,179 | |
Coal | | | 0.0 | | | | 79,251 | |
Storage/Warehousing | | | 0.0 | | | | 73,748 | |
SHORT-TERM INVESTMENTS | | | 4.5 | | | | 13,199,625 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 0.0 | | | | 145,653 | |
NET ASSETS | | | 100.0% | | | $ | 295,386,593 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
3
ADARA SMALLER COMPANIES FUND
Portfolio of Investments
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
COMMON STOCKS — 95.5% | | | | | | | | |
| | | | | | | | |
Advertising — 0.1% | | | | | | | | |
Trade Desk, Inc., (The), Class A* | | | 1,989 | | | $ | 392,907 | |
Aerospace/Defense — 1.1% | | | | | | | | |
Aerojet Rocketdyne Holdings, Inc.* | | | 2,060 | | | | 76,735 | |
Aerovironment, Inc.* | | | 1,433 | | | | 114,167 | |
Cubic Corp. | | | 25,717 | | | | 1,586,739 | |
Curtiss-Wright Corp. | | | 2,004 | | | | 247,073 | |
Kaman Corp. | | | 2,787 | | | | 171,623 | |
Kratos Defense & Security Solutions, Inc.* | | | 35,831 | | | | 615,935 | |
Moog, Inc., Class A | | | 1,762 | | | | 165,558 | |
National Presto Industries, Inc. | | | 800 | | | | 89,712 | |
Triumph Group, Inc. | | | 6,355 | | | | 147,182 | |
| | | | | | | 3,214,724 | |
Agriculture — 0.3% | | | | | | | | |
Andersons, Inc., (The) | | | 3,833 | | | | 141,668 | |
Limoneira Co. | | | 19,980 | | | | 467,532 | |
Universal Corp. | | | 2,433 | | | | 144,374 | |
| | | | | | | 753,574 | |
Airlines — 0.6% | | | | | | | | |
Controladora Vuela Cia de Aviacion SAB de CV, ADR* | | | 56,983 | | | | 488,914 | |
Mesa Air Group, Inc.* | | | 42,870 | | | | 431,701 | |
SkyWest, Inc. | | | 8,137 | | | | 439,723 | |
Spirit Airlines, Inc.* | | | 6,630 | | | | 372,938 | |
| | | | | | | 1,733,276 | |
Apparel — 0.8% | | | | | | | | |
Canada Goose Holdings, Inc.* | | | 7,060 | | | | 401,785 | |
Crocs, Inc.* | | | 33,606 | | | | 863,002 | |
Lakeland Industries, Inc.* | | | 39,919 | | | | 441,504 | |
Oxford Industries, Inc. | | | 1,483 | | | | 117,201 | |
Skechers U.S.A., Inc., Class A* | | | 3,666 | | | | 123,287 | |
Steven Madden Ltd. | | | 4,833 | | | | 159,441 | |
Wolverine World Wide, Inc. | | | 5,464 | | | | 195,393 | |
| | | | | | | 2,301,613 | |
Auto Parts & Equipment — 1.0% | | | | |
American Axle & Manufacturing Holdings, Inc.* | | | 17,188 | | | | 276,727 | |
Cooper-Standard Holdings, Inc.* | | | 1,937 | | | | 116,433 | |
Gentherm, Inc.* | | | 3,355 | | | | 137,555 | |
Motorcar Parts of America, Inc.* | | | 33,565 | | | | 694,460 | |
Spartan Motors, Inc. | | | 108,434 | | | | 991,087 | |
Standard Motor Products, Inc. | | | 783 | | | | 38,602 | |
Unique Fabricating, Inc. | | | 92,070 | | | | 399,584 | |
Wabash National Corp. | | | 3,983 | | | | 59,107 | |
Westport Fuel Systems, Inc.* | | | 204,118 | | | | 275,559 | |
| | | | | | | 2,989,114 | |
Banks — 7.3% | | | | | | | | |
American River Bankshares | | | 49,250 | | | | 668,815 | |
Atlantic Capital Bancshares, Inc.* | | | 27,392 | | | | 528,118 | |
Bank of Commerce Holdings | | | 67,500 | | | | 766,125 | |
Banner Corp. | | | 1,722 | | | | 106,988 | |
Baycom Corp.* | | | 10,738 | | | | 247,726 | |
Boston Private Financial Holdings, Inc. | | | 20,682 | | | | 245,909 | |
Capital Bancorp, Inc.* | | | 26,140 | | | | 308,713 | |
Central Pacific Financial Corp. | | | 4,068 | | | | 118,704 | |
City Holding Co. | | | 4,208 | | | | 337,229 | |
Community Bank System, Inc. | | | 1,997 | | | | 129,386 | |
Customers Bancorp, Inc.* | | | 3,211 | | | | 68,683 | |
CVB Financial Corp. | | | 8,715 | | | | 198,615 | |
Esquire Financial Holdings, Inc.* | | | 58,196 | | | | 1,327,451 | |
Farmers National Bancorp | | | 42,280 | | | | 622,362 | |
Fidelity Southern Corp. | | | 2,431 | | | | 79,202 | |
First BanCorp | | | 46,257 | | | | 532,418 | |
First Bancshares, Inc., (The) | | | 9,640 | | | | 315,806 | |
First Business Financial Services, Inc. | | | 23,100 | | | | 509,586 | |
First Citizens BancShares, Inc., Class A | | | 1,104 | | | | 481,984 | |
First Commonwealth Financial Corp. | | | 13,475 | | | | 189,458 | |
First Financial Bancorp | | | 7,350 | | | | 203,815 | |
First Financial Bankshares, Inc. | | | 6,581 | | | | 426,778 | |
First Merchants Corp. | | | 11,010 | | | | 444,694 | |
First Northwest Bancorp | | | 28,890 | | | | 465,707 | |
Glacier Bancorp, Inc. | | | 3,879 | | | | 169,978 | |
Hanmi Financial Corp. | | | 2,358 | | | | 54,423 | |
Heritage Commerce Corp. | | | 41,929 | | | | 585,748 | |
Heritage Financial Corp. | | | 1,375 | | | | 45,265 | |
Home BancShares, Inc. | | | 9,066 | | | | 176,606 | |
Horizon Bancorp | | | 39,607 | | | | 699,856 | |
Independent Bank Corp. | | | 1,226 | | | | 104,369 | |
LCNB Corp. | | | 27,970 | | | | 475,490 | |
LegacyTexas Financial Group, Inc. | | | 2,712 | | | | 113,172 | |
MB Financial, Inc. | | | 6,569 | | | | 297,379 | |
Meta Financial Group, Inc. | | | 7,676 | | | | 179,235 | |
Metropolitan Bank Holding Corp.* | | | 16,340 | | | | 629,580 | |
Midland States Bancorp, Inc. | | | 23,260 | | | | 593,130 | |
Northeast Bancorp | | | 44,090 | | | | 894,145 | |
Northrim BanCorp, Inc. | | | 13,420 | | | | 503,384 | |
OFG Bancorp | | | 20,748 | | | | 429,276 | |
OP Bancorp | | | 42,460 | | | | 385,537 | |
Opus Bank | | | 4,921 | | | | 112,051 | |
Orrstown Financial Services, Inc. | | | 16,480 | | | | 336,522 | |
Pacific City Financial Corp. | | | 24,720 | | | | 420,240 | |
Parke Bancorp, Inc. | | | 24,522 | | | | 544,143 | |
The accompanying notes are an integral part of the financial statements.
4
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Banks — (Continued) | | | | | | | | |
Premier Financial Bancorp, Inc. | | | 45,365 | | | $ | 751,698 | |
S&T Bancorp, Inc. | | | 1,199 | | | | 49,615 | |
Southside Bancshares, Inc. | | | 7,767 | | | | 269,670 | |
Summit Financial Group, Inc. | | | 26,750 | | | | 652,967 | |
Texas Capital Bancshares, Inc.* | | | 1,396 | | | | 85,198 | |
Tompkins Financial Corp. | | | 1,925 | | | | 154,789 | |
TriState Capital Holdings, Inc.* | | | 12,980 | | | | 293,478 | |
Triumph Bancorp, Inc.* | | | 1,886 | | | | 63,879 | |
TrustCo Bank Corp. | | | 21,550 | | | | 182,529 | |
UMB Financial Corp. | | | 3,746 | | | | 257,762 | |
United Bankshares, Inc. | | | 2,242 | | | | 86,070 | |
United Community Banks, Inc. | | | 21,044 | | | | 582,708 | |
Walker & Dunlop, Inc. | | | 2,381 | | | | 132,860 | |
West Bancorporation, Inc. | | | 27,520 | | | | 636,262 | |
Westamerica Bancorp | | | 2,698 | | | | 173,427 | |
| | | | | | | 21,446,713 | |
Beverages — 0.5% | | | | | | | | |
Celsius Holdings, Inc.* | | | 139,810 | | | | 497,724 | |
Farmer Brothers Co.* | | | 21,549 | | | | 513,944 | |
Primo Water Corp.* | | | 32,153 | | | | 471,684 | |
| | | | | | | 1,483,352 | |
Biotechnology — 3.3% | | | | | | | | |
Acer Therapeutics, Inc.* | | | 13,967 | | | | 331,018 | |
Acorda Therapeutics, Inc.* | | | 3,217 | | | | 47,419 | |
Allakos, Inc.* | | | 7,458 | | | | 298,022 | |
AMAG Pharmaceuticals, Inc.* | | | 2,986 | | | | 44,461 | |
ANI Pharmaceuticals, Inc.* | | | 2,019 | | | | 132,830 | |
Argenx SE, ADR* | | | 9,459 | | | | 1,260,790 | |
Atara Biotherapeutics, Inc.* | | | 7,712 | | | | 276,167 | |
Avid Bioservices, Inc.* | | | 73,260 | | | | 284,981 | |
Calyxt, Inc.* | | | 10,196 | | | | 163,442 | |
Champions Oncology, Inc.* | | | 90,026 | | | | 1,046,102 | |
ChromaDex Corp.* | | | 78,373 | | | | 273,522 | |
Deciphera Pharmaceuticals, Inc.* | | | 8,740 | | | | 248,216 | |
Emergent BioSolutions, Inc.* | | | 7,766 | | | | 453,146 | |
Five Prime Therapeutics, Inc.* | | | 15,164 | | | | 175,599 | |
Guardant Health, Inc.* | | | 6,639 | | | | 442,423 | |
Innoviva, Inc.* | | | 9,226 | | | | 144,848 | |
Kindred Biosciences, Inc.* | | | 22,208 | | | | 240,291 | |
Ligand Pharmaceuticals, Inc.* | | | 1,187 | | | | 147,283 | |
Medicines Co., (The)* | | | 3,613 | | | | 89,133 | |
Myriad Genetics, Inc.* | | | 3,993 | | | | 123,903 | |
NeoGenomics, Inc.* | | | 40,149 | | | | 786,920 | |
Orchard Therapeutics PLC, ADR* | | | 20,932 | | | | 358,984 | |
REGENXBIO, Inc.* | | | 7,913 | | | | 409,339 | |
Rigel Pharmaceuticals, Inc.* | | | 63,330 | | | | 138,693 | |
Stemline Therapeutics, Inc.* | | | 38,075 | | | | 417,683 | |
Twist Bioscience Corp.* | | | 3,660 | | | | 79,678 | |
Veracyte, Inc.* | | | 17,853 | | | | 360,809 | |
Vericel Corp.* | | | 48,564 | | | | 908,632 | |
Biotechnology — (Continued) | | | | | | | | |
Zymeworks, Inc.* | | | 12,750 | | | | 192,780 | |
| | | | | | | 9,877,114 | |
Building Materials — 1.4% | | | | | | | | |
AAON, Inc. | | | 2,783 | | | | 110,930 | |
American Woodmark Corp.* | | | 5,837 | | | | 497,312 | |
Armstrong Flooring, Inc.* | | | 33,872 | | | | 485,724 | |
Armstrong World Industries, Inc. | | | 19,738 | | | | 1,444,427 | |
Boise Cascade Co. | | | 3,571 | | | | 99,595 | |
Gibraltar Industries, Inc.* | | | 4,141 | | | | 167,711 | |
Griffon Corp. | | | 2,083 | | | | 37,161 | |
Patrick Industries, Inc.* | | | 3,524 | | | | 159,320 | |
PGT Innovations, Inc.* | | | 22,094 | | | | 333,178 | |
Simpson Manufacturing Co., Inc. | | | 2,069 | | | | 123,995 | |
Summit Materials, Inc., Class A* | | | 27,851 | | | | 473,467 | |
Universal Forest Products, Inc. | | | 8,103 | | | | 250,950 | |
| | | | | | | 4,183,770 | |
Chemicals — 1.6% | | | | | | | | |
AdvanSix, Inc.* | | | 3,845 | | | | 125,924 | |
Balchem Corp. | | | 1,142 | | | | 101,330 | |
Chemours Co., (The) | | | 9,276 | | | | 352,766 | |
Codexis, Inc.* | | | 38,429 | | | | 830,835 | |
HB Fuller Co. | | | 4,743 | | | | 239,427 | |
Ingevity Corp.* | | | 2,186 | | | | 251,871 | |
Innophos Holdings, Inc. | | | 1,900 | | | | 63,080 | |
Innospec, Inc. | | | 1,121 | | | | 91,765 | |
Koppers Holdings, Inc.* | | | 5,436 | | | | 133,671 | |
Kraton Corp.* | | | 4,379 | | | | 155,805 | |
Landec Corp.* | | | 64,053 | | | | 822,441 | |
Northern Technologies International Corp. | | | 16,810 | | | | 522,791 | |
Rayonier Advanced Materials, Inc. | | | 6,815 | | | | 96,023 | |
Rogers Corp.* | | | 4,730 | | | | 734,332 | |
Stepan Co. | | | 2,701 | | | | 254,164 | |
| | | | | | | 4,776,225 | |
Coal — 0.0% | | | | | | | | |
SunCoke Energy, Inc.* | | | 7,989 | | | | 79,251 | |
Commercial Services — 5.6% | | | | | | | | |
ABM Industries, Inc. | | | 2,589 | | | | 92,324 | |
Acacia Research Corp.* | | | 131,720 | | | | 401,746 | |
AMN Healthcare Services, Inc.* | | | 3,294 | | | | 164,733 | |
ARC Document Solutions, Inc.* | | | 132,210 | | | | 313,338 | |
ASGN, Inc.* | | | 3,035 | | | | 195,484 | |
Barrett Business Services, Inc. | | | 21,909 | | | | 1,720,733 | |
BG Staffing, Inc. | | | 41,870 | | | | 1,044,656 | |
Bridgepoint Education, Inc.* | | | 75,410 | | | | 777,477 | |
Brink's Co., (The) | | | 4,054 | | | | 319,942 | |
CAI International, Inc.* | | | 35,550 | | | | 837,558 | |
Care.com, Inc.* | | | 23,169 | | | | 583,627 | |
CRA International, Inc. | | | 8,590 | | | | 429,156 | |
The accompanying notes are an integral part of the financial statements.
5
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Commercial Services — (Continued) | | | | |
Edison Nation, Inc.* | | | 61,118 | | | $ | 305,590 | |
Emerald Expositions Events, Inc. | | | 9,264 | | | | 116,541 | |
Green Dot Corp., Class A* | | | 4,948 | | | | 319,393 | |
Hackett Group, Inc., (The) | | | 22,815 | | | | 370,972 | |
Healthcare Services Group, Inc. | | | 3,392 | | | | 129,507 | |
HealthEquity, Inc.* | | | 7,910 | | | | 636,597 | |
Heidrick & Struggles International, Inc. | | | 2,376 | | | | 102,429 | |
HMS Holdings Corp.* | | | 9,256 | | | | 318,962 | |
I3 Verticals, Inc., Class A* | | | 27,137 | | | | 570,962 | |
Insperity, Inc. | | | 2,292 | | | | 289,411 | |
K12, Inc.* | | | 12,903 | | | | 413,412 | |
Kelly Services, Inc., Class A | | | 19,482 | | | | 470,101 | |
Korn/Ferry International | | | 4,210 | | | | 205,406 | |
MarketAxess Holdings, Inc. | | | 2,376 | | | | 579,459 | |
Matthews International Corp., Class A | | | 1,529 | | | | 60,808 | |
Medifast, Inc. | | | 4,850 | | | | 618,036 | |
Monro Muffler Brake, Inc. | | | 1,316 | | | | 100,424 | |
Navigant Consulting, Inc. | | | 3,071 | | | | 63,232 | |
Nutrisystem, Inc. | | | 1,071 | | | | 46,353 | |
Red Violet, Inc.* | | | 12,135 | | | | 90,891 | |
Resources Connection, Inc. | | | 45,101 | | | | 783,404 | |
RR Donnelley & Sons Co. | | | 6,084 | | | | 32,732 | |
SP Plus Corp.* | | | 13,285 | | | | 457,004 | |
Strategic Education, Inc. | | | 2,810 | | | | 367,492 | |
Team, Inc.* | | | 5,510 | | | | 86,066 | |
TechTarget, Inc.* | | | 19,510 | | | | 323,476 | |
Viad Corp. | | | 22,366 | | | | 1,294,991 | |
Willdan Group, Inc.* | | | 13,395 | | | | 507,403 | |
| | | | | | | 16,541,828 | |
Computers — 4.2% | | | | | | | | |
3D Systems Corp.* | | | 4,134 | | | | 58,372 | |
Agilysys, Inc.* | | | 27,803 | | | | 581,083 | |
CACI International, Inc., Class A* | | | 1,145 | | | | 208,688 | |
Computer Services, Inc. | | | 19,369 | | | | 1,123,402 | |
Conduent, Inc.* | | | 58,831 | | | | 860,109 | |
Cray, Inc.* | | | 2,699 | | | | 66,207 | |
Elastic NV* | | | 2,530 | | | | 229,117 | |
Endava PLC, SP ADR* | | | 21,403 | | | | 632,673 | |
ExlService Holdings, Inc.* | | | 1,497 | | | | 91,916 | |
Globant S.A.* | | | 6,105 | | | | 420,573 | |
Insight Enterprises, Inc.* | | | 2,176 | | | | 121,464 | |
Kornit Digital Ltd.* | | | 12,912 | | | | 289,229 | |
MAXIMUS, Inc. | | | 1,853 | | | | 130,970 | |
Mercury Systems, Inc.* | | | 19,964 | | | | 1,268,113 | |
Mitek Systems, Inc.* | | | 80,435 | | | | 869,502 | |
NCR Corp.* | | | 29,222 | | | | 818,800 | |
PAR Technology Corp.* | | | 34,108 | | | | 919,893 | |
PlayAGS, Inc.* | | | 20,793 | | | | 494,666 | |
Computers — (Continued) | | | | | | | | |
Rapid7, Inc.* | | | 11,775 | | | | 542,003 | |
Science Applications International Corp. | | | 1,681 | | | | 125,571 | |
Sykes Enterprises, Inc.* | | | 16,287 | | | | 481,932 | |
TTEC Holdings, Inc. | | | 3,501 | | | | 119,944 | |
Unisys Corp.* | | | 4,710 | | | | 63,632 | |
USA Technologies, Inc.* | | | 67,680 | | | | 268,013 | |
Virtusa Corp.* | | | 24,289 | | | | 1,225,866 | |
WNS Holdings Ltd., ADR* | | | 8,338 | | | | 440,246 | |
| | | | | | | 12,451,984 | |
Cosmetics/Personal Care — 0.1% | | | | |
Inter Parfums, Inc. | | | 2,289 | | | | 168,860 | |
Distribution/Wholesale — 0.5% | | | | | | | | |
Anixter International, Inc.* | | | 1,549 | | | | 90,895 | |
Dorman Products, Inc.* | | | 1,213 | | | | 98,132 | |
Educational Development Corp. | | | 32,351 | | | | 260,426 | |
Fossil Group, Inc.* | | | 7,293 | | | | 114,062 | |
G-III Apparel Group Ltd.* | | | 3,296 | | | | 117,371 | |
Pool Corp. | | | 2,106 | | | | 335,991 | |
ScanSource, Inc.* | | | 3,569 | | | | 134,016 | |
SiteOne Landscape Supply, Inc.* | | | 4,557 | | | | 244,756 | |
| | | | | | | 1,395,649 | |
Diversified Financial Services — 2.0% | | | | |
3PEA International, Inc.* | | | 26,303 | | | | 193,590 | |
Blucora, Inc.* | | | 3,569 | | | | 95,970 | |
Civista Bancshares, Inc. | | | 11,530 | | | | 245,935 | |
Encore Capital Group, Inc.* | | | 3,458 | | | | 118,264 | |
Enova International, Inc.* | | | 24,746 | | | | 631,518 | |
Evercore Partners, Inc., Class A | | | 6,567 | | | | 604,821 | |
Greenhill & Co., Inc. | | | 3,731 | | | | 87,828 | |
Houlihan Lokey, Inc. | | | 11,227 | | | | 516,217 | |
Interactive Brokers Group, Inc., Class A | | | 3,063 | | | | 169,170 | |
Investment Technology Group, Inc. | | | 2,378 | | | | 71,887 | |
LendingTree, Inc.* | | | 1,531 | | | | 488,312 | |
Moelis & Co., Class A | | | 12,285 | | | | 548,034 | |
National Bank Holdings Corp. | | | 1,305 | | | | 47,150 | |
Silvercrest Asset Management Group, Inc., Class A | | | 66,802 | | | | 1,001,362 | |
Verra Mobility Corp.* | | | 24,947 | | | | 264,438 | |
Virtus Investment Partners, Inc. | | | 807 | | | | 82,564 | |
Waddell & Reed Financial, Inc., Class A | | | 3,811 | | | | 70,541 | |
WageWorks, Inc.* | | | 17,131 | | | | 563,610 | |
World Acceptance Corp.* | | | 2,155 | | | | 265,065 | |
| | | | | | | 6,066,276 | |
The accompanying notes are an integral part of the financial statements.
6
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Electric — 0.3% | | | | | | | | |
ALLETE, Inc. | | | 4,232 | | | $ | 343,004 | |
Ameresco, Inc., Class A* | | | 19,209 | | | | 314,451 | |
Avista Corp. | | | 1,395 | | | | 56,372 | |
El Paso Electric Co. | | | 1,366 | | | | 73,491 | |
| | | | | | | 787,318 | |
Electrical Components & Equipment — 0.4% | | | | |
Encore Wire Corp. | | | 1,848 | | | | 109,475 | |
EnerSys | | | 3,171 | | | | 234,083 | |
Littelfuse, Inc. | | | 3,308 | | | | 638,742 | |
SPX Corp.* | | | 4,521 | | | | 164,384 | |
| | | | | | | 1,146,684 | |
Electronics — 3.3% | | | | | | | | |
Benchmark Electronics, Inc. | | | 3,373 | | | | 92,420 | |
Brady Corp., Class A | | | 2,928 | | | | 138,524 | |
Coherent, Inc.* | | | 1,014 | | | | 134,943 | |
Comtech Telecommunications Corp. | | | 36,819 | | | | 975,703 | |
Control4 Corp.* | | | 2,350 | | | | 42,323 | |
FARO Technologies, Inc.* | | | 2,255 | | | | 103,302 | |
Fluidigm Corp.* | | | 87,765 | | | | 970,681 | |
II-VI, Inc.* | | | 3,812 | | | | 161,934 | |
IntriCon Corp.* | | | 5,999 | | | | 161,493 | |
Itron, Inc.* | | | 4,655 | | | | 246,762 | |
Ituran Location and Control Ltd. | | | 25,101 | | | | 926,227 | |
Napco Security Technologies, Inc.* | | | 51,080 | | | | 1,097,709 | |
NVE Corp. | | | 3,564 | | | | 366,450 | |
OSI Systems, Inc.* | | | 8,106 | | | | 704,006 | |
Plexus Corp.* | | | 2,641 | | | | 163,108 | |
Sanmina Corp.* | | | 6,648 | | | | 212,337 | |
ShotSpotter, Inc.* | | | 6,932 | | | | 346,184 | |
SYNNEX Corp. | | | 830 | | | | 81,440 | |
Tech Data Corp.* | | | 9,512 | | | | 972,317 | |
TTM Technologies, Inc.* | | | 8,548 | | | | 103,602 | |
Woodward, Inc. | | | 5,963 | | | | 574,475 | |
ZAGG, Inc.* | | | 92,030 | | | | 1,067,548 | |
| | | | | | | 9,643,488 | |
Energy-Alternate Sources — 0.2% | | | | |
REX American Resources Corp.* | | | 1,203 | | | | 95,891 | |
TPI Composites, Inc.* | | | 17,927 | | | | 541,575 | |
| | | | | | | 637,466 | |
Engineering & Construction — 1.8% | | | | |
Aegion Corp.* | | | 1,783 | | | | 30,953 | |
Argan, Inc. | | | 24,136 | | | | 1,122,324 | |
Comfort Systems USA, Inc. | | | 8,639 | | | | 463,223 | |
Dycom Industries, Inc.* | | | 2,682 | | | | 120,905 | |
EMCOR Group, Inc. | | | 4,741 | | | | 341,968 | |
Exponent, Inc. | | | 2,780 | | | | 157,431 | |
Granite Construction, Inc. | | | 10,965 | | | | 510,530 | |
Engineering & Construction — (Continued) | | | | |
MYR Group, Inc.* | | | 4,168 | | | | 139,795 | |
NV5 Global, Inc.* | | | 12,766 | | | | 1,011,833 | |
Primoris Services Corp. | | | 18,027 | | | | 421,291 | |
Sterling Construction Co., Inc.* | | | 53,655 | | | | 783,900 | |
TopBuild Corp.* | | | 2,707 | | | | 161,067 | |
| | | | | | | 5,265,220 | |
Entertainment — 0.5% | | | | | | | | |
Eldorado Resorts, Inc.* | | | 9,422 | | | | 454,234 | |
Golden Entertainment, Inc.* | | | 8,681 | | | | 158,168 | |
Monarch Casino & Resort, Inc.* | | | 6,633 | | | | 290,857 | |
Red Rock Resorts, Inc., Class A | | | 10,547 | | | | 296,582 | |
Scientific Games Corp.* | | | 6,167 | | | | 179,213 | |
| | | | | | | 1,379,054 | |
Environmental Control — 0.2% | | | | | | | | |
Casella Waste Systems, Inc., Class A* | | | 11,833 | | | | 417,468 | |
Tetra Tech, Inc. | | | 3,198 | | | | 191,944 | |
| | | | | | | 609,412 | |
Food — 1.5% | | | | | | | | |
Calavo Growers, Inc. | | | 2,906 | | | | 247,388 | |
Cal-Maine Foods, Inc. | | | 1,158 | | | | 51,068 | |
Chefs' Warehouse, Inc. (The)* | | | 16,715 | | | | 535,047 | |
Darling Ingredients, Inc.* | | | 8,943 | | | | 196,567 | |
Hain Celestial Group Inc. (The)* | | | 26,486 | | | | 520,979 | |
Hostess Brands, Inc.* | | | 137,570 | | | | 1,670,100 | |
Ingles Markets, Inc., Class A | | | 32,020 | | | | 996,462 | |
J&J Snack Foods Corp. | | | 681 | | | | 105,746 | |
Sanderson Farms, Inc. | | | 1,371 | | | | 157,939 | |
SpartanNash Co. | | | 2,453 | | | | 46,558 | |
| | | | | | | 4,527,854 | |
Forest Products & Paper — 0.1% | | | | |
Neenah Paper, Inc. | | | 1,590 | | | | 107,452 | |
Schweitzer-Mauduit International, Inc. | | | 2,483 | | | | 95,745 | |
| | | | | | | 203,197 | |
Gas — 0.3% | | | | | | | | |
New Jersey Resources Corp. | | | 2,340 | | | | 113,256 | |
Northwest Natural Holding Co. | | | 2,390 | | | | 153,486 | |
South Jersey Industries, Inc. | | | 4,502 | | | | 130,333 | |
Southwest Gas Holdings, Inc. | | | 1,612 | | | | 132,087 | |
Spire, Inc. | | | 5,337 | | | | 423,331 | |
| | | | | | | 952,493 | |
Hand/Machine Tools — 0.0% | | | | | | | | |
Franklin Electric Co., Inc. | | | 1,896 | | | | 100,886 | |
Healthcare-Products — 6.8% | | | | | | | | |
ABIOMED, Inc.* | | | 1,453 | | | | 486,028 | |
Alpha Pro Tech Ltd.* | | | 44,141 | | | | 166,412 | |
AngioDynamics, Inc.* | | | 1,976 | | | | 44,282 | |
The accompanying notes are an integral part of the financial statements.
7
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Healthcare-Products — (Continued) | | | | |
BioLife Solutions, Inc.* | | | 77,693 | | | $ | 1,480,829 | |
Cantel Medical Corp. | | | 1,814 | | | | 133,365 | |
CareDx, Inc.* | | | 39,017 | | | | 1,214,209 | |
Cerus Corp.* | | | 32,092 | | | | 208,919 | |
CRH Medical Corp.* | | | 247,530 | | | | 772,294 | |
CytoSorbents Corp.* | | | 51,679 | | | | 417,566 | |
Establishment Labs Holdings, Inc.* | | | 18,226 | | | | 465,857 | |
Haemonetics Corp.* | | | 3,260 | | | | 283,196 | |
ICU Medical, Inc.* | | | 578 | | | | 142,049 | |
Inogen, Inc.* | | | 2,785 | | | | 299,276 | |
Inspire Medical Systems, Inc.* | | | 22,028 | | | | 1,365,736 | |
Insulet Corp.* | | | 5,485 | | | | 515,096 | |
Integra LifeSciences Holdings Corp.* | | | 3,088 | | | | 170,118 | |
iRhythm Technologies, Inc.* | | | 13,723 | | | | 1,314,526 | |
Masimo Corp.* | | | 3,409 | | | | 447,534 | |
Merit Medical Systems, Inc.* | | | 8,589 | | | | 478,665 | |
NuVasive, Inc.* | | | 789 | | | | 46,472 | |
Nuvectra Corp.* | | | 16,147 | | | | 202,968 | |
OrthoPediatrics Corp.* | | | 25,063 | | | | 1,030,340 | |
Oxford Immunotec Global, PLC* | | | 31,836 | | | | 531,343 | |
Patterson Cos, Inc. | | | 32,030 | | | | 722,276 | |
Quanterix Corp.* | | | 21,444 | | | | 529,881 | |
Repligen Corp.* | | | 11,163 | | | | 664,422 | |
Restoration Robotics, Inc.* | | | 82,190 | | | | 73,971 | |
SI-BONE, Inc.* | | | 47,614 | | | | 986,562 | |
Sientra, Inc.* | | | 20,034 | | | | 221,776 | |
Tactile Systems Technology, Inc.* | | | 18,307 | | | | 1,391,515 | |
Tandem Diabetes Care, Inc.* | | | 21,863 | | | | 1,433,557 | |
ViewRay, Inc.* | | | 114,224 | | | | 968,620 | |
West Pharmaceutical Services, Inc. | | | 8,171 | | | | 855,912 | |
| | | | | | | 20,065,572 | |
Healthcare-Services — 1.9% | | | | | | | | |
Addus HomeCare Corp.* | | | 4,964 | | | | 333,630 | |
Amedisys, Inc.* | | | 2,217 | | | | 275,573 | |
Catalent, Inc.* | | | 14,008 | | | | 605,426 | |
Chemed Corp. | | | 621 | | | | 204,619 | |
eHealth, Inc.* | | | 10,431 | | | | 557,120 | |
Ensign Group, Inc., (The) | | | 2,070 | | | | 102,362 | |
Joint Corp., (The)* | | | 69,711 | | | | 764,033 | |
LHC Group, Inc.* | | | 6,867 | | | | 753,241 | |
Magellan Health, Inc.* | | | 1,789 | | | | 121,849 | |
Neuronetics, Inc.* | | | 27,054 | | | | 472,092 | |
Providence Service Corp., (The)* | | | 2,212 | | | | 157,760 | |
Psychemedics Corp. | | | 22,388 | | | | 437,909 | |
Teladoc, Inc.* | | | 6,105 | | | | 392,918 | |
US Physical Therapy, Inc. | | | 1,232 | | | | 135,816 | |
Vapotherm, Inc.* | | | 13,712 | | | | 266,561 | |
| | | | | | | 5,580,909 | |
Home Builders — 1.1% | | | | | | | | |
Cavco Industries, Inc.* | | | 482 | | | | 66,723 | |
Century Communities, Inc.* | | | 13,681 | | | | 312,337 | |
Installed Building Products, Inc.* | | | 10,991 | | | | 479,427 | |
LCI Industries | | | 2,012 | | | | 163,938 | |
LGI Homes, Inc.* | | | 18,294 | | | | 1,081,175 | |
MDC Holdings, Inc. | | | 4,064 | | | | 117,207 | |
Skyline Corp. | | | 43,795 | | | | 869,769 | |
Winnebago Industries, Inc. | | | 5,231 | | | | 170,688 | |
| | | | | | | 3,261,264 | |
Home Furnishings — 1.0% | | | | | | | | |
Floor & Decor Holdings, Inc., Class A* | | | 13,385 | | | | 497,654 | |
Hooker Furniture Corp. | | | 8,270 | | | | 259,678 | |
iRobot Corp.* | | | 1,222 | | | | 152,823 | |
La-Z-Boy, Inc. | | | 2,014 | | | | 69,302 | |
Roku, Inc.* | | | 8,589 | | | | 569,365 | |
Sleep Number Corp.* | | | 16,334 | | | | 712,979 | |
Universal Electronics, Inc.* | | | 19,502 | | | | 651,172 | |
| | | | | | | 2,912,973 | |
Household Products/Wares — 0.6% | | | | |
Acme United Corp. | | | 11,359 | | | | 194,807 | |
EVI Industries, Inc. | | | 12,357 | | | | 500,458 | |
Knowles Corp.* | | | 4,797 | | | | 78,095 | |
Rosetta Stone, Inc.* | | | 60,006 | | | | 966,697 | |
WD-40 Co. | | | 995 | | | | 178,075 | |
| | | | | | | 1,918,132 | |
Housewares — 0.3% | | | | | | | | |
Lifetime Brands, Inc. | | | 57,100 | | | | 597,266 | |
Toro Co., (The) | | | 5,348 | | | | 366,766 | |
| | | | | | | 964,032 | |
Insurance — 2.6% | | | | | | | | |
Ambac Financial Group, Inc.* | | | 4,531 | | | | 89,578 | |
American Equity Investment Life Holding Co. | | | 11,107 | | | | 351,536 | |
American National Insurance Co. | | | 4,267 | | | | 628,060 | |
Atlas Financial Holdings, Inc.* | | | 49,630 | | | | 450,640 | |
Employers Holdings, Inc. | | | 3,729 | | | | 155,350 | |
FGL Holdings | | | 81,160 | | | | 673,628 | |
Genworth Financial, Inc., Class A* | | | 47,731 | | | | 184,719 | |
Goosehead Insurance, Inc., Class A* | | | 16,307 | | | | 514,486 | |
HCI Group, Inc. | | | 2,489 | | | | 114,892 | |
Heritage Insurance Holdings, Inc. | | | 47,610 | | | | 710,341 | |
Horace Mann Educators Corp. | | | 2,570 | | | | 100,718 | |
James River Group Holdings Ltd. | | | 1,208 | | | | 49,637 | |
Kinsale Capital Group, Inc. | | | 7,465 | | | | 498,363 | |
NMI Holdings, Inc., Class A* | | | 23,046 | | | | 556,561 | |
RLI Corp. | | | 1,478 | | | | 104,229 | |
Safety Insurance Group, Inc. | | | 1,702 | | | | 152,057 | |
The accompanying notes are an integral part of the financial statements.
8
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Insurance — (Continued) | | | | | | | | |
Selective Insurance Group, Inc. | | | 3,866 | | | $ | 255,001 | |
White Mountains Insurance Group Ltd. | | | 2,358 | | | | 2,215,082 | |
| | | | | | | 7,804,878 | |
Internet — 3.2% | | | | | | | | |
Aspen Group, Inc.* | | | 66,749 | | | | 319,728 | |
Attunity Ltd.* | | | 8,748 | | | | 204,528 | |
Bandwidth, Inc., Class A* | | | 25,612 | | | | 1,427,101 | |
Cars.com, Inc.* | | | 14,920 | | | | 351,217 | |
Eventbrite, Inc., Class A* | | | 10,481 | | | | 310,028 | |
FireEye, Inc.* | | | 32,669 | | | | 547,532 | |
HealthStream, Inc. | | | 2,625 | | | | 72,975 | |
Liberty Expedia Holdings, Inc., Class A* | | | 34,884 | | | | 1,545,361 | |
Mimecast Ltd.* | | | 27,224 | | | | 1,314,375 | |
OptimizeRx Corp.* | | | 26,987 | | | | 387,533 | |
QuinStreet, Inc.* | | | 43,407 | | | | 581,220 | |
Stamps.com, Inc.* | | | 1,004 | | | | 94,366 | |
Wix.com Ltd.* | | | 3,866 | | | | 422,360 | |
Zendesk, Inc.* | | | 6,777 | | | | 535,519 | |
Zscaler, Inc.* | | | 26,910 | | | | 1,336,889 | |
| | | | | | | 9,450,732 | |
Leisure Time — 0.6% | | | | | | | | |
Callaway Golf Co. | | | 7,398 | | | | 127,320 | |
Lindblad Expeditions Holdings, Inc.* | | | 27,664 | | | | 375,954 | |
Malibu Boats, Inc., Class A* | | | 19,112 | | | | 883,165 | |
MasterCraft Boat Holdings, Inc.* | | | 18,594 | | | | 458,714 | |
| �� | | | | | | 1,845,153 | |
Lodging — 0.8% | | | | | | | | |
Belmond Ltd., Class A* | | | 10,812 | | | | 268,678 | |
Boyd Gaming Corp. | | | 18,167 | | | | 540,650 | |
Century Casinos, Inc.* | | | 38,775 | | | | 326,873 | |
Extended Stay America, Inc. | | | 73,753 | | | | 1,345,255 | |
| | | | | | | 2,481,456 | |
Machinery-Construction & Mining — 0.2% | | | | |
ASV Holdings, Inc.* | | | 88,330 | | | | 285,306 | |
Polar Power, Inc.* | | | 37,828 | | | | 183,466 | |
| | | | | | | 468,772 | |
Machinery-Diversified — 1.9% | | | | | | | | |
Albany International Corp., Class A | | | 1,126 | | | | 87,321 | |
Applied Industrial Technologies, Inc. | | | 1,045 | | | | 60,756 | |
Cactus, Inc., Class A* | | | 11,515 | | | | 417,534 | |
Chart Industries, Inc.* | | | 2,562 | | | | 226,173 | |
Columbus McKinnon Corp. | | | 21,762 | | | | 814,987 | |
DXP Enterprises, Inc.* | | | 719 | | | | 25,431 | |
Hurco Cos., Inc. | | | 18,870 | | | | 809,146 | |
Machinery-Diversified — (Continued) | | | | |
Kadant, Inc. | | | 4,457 | | | | 389,765 | |
Manitex International, Inc.* | | | 109,150 | | | | 833,906 | |
Newpark Resources, Inc.* | | | 5,829 | | | | 51,528 | |
NN, Inc. | | | 52,840 | | | | 523,645 | |
SPX FLOW, Inc.* | | | 10,543 | | | | 363,944 | |
Tennant Co. | | | 2,414 | | | | 152,565 | |
Twin Disc, Inc.* | | | 43,710 | | | | 773,230 | |
| | | | | | | 5,529,931 | |
Media — 0.5% | | | | | | | | |
Entercom Communications Corp., Class A | | | 49,937 | | | | 307,612 | |
EW Scripps Co., (The), Class A | | | 3,398 | | | | 71,867 | |
Gannett Co., Inc. | | | 11,330 | | | | 133,014 | |
MSG Networks, Inc.* | | | 39,120 | | | | 944,357 | |
Scholastic Corp. | | | 1,251 | | | | 52,930 | |
| | | | | | | 1,509,780 | |
Medical Equipment & Devices Manufacturing — 0.3% |
National Vision Holdings, Inc.* | | | 13,498 | | | | 453,533 | |
Wright Medical Group NV* | | | 14,074 | | | | 440,657 | |
| | | | | | | 894,190 | |
Metal Fabricate/Hardware — 0.4% | | | | |
AZZ, Inc. | | | 1,465 | | | | 67,419 | |
Northwest Pipe Co.* | | | 37,560 | | | | 926,605 | |
TimkenSteel Corp.* | | | 6,106 | | | | 76,081 | |
| | | | | | | 1,070,105 | |
Mining — 0.4% | | | | | | | | |
A-Mark Precious Metals, Inc.* | | | 14,762 | | | | 185,263 | |
Astec Industries, Inc. | | | 2,070 | | | | 78,991 | |
Century Aluminum Co.* | | | 18,637 | | | | 160,837 | |
Kaiser Aluminum Corp. | | | 1,039 | | | | 113,750 | |
Materion Corp. | | | 4,571 | | | | 264,112 | |
Monaker Group, Inc.* | | | 40,335 | | | | 98,821 | |
ProPetro Holding Corp.* | | | 4,300 | | | | 85,398 | |
United States Lime & Minerals, Inc. | | | 4,143 | | | | 298,296 | |
| | | | | | | 1,285,468 | |
Miscellaneous Manufacturing — 1.3% | | | | |
Arlo Technologies, Inc.* | | | 5,180 | | | | 22,429 | |
Axon Enterprise, Inc.* | | | 5,340 | | | | 287,452 | |
Colfax Corp.* | | | 22,314 | | | | 590,428 | |
Dean Foods Co. | | | 25,882 | | | | 103,787 | |
EnPro Industries, Inc. | | | 2,498 | | | | 171,338 | |
ESCO Technologies, Inc. | | | 10,198 | | | | 705,600 | |
Fabrinet* | | | 3,054 | | | | 178,659 | |
FreightCar America, Inc.* | | | 31,490 | | | | 244,048 | |
Harsco Corp.* | | | 14,378 | | | | 321,780 | |
Haynes International, Inc. | | | 19,234 | | | | 676,652 | |
Hillenbrand, Inc. | | | 2,960 | | | | 131,098 | |
John Bean Technologies Corp. | | | 2,493 | | | | 233,594 | |
The accompanying notes are an integral part of the financial statements.
9
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Miscellaneous Manufacturing — (Continued) | | | | |
Proto Labs, Inc.* | | | 1,026 | | | $ | 115,928 | |
Raven Industries, Inc. | | | 1,344 | | | | 53,652 | |
Standex International Corp. | | | 677 | | | | 55,521 | |
Sturm Ruger & Co., Inc. | | | 968 | | | | 55,128 | |
| | | | | | | 3,947,094 | |
Oil & Gas — 1.5% | | | | | | | | |
Bonanza Creek Energy, Inc.* | | | 1,817 | | | | 41,736 | |
Callon Petroleum Co.* | | | 19,734 | | | | 150,965 | |
Carrizo Oil & Gas, Inc.* | | | 10,324 | | | | 113,358 | |
Denbury Resources, Inc.* | | | 54,578 | | | | 104,790 | |
Evolution Petroleum Corp. | | | 37,890 | | | | 267,882 | |
Geopark Ltd.* | | | 14,796 | | | | 283,935 | |
Gran Tierra Energy, Inc.* | | | 92,840 | | | | 209,818 | |
Gulfport Energy Corp.* | | | 17,407 | | | | 133,338 | |
HighPoint Resources Corp.* | | | 11,053 | | | | 28,627 | |
Laredo Petroleum, Inc.* | | | 33,616 | | | | 115,303 | |
Matador Resources Co.* | | | 23,986 | | | | 446,140 | |
Murphy USA, Inc.* | | | 13,465 | | | | 1,047,173 | |
Nabors Industries Ltd. | | | 70,626 | | | | 228,828 | |
PBF Energy, Inc., Class A | | | 21,325 | | | | 662,568 | |
PDC Energy, Inc.* | | | 11,828 | | | | 438,464 | |
QEP Resources, Inc.* | | | 20,000 | | | | 155,200 | |
Ring Energy, Inc.* | | | 4,481 | | | | 27,648 | |
Unit Corp.* | | | 5,769 | | | | 89,708 | |
| | | | | | | 4,545,481 | |
Oil & Gas Services — 1.2% | | | | | | | | |
Archrock, Inc. | | | 8,189 | | | | 79,925 | |
DMC Global, Inc. | | | 40,490 | | | | 1,902,220 | |
Helix Energy Solutions Group, Inc.* | | | 17,356 | | | | 128,435 | |
KLX Energy Services Holdings, Inc.* | | | 3,678 | | | | 96,952 | |
Natural Gas Services Group, Inc.* | | | 32,050 | | | | 592,284 | |
Oil States International, Inc.* | | | 7,659 | | | | 131,275 | |
Profire Energy, Inc.* | | | 103,477 | | | | 193,502 | |
Solaris Oilfield Infrastructure, Inc., Class A | | | 24,304 | | | | 413,168 | |
| | | | | | | 3,537,761 | |
Packaging & Containers — 0.0% | | | | |
Multi-Color Corp. | | | 1,809 | | | | 90,179 | |
Pharmaceuticals — 3.5% | | | | | | | | |
Adamas Pharmaceuticals, Inc.* | | | 20,004 | | | | 223,845 | |
Akorn, Inc.* | | | 12,794 | | | | 51,816 | |
Anika Therapeutics, Inc.* | | | 1,155 | | | | 37,688 | |
Array BioPharma, Inc.* | | | 54,079 | | | | 1,240,572 | |
Clementia Pharmaceuticals, Inc.* | | | 12,885 | | | | 332,819 | |
Coherus Biosciences, Inc.* | | | 31,817 | | | | 456,256 | |
Diplomat Pharmacy, Inc.* | | | 4,080 | | | | 26,316 | |
Pharmaceuticals — (Continued) | | | | |
Enanta Pharmaceuticals, Inc.* | | | 4,093 | | | | 419,696 | |
Endo International PLC* | | | 9,334 | | | | 102,581 | |
Global Blood Therapeutics, Inc.* | | | 6,054 | | | | 317,835 | |
Harrow Health, Inc.* | | | 117,894 | | | | 818,184 | |
Heron Therapeutics, Inc.* | | | 16,336 | | | | 432,414 | |
Madrigal Pharmaceuticals, Inc.* | | | 3,027 | | | | 397,384 | |
Mirati Therapeutics, Inc.* | | | 11,195 | | | | 814,996 | |
Momenta Pharmaceuticals, Inc.* | | | 8,455 | | | | 119,131 | |
MyoKardia, Inc.* | | | 16,309 | | | | 731,459 | |
Nektar Therapeutics* | | | 5,506 | | | | 223,213 | |
Neogen Corp.* | | | 2,310 | | | | 143,128 | |
Opiant Pharmaceuticals, Inc.* | | | 12,690 | | | | 193,903 | |
Owens & Minor, Inc. | | | 10,603 | | | | 66,163 | |
Phibro Animal Health Corp., Class A | | | 2,922 | | | | 85,615 | |
Pieris Pharmaceuticals, Inc.* | | | 61,877 | | | | 185,631 | |
Premier, Inc., Class A* | | | 43,438 | | | | 1,588,962 | |
Principia Biopharma, Inc.* | | | 9,228 | | | | 326,856 | |
Progenics Pharmaceuticals, Inc.* | | | 15,612 | | | | 69,005 | |
Reata Pharmaceuticals, Inc., Class A* | | | 6,209 | | | | 585,757 | |
Supernus Pharmaceuticals, Inc.* | | | 1,348 | | | | 55,052 | |
Sutro Biopharma, Inc.* | | | 9,324 | | | | 82,051 | |
Tricida, Inc.* | | | 8,733 | | | | 201,994 | |
| | | | | | | 10,330,322 | |
Real Estate — 0.2% | | | | | | | | |
HFF, Inc., Class A | | | 2,483 | | | | 112,232 | |
Legacy Housing Corp.* | | | 12,720 | | | | 178,716 | |
Newmark Group, Inc., Class A | | | 27,808 | | | | 257,502 | |
| | | | | | | 548,450 | |
REITS — 1.8% | | | | | | | | |
Acadia Realty Trust | | | 4,655 | | | | 132,621 | |
Agree Realty Corp. | | | 1,641 | | | | 107,863 | |
Armada Hoffler Properties, Inc. | | | 7,721 | | | | 118,131 | |
CareTrust REIT, Inc. | | | 3,664 | | | | 81,854 | |
CBL & Associates Properties, Inc. | | | 19,877 | | | | 42,537 | |
Chatham Lodging Trust | | �� | 2,618 | | | | 52,308 | |
Community Healthcare Trust, Inc. | | | 2,769 | | | | 98,826 | |
CoreSite Realty Corp. | | | 1,355 | | | | 138,549 | |
DiamondRock Hospitality Co. | | | 8,155 | | | | 87,177 | |
EastGroup Properties, Inc. | | | 2,590 | | | | 273,659 | |
Getty Realty Corp. | | | 5,173 | | | | 170,450 | |
Global Medical REIT, Inc. | | | 70,930 | | | | 730,579 | |
Global Net Lease, Inc. | | | 3,919 | | | | 69,915 | |
Great Ajax Corp. | | | 38,160 | | | | 504,857 | |
Healthcare Realty Trust, Inc. | | | 7,137 | | | | 225,886 | |
Hersha Hospitality Trust | | | 9,194 | | | | 173,307 | |
Independence Realty Trust, Inc. | | | 4,656 | | | | 48,236 | |
Innovative Industrial Properties, Inc. | | | 3,777 | | | | 298,345 | |
The accompanying notes are an integral part of the financial statements.
10
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
REITS — (Continued) | | | | | | | | |
Kite Realty Group Trust | | | 4,590 | | | $ | 72,247 | |
Lexington Realty Trust | | | 12,112 | | | | 112,521 | |
LTC Properties, Inc. | | | 1,853 | | | | 82,310 | |
Manhattan Bridge Capital, Inc. | | | 55,566 | | | | 360,623 | |
Medical Properties Trust, Inc. | | | 5,867 | | | | 106,955 | |
New York Mortgage Trust, Inc. | | | 13,164 | | | | 78,984 | |
Pennsylvania Real Estate Investment Trust | | | 18,333 | | | | 112,748 | |
PS Business Parks, Inc. | | | 1,242 | | | | 182,785 | |
RPT Realty | | | 7,461 | | | | 94,605 | |
Summit Hotel Properties, Inc. | | | 13,199 | | | | 150,337 | |
Universal Health Realty Income Trust | | | 3,469 | | | | 258,336 | |
Urstadt Biddle Properties, Inc., Class A | | | 5,675 | | | | 118,721 | |
Whitestone REIT | | | 8,745 | | | | 113,772 | |
| | | | | | | 5,200,044 | |
Retail — 7.0% | | | | | | | | |
Abercrombie & Fitch Co., Class A | | | 5,117 | | | | 112,318 | |
Asbury Automotive Group, Inc.* | | | 9,366 | | | | 672,385 | |
Ascena Retail Group, Inc.* | | | 24,230 | | | | 53,791 | |
At Home Group, Inc.* | | | 19,099 | | | | 467,544 | |
Barnes & Noble, Inc. | | | 9,163 | | | | 57,727 | |
Big 5 Sporting Goods Corp. | | | 64,440 | | | | 259,693 | |
Biglari Holdings, Inc., Class A* | | | 230 | | | | 160,770 | |
Biglari Holdings, Inc., Class B* | | | 1,541 | | | | 206,509 | |
Boot Barn Holdings, Inc.* | | | 28,717 | | | | 818,435 | |
Buckle, Inc., (The) | | | 4,527 | | | | 86,873 | |
Build-A-Bear Workshop, Inc.* | | | 79,980 | | | | 411,897 | |
Cannae Holdings, Inc.* | | | 98,379 | | | | 2,254,847 | |
Casey's General Stores, Inc. | | | 8,271 | | | | 1,114,435 | |
Cato Corp., (The), Class A | | | 4,184 | | | | 65,856 | |
Children's Place, Inc., (The) | | | 1,027 | | | | 98,140 | |
Chuy's Holdings, Inc.* | | | 1,384 | | | | 30,960 | |
Cracker Barrel Old Country Store, Inc. | | | 790 | | | | 127,972 | |
DineEquity, Inc. | | | 3,392 | | | | 336,486 | |
El Pollo Loco Holdings, Inc.* | | | 24,651 | | | | 372,970 | |
Express, Inc.* | | | 9,687 | | | | 50,372 | |
EZCORP, Inc., Class A* | | | 65,091 | | | | 635,939 | |
FAT Brands, Inc. | | | 50,827 | | | | 304,961 | |
Fiesta Restaurant Group, Inc.* | | | 3,197 | | | | 48,179 | |
FirstCash, Inc. | | | 2,930 | | | | 256,844 | |
Five Below, Inc.* | | | 3,696 | | | | 444,814 | |
Freshpet, Inc.* | | | 19,144 | | | | 789,116 | |
Gaia, Inc.* | | | 46,823 | | | | 520,672 | |
Genesco, Inc.* | | | 4,461 | | | | 215,332 | |
Guess?, Inc. | | | 6,372 | | | | 142,669 | |
Hibbett Sports, Inc.* | | | 6,047 | | | | 112,111 | |
J Alexander's Holdings, Inc.* | | | 44,656 | | | | 407,709 | |
Lovesac Co., (The)* | | | 15,442 | | | | 467,429 | |
Retail — (Continued) | | | | | | | | |
Luxfer Holdings PLC | | | 27,459 | | | | 516,504 | |
MarineMax, Inc.* | | | 4,583 | | | | 89,964 | |
Movado Group, Inc. | | | 9,418 | | | | 329,913 | |
Noodles & Co.* | | | 43,094 | | | | 337,857 | |
Office Depot, Inc. | | | 18,868 | | | | 65,472 | |
Ollie's Bargain Outlet Holdings, Inc.* | | | 5,162 | | | | 455,392 | |
PC Connection, Inc. | | | 13,510 | | | | 543,642 | |
PCM, Inc.* | | | 43,470 | | | | 1,460,157 | |
PetIQ, Inc.* | | | 21,420 | | | | 644,956 | |
PetMed Express, Inc. | | | 1,977 | | | | 45,570 | |
Red Robin Gourmet Burgers, Inc.* | | | 1,984 | | | | 60,333 | |
Regis Corp.* | | | 8,392 | | | | 151,811 | |
RH* | | | 2,622 | | | | 402,713 | |
Shoe Carnival, Inc. | | | 2,090 | | | | 79,713 | |
Tailored Brands, Inc. | | | 6,230 | | | | 80,741 | |
Texas Roadhouse, Inc. | | | 2,804 | | | | 177,521 | |
Tile Shop Holdings, Inc. | | | 59,489 | | | | 379,540 | |
Vitamin Shoppe, Inc.* | | | 12,924 | | | | 95,250 | |
Wingstop, Inc. | | | 12,130 | | | | 807,979 | |
Winmark Corp. | | | 3,329 | | | | 573,420 | |
World Fuel Services Corp. | | | 17,749 | | | | 491,470 | |
Youngevity International, Inc.* | | | 50,679 | | | | 360,328 | |
Zumiez, Inc.* | | | 3,678 | | | | 90,847 | |
| | | | | | | 20,346,848 | |
Savings & Loans — 0.9% | | | | | | | | |
Axos Financial, Inc.* | | | 3,461 | | | | 111,721 | |
Berkshire Hills Bancorp, Inc. | | | 3,296 | | | | 103,231 | |
Brookline Bancorp, Inc. | | | 13,535 | | | | 216,289 | |
Dime Community Bancshares, Inc. | | | 8,292 | | | | 165,674 | |
FS Bancorp, Inc. | | | 14,590 | | | | 756,492 | |
Oritani Financial Corp. | | | 8,508 | | | | 152,719 | |
Provident Financial Services, Inc. | | | 1,569 | | | | 43,069 | |
Riverview Bancorp, Inc. | | | 109,531 | | | | 847,770 | |
Sterling Bancorp | | | 11,846 | | | | 240,829 | |
| | | | | | | 2,637,794 | |
Semiconductors — 2.5% | | | | | | | | |
Advanced Energy Industries, Inc.* | | | 2,466 | | | | 124,212 | |
Amtech Systems, Inc.* | | | 109,030 | | | | 521,163 | |
Axonics Modulation Technologies, Inc.* | | | 25,212 | | | | 536,007 | |
AXT, Inc.* | | | 187,620 | | | | 836,785 | |
Bloom Energy Corp.* | | | 5,365 | | | | 77,632 | |
Brooks Automation, Inc. | | | 2,595 | | | | 83,325 | |
Cabot Microelectronics Corp. | | | 1,581 | | | | 178,811 | |
Cirrus Logic, Inc.* | | | 3,525 | | | | 141,458 | |
Cohu, Inc. | | | 41,506 | | | | 742,542 | |
FormFactor, Inc.* | | | 3,724 | | | | 59,025 | |
The accompanying notes are an integral part of the financial statements.
11
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Continued)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Semiconductors — (Continued) | | | | | | | | |
Inphi Corp.* | | | 12,797 | | | $ | 553,086 | |
Kulicke & Soffa Industries, Inc. | | | 6,419 | | | | 149,691 | |
Lattice Semiconductor Corp.* | | | 50,660 | | | | 597,788 | |
MKS Instruments, Inc. | | | 1,371 | | | | 113,615 | |
Monolithic Power Systems, Inc. | | | 1,952 | | | | 261,783 | |
Nanometrics, Inc.* | | | 1,823 | | | | 51,883 | |
Photronics, Inc.* | | | 12,191 | | | | 119,594 | |
Power Integrations, Inc. | | | 3,164 | | | | 231,162 | |
Richardson Electronics Ltd. | | | 22,899 | | | | 170,598 | |
Rudolph Technologies, Inc.* | | | 3,770 | | | | 85,127 | |
Semtech Corp.* | | | 5,218 | | | | 287,199 | |
Silicon Laboratories, Inc.* | | | 5,534 | | | | 448,365 | |
Ultra Clean Holdings, Inc.* | | | 87,910 | | | | 936,241 | |
Xperi Corp. | | | 6,158 | | | | 147,792 | |
| | | | | | | 7,454,884 | |
Software — 9.6% | | | | | | | | |
ACI Worldwide, Inc.* | | | 19,171 | | | | 610,980 | |
Altair Engineering, Inc., Class A* | | | 17,196 | | | | 609,770 | |
Alteryx, Inc., Class A* | | | 18,228 | | | | 1,390,979 | |
American Software, Inc., Class A | | | 41,399 | | | | 479,814 | |
Appfolio, Inc.* | | | 4,454 | | | | 321,935 | |
Asure Software, Inc.* | | | 80,030 | | | | 516,994 | |
Avalara, Inc.* | | | 9,721 | | | | 507,533 | |
Avaya Holdings Corp.* | | | 66,900 | | | | 1,036,281 | |
Benefitfocus, Inc.* | | | 7,443 | | | | 365,600 | |
Blackbaud, Inc. | | | 2,160 | | | | 166,838 | |
Blackline, Inc.* | | | 7,842 | | | | 410,450 | |
Bottomline Technologies de, Inc.* | | | 7,014 | | | | 349,858 | |
Cogent Communications Holdings, Inc. | | | 1,297 | | | | 63,177 | |
Computer Programs & Systems, Inc. | | | 20,976 | | | | 690,949 | |
Coupa Software, Inc.* | | | 2,326 | | | | 219,086 | |
CSG Systems International, Inc. | | | 28,178 | | | | 1,170,796 | |
Ebix, Inc. | | | 2,006 | | | | 116,890 | |
eGain Corp.* | | | 92,025 | | | | 1,043,564 | |
Everbridge, Inc.* | | | 26,086 | | | | 1,844,541 | |
Evolent Health, Inc., Class A* | | | 20,567 | | | | 271,279 | |
Five9, Inc.* | | | 29,631 | | | | 1,571,628 | |
Identiv, Inc.* | | | 33,994 | | | | 189,177 | |
InnerWorkings, Inc.* | | | 81,310 | | | | 394,354 | |
j2 Global, Inc. | | | 1,540 | | | | 130,915 | |
LivePerson, Inc.* | | | 9,192 | | | | 257,008 | |
LiveRamp Holdings, Inc.* | | | 9,054 | | | | 486,653 | |
ManTech International Corp., Class A | | | 2,301 | | | | 125,059 | |
Materialise NV, ADR* | | | 32,354 | | | | 621,197 | |
Medidata Solutions, Inc.* | | | 2,714 | | | | 203,604 | |
MiX Telematics Ltd., SP ADR | | | 29,769 | | | | 567,397 | |
Model N, Inc.* | | | 51,881 | | | | 897,541 | |
NextGen Healthcare, Inc.* | | | 3,902 | | | | 68,285 | |
Software — (Continued) | | | | | | | | |
Omnicell, Inc.* | | | 8,165 | | | | 693,617 | |
OneSpan, Inc.* | | | 25,511 | | | | 543,384 | |
Pivotal Software, Inc.* | | | 23,660 | | | | 530,457 | |
Pluralsight, Inc., Class A* | | | 14,029 | | | | 456,083 | |
Progress Software Corp. | | | 5,306 | | | | 195,155 | |
QAD, Inc., Class A | | | 21,362 | | | | 966,844 | |
SailPoint Technologies Holding, Inc.* | | | 6,828 | | | | 210,576 | |
SharpSpring, Inc.* | | | 96,478 | | | | 1,451,994 | |
ShiftPixy, Inc.* | | | 313,351 | | | | 479,427 | |
Simulations Plus, Inc. | | | 31,897 | | | | 654,207 | |
Smartsheet, Inc., Class A* | | | 28,424 | | | | 1,086,934 | |
Tabula Rasa HealthCare, Inc.* | | | 5,871 | | | | 323,551 | |
Take-Two Interactive Software, Inc.* | | | 3,989 | | | | 348,080 | |
Talend S.A., ADR* | | | 6,241 | | | | 298,944 | |
TiVo Corp. | | | 7,184 | | | | 72,056 | |
Twilio, Inc.* | | | 7,249 | | | | 882,131 | |
Upland Software, Inc.* | | | 21,701 | | | | 761,705 | |
Yext, Inc.* | | | 17,303 | | | | 321,490 | |
| | | | | | | 27,976,767 | |
Storage/Warehousing — 0.0% | | | | | | | | |
Mobile Mini, Inc. | | | 2,048 | | | | 73,748 | |
Telecommunications — 1.5% | | | | | | | | |
8x8, Inc.* | | | 24,586 | | | | 483,607 | |
ATN International, Inc. | | | 1,700 | | | | 95,421 | |
CalAmp Corp.* | | | 7,214 | | | | 100,275 | |
Cincinnati Bell, Inc.* | | | 7,129 | | | | 69,151 | |
Consolidated Communications Holdings, Inc. | | | 4,043 | | | | 40,147 | |
ExOne Co., (The)* | | | 56,509 | | | | 636,291 | |
Finisar Corp.* | | | 3,082 | | | | 75,478 | |
Iridium Communications, Inc.* | | | 9,628 | | | | 204,980 | |
Liberty Latin America Ltd., Class C* | | | 72,042 | | | | 1,396,894 | |
LogMeIn, Inc. | | | 1,382 | | | | 109,786 | |
NETGEAR, Inc.* | | | 2,616 | | | | 93,784 | |
One Stop Systems, Inc.* | | | 90,330 | | | | 205,953 | |
ORBCOMM, Inc.* | | | 75,383 | | | | 531,450 | |
Viavi Solutions, Inc.* | | | 23,640 | | | | 310,393 | |
Vonage Holdings Corp.* | | | 6,855 | | | | 70,469 | |
| | | | | | | 4,424,079 | |
Textiles — 0.5% | | | | | | | | |
UniFirst Corp. | | | 10,228 | | | | 1,470,991 | |
Toys/Games/Hobbies — 0.1% | | | | | | | | |
Funko, Inc., Class A* | | | 17,803 | | | | 354,102 | |
Transportation — 2.0% | | | | | | | | |
Air Transport Services Group, Inc.* | | | 87,503 | | | | 2,036,195 | |
The accompanying notes are an integral part of the financial statements.
12
ADARA SMALLER COMPANIES FUND
Portfolio of Investments (Concluded)
February 28, 2019 (unaudited)
| | Number of Shares | | | Value | |
Transportation — (Continued) | | | | | | | | |
ArcBest Corp. | | | 4,606 | | | $ | 160,427 | |
Atlas Air Worldwide Holdings, Inc.* | | | 6,264 | | | | 336,627 | |
CryoPort, Inc.* | | | 21,720 | | | | 249,780 | |
Echo Global Logistics, Inc.* | | | 4,834 | | | | 116,113 | |
Forward Air Corp. | | | 12,271 | | | | 793,320 | |
Heartland Express, Inc. | | | 3,583 | | | | 71,983 | |
Knight-Swift Transportation Holdings, Inc. | �� | | 1,873 | | | | 62,989 | |
Marten Transport Ltd. | | | 4,885 | | | | 91,105 | |
Matson, Inc. | | | 2,281 | | | | 82,367 | |
PAM Transportation Services, Inc.* | | | 20,390 | | | | 1,032,957 | |
Saia, Inc.* | | | 12,229 | | | | 809,071 | |
| | | | | | | 5,842,934 | |
Trucking & Leasing — 0.0% | | | | | | | | |
Greenbrier Cos, Inc., (The) | | | 3,222 | | | | 132,907 | |
Water — 0.3% | | | | | | | | |
American States Water Co. | | | 1,758 | | | | 125,047 | |
California Water Service Group | | | 1,969 | | | | 102,427 | |
Global Water Resources, Inc. | | | 36,066 | | | | 342,988 | |
PICO Holdings, Inc.* | | | 39,282 | | | | 403,819 | |
| | | | | | | 974,281 | |
TOTAL COMMON STOCKS (Cost $215,648,610) | | | | | | | 282,041,315 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 4.5% | | | | |
First American Treasury Obligations Fund Class X, 2.32% (a) | | | 13,199,625 | | | | 13,199,625 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $13,199,625) | | | | | | | 13,199,625 | |
TOTAL INVESTMENTS — 100.0% (Cost $228,848,235) | | | | | | | 295,240,940 | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 0.0% | | | | | | | 145,653 | |
NET ASSETS — 100.0% | | | | | | $ | 295,386,593 | |
| * | Non-income producing security. |
| (a) | Seven-day yield as of February 28, 2019. |
| ADR | American Depositary Receipt |
| PLC | Public Limited Company |
| REIT | Real Estate Investment Trust |
SP ADR Sponsored ADR
The accompanying notes are an integral part of the financial statements.
13
ADARA SMALLER COMPANIES FUND
STATEMENT of Assets and Liabilities
february 28, 2019 (unaudited)
ASSETS | | | | |
Investments, at value (cost $215,648,610) | | $ | 282,041,315 | |
Short-term investments, at value (cost $13,199,625) | | | 13,199,625 | |
Receivables for: | | | | |
Investments sold | | | 2,835,646 | |
Dividends | | | 140,875 | |
Capital shares sold | | | 14,524 | |
Total assets | | | 298,231,985 | |
| | | | |
LIABILITIES | | | | |
Payables for: | | | | |
Investments purchased | | | 2,648,628 | |
Investment sub-advisory fees | | | 176,182 | |
Other accrued expenses and liabilities | | | 20,582 | |
Total liabilities | | | 2,845,392 | |
Net assets | | $ | 295,386,593 | |
| | | | |
NET ASSETS CONSIST OF: | | | | |
Par value | | $ | 22,476 | |
Paid-in capital | | | 234,502,775 | |
Total distributable earnings/(loss) | | | 60,861,342 | |
Net assets | | $ | 295,386,593 | |
| | | | |
CAPITAL SHARES: | | | | |
Net Assets | | $ | 295,386,593 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 22,475,508 | |
Net asset value, offering and redemption price per share | | $ | 13.14 | |
The accompanying notes are an integral part of the financial statements.
14
ADARA SMALLER COMPANIES FUND
Statement of Operations
For the six months Ended february 28, 2019 (unaudited)
INVESTMENT INCOME | | | | |
Dividends (net of foreign taxes withheld of $3,760) | | $ | 1,326,943 | |
Total investment income | | | 1,326,943 | |
| | | | |
EXPENSES | | | | |
Sub-advisory fees (Note 2) | | | 1,141,817 | |
Administration and accounting services fees (Note 2) | | | 73,845 | |
Custodian fees (Note 2) | | | 26,134 | |
Legal fees | | | 23,392 | |
Audit fees | | | 19,666 | |
Transfer agent fees (Note 2) | | | 19,486 | |
Registration and filing fees | | | 14,130 | |
Director fees | | | 11,455 | |
Officer fees | | | 10,975 | |
Printing and shareholder reporting fees | | | 1,071 | |
Other expenses | | | 16,626 | |
Total expenses | | | 1,358,597 | |
Net investment income/(loss) | | | (31,654 | ) |
| | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | |
Net realized gain/(loss) from investments | | | 1,987,089 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (38,006,083 | ) |
Net realized and unrealized gain/(loss) on investments | | | (36,018,994 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (36,050,648 | ) |
The accompanying notes are an integral part of the financial statements.
15
ADARA SMALLER COMPANIES FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS | | | | | | | | |
Net investment income/(loss) | | $ | (31,654 | ) | | $ | (211,235 | ) |
Net realized gain/(loss) from investments | | | 1,987,089 | | | | 38,840,504 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (38,006,083 | ) | | | 51,272,470 | |
Net increase/(decrease) in net assets resulting from operations | | | (36,050,648 | ) | | | 89,901,739 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | | | | | |
Total distributable earnings | | | (38,776,479 | ) | | | (10,628,260 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (38,776,479 | ) | | | (10,628,260 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 15,034,668 | | | | 17,644,311 | |
Reinvestment of distributions | | | 34,269,675 | | | | 9,704,541 | |
Shares redeemed | | | (28,442,680 | ) | | | (19,750,651 | ) |
Net increase/(decrease) in net assets resulting from capital share transactions | | | 20,861,663 | | | | 7,598,201 | |
Total increase/(decrease) in net assets | | | (53,965,464 | ) | | | 86,871,680 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | $ | 349,352,057 | | | | 262,480,377 | |
End of period | | $ | 295,386,593 | | | $ | 349,352,057 | |
| | | | | | | | |
SHARE TRANSACTIONS: | | | | | | | | |
Shares sold | | | 1,172,335 | | | | 1,198,238 | |
Shares reinvested | | | 2,836,894 | | | | 714,620 | |
Shares redeemed | | | (2,379,111 | ) | | | (1,350,953 | ) |
Net increase/(decrease) in shares | | | 1,630,118 | | | | 561,905 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders from net realized capital gains were $(10,628,260) during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $0. |
The accompanying notes are an integral part of the financial statements.
16
ADARA SMALLER COMPANIES FUND
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Period October 21, 2014(1) to August 31, 2015 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 16.76 | | | $ | 12.94 | | | $ | 11.20 | | | $ | 10.59 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | — | (3) | | | (0.01 | ) | | | (0.02 | ) | | | (0.03 | ) | | | (0.04 | ) |
Net realized and unrealized gain/(loss) from investments | | | (1.75 | ) | | | 4.36 | | | | 1.76 | | | | 0.64 | | | | 0.63 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.75 | ) | | | 4.35 | | | | 1.74 | | | | 0.61 | | | | 0.59 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | |
Net realized capital gains | | | (1.87 | ) | | | (0.53 | ) | | | — | | | | — | (3) | | | — | |
Total dividends and distributions to shareholders | | | (1.87 | ) | | | (0.53 | ) | | | — | | | | — | | | | — | |
Net asset value, end of period | | $ | 13.14 | | | $ | 16.76 | | | $ | 12.94 | | | $ | 11.20 | | | $ | 10.59 | |
Total investment return/(loss)(4) | | | (9.44 | )%(5) | | | 34.54 | % | | | 15.54 | % | | | 5.76 | % | | | 5.90 | %(5) |
| | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 295,387 | | | $ | 349,352 | | | $ | 262,480 | | | $ | 225,101 | | | $ | 212,934 | |
Ratio of expenses to average net assets | | | 0.92 | %(6) | | | 0.90 | % | | | 0.92 | % | | | 1.15 | % | | | 1.15 | %(6) |
Ratio of net investment income/(loss) to average net assets | | | (0.02 | )%(6) | | | (0.07 | )% | | | (0.15 | )% | | | (0.26 | )% | | | (0.41 | )%(6) |
Portfolio turnover rate | | | 42 | %(5) | | | 86 | % | | | 88 | % | | | 101 | % | | | 95 | %(5) |
(1) | Commencement of operations. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Amount represents less than $0.005 per share. |
(4) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
The accompanying notes are an integral part of the financial statements.
17
ADARA SMALLER COMPANIES FUND
NOTES TO FINANCIAL STATEMENTS
february 28, 2019 (unaudited)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Adara Smaller Companies Fund (the “Fund”), which commenced investment operations on October 21, 2014.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund’s investment objective seeks capital appreciation.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Fund is February 28, 2019, and the period covered by these Notes to Financial Statements is for the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION – The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. Investments in other open-end investment companies, if any, are valued based on the NAV of those investment companies (which may use fair value pricing as disclosed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
FAIR VALUE MEASUREMENTS – The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● Level 1 — | Prices are determined using quoted prices in active markets for identical securities. |
| ● Level 2 — | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● Level 3 — | Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
18
ADARA SMALLER COMPANIES FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
february 28, 2019 (unaudited)
The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Common Stocks | | $ | 282,041,315 | | | $ | 282,041,315 | | | $ | — | | | $ | — | |
Short-Term Investments | | | 13,199,625 | | | | 13,199,625 | | | | — | | | | — | |
Total Investments* | | $ | 295,240,940 | | | $ | 295,240,940 | | | $ | — | | | $ | — | |
* Please refer to the Portfolio of Investments for further details.
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers are disclosed if the Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
REITS — The Fund has made certain investments in real estate investment trusts (“REITs”) which pay dividnds to their shareholders based upon available funds from operations. It is quite common for these dividends to exceed the REITs’ taxable earnings and profits resulting in the excess portion being designated as a return of capital. The Fund intends to include the gross dividends from such REITs in its annual distributions to shareholders and, accordingly, a portion of the Fund’s distributions may also be designated as a return of capital.
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are
19
ADARA SMALLER COMPANIES FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
february 28, 2019 (unaudited)
allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains (including net short-term capital gains), if any, are declared and paid at least annually to shareholders recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
OTHER — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
Altair Advisers, LLC (“Altair” or the “Adviser”) serves as the investment adviser to the Fund. Aperio Group, LLC, Driehaus Capital Management, LLC, Granite Investment Partners, LLC, Pacific Ridge Capital Partners, LLC, Pier Capital, LLC and River Road Asset Management, LLC each serve as an investment sub-adviser (“Sub-Adviser”) to the Fund.
The Fund is managed by the Adviser and one or more Sub-Advisers unaffiliated with the Adviser. The Adviser also has the ultimate responsibility to oversee the Sub-Advisers, and to recommend their hiring, termination and replacement, subject to approval by the Board. The Adviser has an investment team that is jointly responsible for the day-to-day management of the Fund. The Sub-Advisers provide investment advisory services to the portion of the Fund’s portfolio allocated to them by the Adviser. The Adviser and the Fund have entered into sub-advisory agreements with the Sub-Advisers to manage the Fund, subject to supervision of the Adviser and the Board, and in accordance with the investment objective and restrictions of the Fund. The Fund compensates the Sub-Advisers for their services at an annual rate based on the Fund’s average daily net assets, (the “Sub-Advisory Fee”), not to exceed 1.00%, payable on a monthly basis in arrears.
During the current fiscal period, collectively, sub-advisory fees accrued were $1,141,817, or the rate of 0.78%.
The Fund is currently only available to clients of the Adviser and to other investors at the Fund’s discretion. The Adviser does not receive a separate management fee from the Fund. However, pursuant to the Fund’s investment advisory agreement with the Adviser, the Adviser is entitled to receive reimbursement for out-of-pocket expenses it incurs in connection with its compliance monitoring of Fund trading, up to 0.01% of the Fund’s average daily net assets.
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
20
ADARA SMALLER COMPANIES FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
february 28, 2019 (unaudited)
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statement of Operations.
3. Director and Officer Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary, and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
4. Purchases and Sales of Investment Securities
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments) of the Fund were as follows:
| PURCHASES | | | SALES | |
| $ | 120,482,849 | | | $ | 135,849,412 | |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
5. Federal Income Tax Information
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows:
| FEDERAL TAX COST | | | UNREALIZED APPRECIATION | | | UNREALIZED (DEPRECIATION) | | | Net Unrealized Appreciation/ (Depreciation) | |
| $ | 245,099,590 | | | $ | 110,894,165 | | | $ | (7,990,106 | ) | | $ | 102,904,059 | |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes
21
ADARA SMALLER COMPANIES FUND
NOTES TO FINANCIAL STATEMENTS (Continued)
february 28, 2019 (unaudited)
may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018, primarily attributable to current year write-off of net operating loss were reclassified among the following accounts:
| UNDISTRIBUTED NET INVESTMENT INCOME/(LOSS) | | | ACCUMULATED NET REALIZED GAIN/(LOSS) | | | PAID-IN CAPITAL | |
| $ | 448,185 | | | $ | (448,185 | ) | | $ | — | |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
| UNDISTRIBUTED ORDINARY INCOME | | | UNDISTRIBUTED LONG-TERM CAPITAL GAINS | | | CAPITAL LOSS CARRYFORWARDS | | | NET UNREALIZED APPRECIATION/ (DEPRECIATION) | | | QUALIFIED LATE-YEAR LOSSES | |
| $ | 9,398,378 | | | $ | 23,386,032 | | | $ | — | | | $ | 102,904,059 | | | $ | — | |
The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018 were as follows:
| | ORDINARY INCOME | | | LONG-TERM GAINS | | | TOTAL | |
2018 | | $ | 1,402,124 | | | $ | 9,226,136 | | | $ | 10,628,260 | |
Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2018, the Fund had no capital loss carryforwards.
6. NEW ACCOUNTING PRONOUNCEMENTS
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurement. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the
22
ADARA SMALLER COMPANIES FUND
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)
february 28, 2019 (unaudited)
total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
7. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
23
ADARA SMALLER COMPANIES FUND
Other Information (Unaudited)
Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (844) 261-6482 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q or successor form. The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
24
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Investment Adviser
Altair Advisers, LLC
303 West Madison Street, Suite 600
Chicago, IL 60606
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
Two Commerce Square
2001 Market Street, Suite 1800
Philadelphia, PA 19103
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
ADA-SAR19
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039112_i.jpg)
AQUARIUS INTERNATIONAL FUND
of
The RBB Fund, Inc.
SEMI-ANNUAL REPORT
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-844-261-6482.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-844-261-6482 to inform the Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.
This report is submitted for the general information of the shareholders of the Fund.
It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.
AQUARIUS INTERNATIONAL FUND
SEMI-Annual Report
Performance Data
FEBRUARY 28, 2019 (Unaudited)
Average Annual Total Returns for the Period Ended February 28, 2019 | |
| Six Months† | Since Inception | |
Aquarius International Fund | -2.12% | -5.94%* | |
MSCI ACWI ex USA Index | -2.34% | -6.01%** | |
* | The Fund commenced operations on April 17, 2018. |
** | Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself. |
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (844) 261-6482.
The Fund’s total annual Fund operating expenses, as stated in the current prospectus dated December 31, 2018, are 0.82% of average daily net assets. This ratio may differ from the actual expenses incurred by the Fund for the period covered by this report.
The Fund invests in common stocks, preferred stocks, warrants to acquire common stocks and securities convertible into common stocks. Portfolio composition is subject to change.
The MSCI ACWI ex USA Index captures large and mid cap representation across 22 of 23 Developed Markets (DM) countries (excluding the US) and 24 Emerging Markets (EM) countries. With 2,137 constituents, the index covers approximately 85% of the global equity opportunity set outside the US.
Investment Considerations
Investing in the Fund involves risk and an investor may lose money. The success of the Fund’s strategy depends on the Adviser’s ability to select Sub-Advisers and each manager’s ability to select investments for the Fund. The Fund may invest in riskier type investments including small, micro-cap and large cap stocks, IPOs, special situations, foreign markets, emerging markets and illiquid securities all of which may be more volatile and less liquid.
1
AQUARIUS INTERNATIONAL FUND
Fund Expense Example
FEBRUARY 28, 2019 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2018 through February 28, 2019 and held for the entire period.
Actual Expenses
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the accompanying 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.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period* | Annualized Expense Ratio | Actual Six-Month Total Investment Return for the Fund |
Actual | $1,000.00 | $ 978.80 | $4.71 | 0.96% | -2.12% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,020.03 | 4.81 | 0.96 | N/A |
* | Expenses are equal to the Fund’s annualized since inception expense ratio, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. The Fund’s ending account value on the first line in the table is based on the actual six-month total investment return for the Fund. |
2
AQUARIUS INTERNATIONAL FUND
Portfolio Holdings Summary Table
FEBRUARY 28, 2019 (Unaudited)
The following table presents a summary by security type of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
COMMON STOCKS: | | | | | | | | |
Banks | | | 8.1 | % | | $ | 11,627,537 | |
Pharmaceuticals | | | 7.7 | | | | 10,889,658 | |
Insurance | | | 7.0 | | | | 9,980,474 | |
Telecommunications | | | 5.0 | | | | 7,088,997 | |
Commercial Services | | | 4.5 | | | | 6,419,375 | |
Oil & Gas | | | 4.4 | | | | 6,343,881 | |
Beverages | | | 3.8 | | | | 5,475,462 | |
Food | | | 3.3 | | | | 4,780,064 | |
Chemicals | | | 3.2 | | | | 4,632,500 | |
Internet | | | 3.0 | | | | 4,274,202 | |
Investment Companies | | | 3.0 | | | | 4,234,506 | |
Retail | | | 2.8 | | | | 4,078,175 | |
Electronics | | | 2.7 | | | | 3,911,137 | |
Diversified Financial Services | | | 2.5 | | | | 3,634,151 | |
Machinery-Diversified | | | 2.4 | | | | 3,519,300 | |
Semiconductors | | | 2.4 | | | | 3,406,971 | |
Media | | | 1.9 | | | | 2,744,330 | |
Building Materials | | | 1.7 | | | | 2,451,925 | |
Software | | | 1.6 | | | | 2,324,310 | |
Cosmetics/Personal Care | | | 1.5 | | | | 2,190,578 | |
Miscellaneous Manufacturing | | | 1.5 | | | | 2,122,766 | |
Real Estate | | | 1.3 | | | | 1,852,385 | |
Lodging | | | 1.2 | | | | 1,737,497 | |
Distribution/Wholesale | | | 1.2 | | | | 1,679,296 | |
REITS | | | 1.1 | | | | 1,565,532 | |
Household Products/Wares | | | 1.0 | | | | 1,430,202 | |
Healthcare-Services | | | 0.9 | | | | 1,263,094 | |
Agriculture | | | 0.8 | | | | 1,136,382 | |
Airlines | | | 0.7 | | | | 1,056,954 | |
Water | | | 0.7 | | | | 1,050,440 | |
Home Builders | | | 0.7 | | | | 1,043,861 | |
Apparel | | | 0.6 | | | | 846,540 | |
Mining | | | 0.6 | | | | 814,361 | |
Auto Manufacturers | | | 0.5 | | | | 757,701 | |
Electric | | | 0.5 | | | | 708,078 | |
Auto Parts & Equipment | | | 0.5 | | | | 667,456 | |
Advertising | | | 0.3 | | | | 503,837 | |
Transportation | | | 0.3 | | | | 500,328 | |
Healthcare-Products | | | 0.3 | | | | 453,552 | |
Engineering & Construction | | | 0.2 | | | | 360,754 | |
Computers | | | 0.2 | | | | 328,032 | |
Aerospace/Defense | | | 0.2 | % | | | 279,946 | |
Hand/Machine Tools | | | 0.2 | | | | 267,844 | |
Machinery-Construction & Mining | | | 0.2 | | | | 236,928 | |
Holding Companies-Diversification | | | 0.1 | | | | 209,700 | |
Gas | | | 0.1 | | | | 207,372 | |
Iron/Steel | | | 0.1 | | | | 186,748 | |
Pipelines | | | 0.1 | | | | 181,397 | |
Coal | | | 0.1 | | | | 135,306 | |
Private Equity | | | 0.1 | | | | 126,490 | |
Biotechnology | | | 0.1 | | | | 117,825 | |
Electrical Components & Equipment | | | 0.1 | | | | 116,363 | |
Home Furnishings | | | 0.1 | | | | 107,607 | |
Forest Products & Paper | | | 0.0 | | | | 91,198 | |
Office & Business Equipment | | | 0.0 | | | | 65,434 | |
Toys/Games/Hobbies | | | 0.0 | | | | 52,529 | |
Food Service | | | 0.0 | | | | 48,123 | |
Packaging & Containers | | | 0.0 | | | | 43,847 | |
Leisure Time | | | 0.0 | | | | 35,897 | |
Entertainment | | | 0.0 | | | | 34,420 | |
Energy-Alternate Sources | | | 0.0 | | | | 19,079 | |
EXCHANGE TRADED FUNDS: | | | | | | | | |
Other Investment Pools and Funds | | | 0.5 | | | | 643,292 | |
Diversified Financial Services | | | 0.2 | | | | 308,528 | |
PREFERRED STOCKS: | | | | | | | | |
Cosmetics/Personal Care | | | 0.6 | | | | 847,986 | |
Semiconductors | | | 0.5 | | | | 692,699 | |
Chemicals | | | 0.5 | | | | 664,571 | |
Banks | | | 0.3 | | | | 415,001 | |
Auto Manufacturers | | | 0.2 | | | | 274,173 | |
Food | | | 0.1 | | | | 168,045 | |
Telecommunications | | | 0.0 | | | | 20,342 | |
SHORT-TERM INVESTMENTS | | | 12.2 | | | | 17,538,845 | |
LIABILITIES IN EXCESS OF OTHER ASSETS | | | (4.2 | ) | | | (6,005,023 | ) |
NET ASSETS | | | 100.0 | % | | $ | 144,019,093 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
3
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
COMMON STOCKS — 89.1% | | | | | | | | |
| | | | | | | | |
Advertising — 0.3% | | | | | | | | |
Dentsu, Inc. | | | 600 | | | $ | 25,074 | |
WPP, PLC | | | 41,144 | | | | 451,048 | |
WPP, PLC, SP ADR | | | 504 | | | | 27,715 | |
| | | | | | | 503,837 | |
Aerospace/Defense — 0.2% | | | | | | | | |
Airbus SE, ADR | | | 3,036 | | | | 97,638 | |
CAE, Inc. | | | 913 | | | | 19,273 | |
IHI Corp. | | | 1,000 | | | | 26,395 | |
Rolls-Royce Holdings, PLC* | | | 2,516 | | | | 31,917 | |
Safran SA, ADR | | | 1,312 | | | | 44,687 | |
Safran SA | | | 231 | | | | 31,489 | |
Thales SA | | | 232 | | | | 28,547 | |
| | | | | | | 279,946 | |
Agriculture — 0.8% | | | | | | | | |
British American Tabacco, PLC, SP ADR | | | 3,096 | | | | 113,747 | |
Imperial Brands, PLC, SP ADR | | | 1,497 | | | | 50,292 | |
Japan Tobacco, Inc. | | | 1,822 | | | | 46,402 | |
Origin Enterprises, PLC | | | 147,132 | | | | 906,585 | |
Swedish Match AB | | | 413 | | | | 19,356 | |
| | | | | | | 1,136,382 | |
Airlines — 0.7% | | | | | | | | |
Ryanair Holding, PLC, SP ADR* | | | 13,783 | | | | 1,027,385 | |
Singapore Airlines Ltd. | | | 4,000 | | | | 29,569 | |
| | | | | | | 1,056,954 | |
Apparel — 0.6% | | | | | | | | |
Adidas AG, SP ADR | | | 526 | | | | 63,856 | |
Gildan Activewear, Inc. | | | 1,268 | | | | 45,230 | |
Hermes International | | | 80 | | | | 50,662 | |
Kering SA | | | 139 | | | | 75,833 | |
LVMH Moet Hennessy Louis Vuitton SE | | | 371 | | | | 127,323 | |
LVMH Moet Hennessy Louis Vuitton SE, ADR | | | 2,000 | | | | 137,230 | |
NIKE, Inc., Class B | | | 1,904 | | | | 163,230 | |
Shenzhou International Group Holdings, Ltd. | | | 14,656 | | | | 183,176 | |
| | | | | | | 846,540 | |
Auto Manufacturers — 0.5% | | | | | | | | |
Bayerische Motoren Werke AG | | | 682 | | | | 57,650 | |
Daimler AG | | | 1,727 | | | | 103,706 | |
Ferrari NV | | | 159 | | | | 20,393 | |
Geely Automobile Holdings Ltd. | | | 6,982 | | | | 13,114 | |
Honda Motor Ltd., SP ADR | | | 2,137 | | | | 60,413 | |
Hyundai Motor Co. | | | 427 | | | | 48,004 | |
Nissan Motor Co., Ltd. | | | 5,100 | | | | 44,193 | |
Peugeot SA | | | 1,067 | | | | 27,129 | |
Auto Manufacturers — (Continued) | | | | |
Renault SA | | | 426 | | | | 29,192 | |
Subaru Corp. | | | 1,000 | | | | 25,479 | |
Suzuki Motor Corp. | | | 600 | | | | 30,810 | |
Tata Motors, Ltd., SP ADR* | | | 3,811 | | | | 47,638 | |
Toyota Motor Corp., SP ADR | | | 1,378 | | | | 166,793 | |
Volkswagen AG | | | 168 | | | | 29,710 | |
Volvo AB, Class B | | | 3,636 | | | | 53,477 | |
| | | | | | | 757,701 | |
Auto Parts & Equipment — 0.5% | | | | |
Bridgestone Corp. | | | 1,219 | | | | 48,286 | |
Continental AG | | | 83 | | | | 13,594 | |
Denso Corp. | | | 34 | | | | 1,465 | |
Fuyao Glass Industrials Group, Ltd. (a) | | | 127,600 | | | | 456,025 | |
Hyundai Mobis Co., Ltd. | | | 267 | | | | 52,277 | |
Michelin | | | 299 | | | | 35,842 | |
Sumitomo Electric Industries, Ltd. | | | 2,800 | | | | 39,089 | |
Valeo SA | | | 664 | | | | 20,878 | |
| | | | | | | 667,456 | |
Banks — 8.1% | | | | | | | | |
Abu Dhabi Community Bank. | | | 72,560 | | | | 188,500 | |
Agricultural Bank of China Ltd. | | | 130,000 | | | | 62,277 | |
Aozora Bank Ltd. | | | 2,000 | | | | 57,750 | |
Australia & New Zealand Banking Group, Ltd. | | | 4,273 | | | | 84,890 | |
Banco Bilbao Vizcaya Argentaria, SP ADR | | | 10,540 | | | | 65,137 | |
Banco do Brasil SA, SP ADR | | | 3,372 | | | | 45,556 | |
Banco Santander Brasil SA, ADR | | | 1,117 | | | | 13,382 | |
Banco Santander Mexico SA Institucion de Banca Multiple Grupo Financiero Santand, ADR | | | 6,639 | | | | 45,212 | |
Banco Santander SA, SP ADR | | | 20,753 | | | | 100,860 | |
Bangkok Bank | | | 113,800 | | | | 772,391 | |
Bank Central Asia Tbk PT | | | 180,504 | | | | 353,190 | |
Bank Leumi Le Israel | | | 174,384 | | | | 1,153,337 | |
Bank Mandiri Persero Tbk PT | | | 377,380 | | | | 190,945 | |
Bank Mandiri Persero Tbk PT, ADR | | | 4,332 | | | | 43,797 | |
Bank Montreal | | | 771 | | | | 60,092 | |
Bank of China, Ltd. | | | 41,028 | | | | 19,138 | |
Bank of Ireland Group, PLC | | | 165,893 | | | | 1,077,826 | |
Bank of Nova Scotia, (The) | | | 2,558 | | | | 142,122 | |
Bank Rakyat Indonesia Persero Tbk PT, ADR | | | 1,382 | | | | 18,802 | |
Barclays, PLC, SP ADR | | | 6,946 | | | | 60,152 | |
BDO Unibank, Inc. | | | 83,500 | | | | 205,870 | |
BOC Hong Kong Holdings, Ltd. | | | 7,000 | | | | 29,241 | |
Canadian Imperial Bank of Commerce | | | 562 | | | | 47,680 | |
The accompanying notes are an integral part of the financial statements.
4
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Banks — (Continued) | | | | | | | | |
China Construction Bank Corp. | | | 354,718 | | | $ | 315,795 | |
China Merchants Bank Co., Ltd. | | | 6,063 | | | | 27,823 | |
China Minsheng Banking Corp., Ltd. | | | 77,000 | | | | 59,439 | |
CITIC, Ltd. | | | 15,542 | | | | 23,654 | |
Commercial International Bank Egypt SAE | | | 26,899 | | | | 107,755 | |
Commerzbank AG* | | | 4,316 | | | | 35,574 | |
Commonwealth Bank Of Australia | | | 2,556 | | | | 134,101 | |
Credicorp, Ltd. | | | 1,172 | | | | 284,901 | |
Credit Agricole SA | | | 2,988 | | | | 38,242 | |
Credit Suisse Group AG, SP ADR* | | | 5,030 | | | | 61,919 | |
Dah Sing Financial Holdings, Ltd. | | | 115,200 | | | | 632,940 | |
DBS Group Holdings Ltd., SP ADR | | | 886 | | | | 65,050 | |
DBS Group Holdings, Ltd. | | | 60,000 | | | | 1,100,025 | |
Deutsche Bank AG | | | 4,143 | | | | 38,281 | |
DNB ASA | | | 2,001 | | | | 38,327 | |
Erste Group Bank AG | | | 1,151 | | | | 43,407 | |
FirstRand, Ltd. | | | 54,624 | | | | 248,772 | |
Grupo Financiero Banorte SAB de CV, SP ADR | | | 1,301 | | | | 35,257 | |
Grupo Financiero Galicia SA, ADR | | | 1,800 | | | | 55,026 | |
Hang Seng Bank, Ltd. | | | 1,800 | | | | 44,575 | |
HDFC Bank, Ltd., ADR | | | 5,020 | | | | 507,622 | |
HSBC Holdings, PLC, SP ADR | | | 3,586 | | | | 146,416 | |
ICICI Bank, Ltd., SP ADR | | | 41,225 | | | | 406,478 | |
Industrial & Commerical Bank China, Ltd. | | | 529,734 | | | | 408,581 | |
ING Groep NV, SP ADR | | | 4,860 | | | | 64,249 | |
Intesa Sanpaolo | | | 9,153 | | | | 22,520 | |
Kasikornbank PCL, ADR | | | 3,486 | | | | 87,324 | |
Kasikornbank PCL, NVDR | | | 28,160 | | | | 176,411 | |
Lloyds Banking Group PLC, ADR | | | 26,067 | | | | 86,542 | |
Macquarie Group, Ltd. | | | 679 | | | | 61,996 | |
Mediobanca Banca di Credito Finanziario SpA | | | 2,387 | | | | 23,891 | |
Mitsubishi UFJ Financial Group Inc., SP ADR | | | 16,015 | | | | 83,598 | |
Mizuho Financial Group, Inc. | | | 35,600 | | | | 55,978 | |
Natixis SA | | | 7,591 | | | | 41,680 | |
Nedbank Group Ltd., SP ADR | | | 877 | | | | 17,935 | |
Nedbank Group Ltd. | | | 1,180 | | | | 23,767 | |
Nordea Bank Abp | | | 3,315 | | | | 30,033 | |
OTP Bank, PLC | | | 2,631 | | | | 111,274 | |
Oversea-Chinese Bank Corp., Ltd. | | | 6,614 | | | | 53,960 | |
Raiffeisen Bank International AG | | | 1,060 | | | | 27,009 | |
Resona Holdings, Inc. | | | 17 | | | | 77 | |
Royal Bank Canada | | | 1,437 | | | | 112,345 | |
Banks — (Continued) | | | | | | | | |
Royal Bank of Scotland Group PLC, SP ADR | | | 6,437 | | | | 45,767 | |
Sberbank Russia, SP ADR | | | 18,272 | | | | 232,968 | |
Skandinaviska Enskilda Banken AB | | | 2,420 | | | | 24,619 | |
Standard Bank Group Ltd. | | | 10,733 | | | | 147,254 | |
Standard Chart, PLC | | | 4,927 | | | | 39,291 | |
Sumitomo Mitsui Financial Group Inc., SP ADR | | | 10,200 | | | | 72,828 | |
Svenska Handelsbanken AB | | | 1,941 | | | | 22,113 | |
Toronto-Dominion Bank, (The) | | | 1,931 | | | | 110,801 | |
UniCredit SpA | | | 3,755 | | | | 50,996 | |
United Overseas Bank, Ltd. | | | 27 | | | | 498 | |
Westpac Banking Corp., SP ADR | | | 5,311 | | | | 101,706 | |
| | | | | | | 11,627,537 | |
Beverages — 3.8% | | | | | | | | |
Ambev SA, ADR | | | 14,935 | | | | 67,656 | |
Anheuser-Busch InBev SA NV | | | 10,027 | | | | 783,289 | |
Anheuser-Busch InBev SA NV, SP ADR | | | 1,003 | | | | 78,394 | |
Asahi Group Holdings Ltd. | | | 800 | | | | 34,633 | |
China Resources Beer Holdings Co. Ltd. | | | 11,979 | | | | 44,646 | |
Coca-Cola Amatil, Ltd. | | | 237,694 | | | | 1,344,054 | |
Compania Cervecerias Unidas SA, SP ADR | | | 1,398 | | | | 40,151 | |
Diageo, PLC | | | 41,017 | | | | 1,588,349 | |
Diageo, PLC, SP ADR | | | 808 | | | | 125,062 | |
Fomento Economico Mexicano SAB de CV, SP ADR | | | 383 | | | | 34,711 | |
Heineken Holding NV | | | 491 | | | | 47,446 | |
Heineken NV | | | 1,984 | | | | 199,709 | |
Kirin Holdings Co. | | | 1,057 | | | | 23,684 | |
Pernod Ricard SA | | | 330 | | | | 56,796 | |
Thai Beverage, PLC | | | 1,672,000 | | | | 1,006,882 | |
| | | | | | | 5,475,462 | |
Biotechnology — 0.1% | | | | | | | | |
CSL Ltd. | | | 628 | | | | 86,069 | |
Genmab A/S* | | | 184 | | | | 31,756 | |
| | | | | | | 117,825 | |
Building Materials — 1.7% | | | | | | | | |
Cie de Saint-Gobain | | | 862 | | | | 31,022 | |
CRH, PLC | | | 27,245 | | | | 863,516 | |
CRH, PLC, SP ADR | | | 1,441 | | | | 45,737 | |
Daikin Industries, Ltd. | | | 149 | | | | 16,220 | |
Geberit AG | | | 90 | | | | 35,892 | |
HeidelbergCement AG | | | 617 | | | | 45,399 | |
LafargeHolcim, Ltd.* | | | 797 | | | | 39,386 | |
Sika AG | | | 10,075 | | | | 1,360,916 | |
TOTO Ltd. | | | 365 | | | | 13,837 | |
| | | | | | | 2,451,925 | |
The accompanying notes are an integral part of the financial statements.
5
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Chemicals — 3.2% | | | | | | | | |
Air Liquide SA | | | 14,761 | | | $ | 1,839,951 | |
Akzo Nobel NV | | | 417 | | | | 37,805 | |
Asahi Kasei Corp. | | | 3,000 | | | | 32,802 | |
BASF SE | | | 1,050 | | | | 79,923 | |
BASF SE, SP ADR | | | 1,636 | | | | 31,231 | |
Covestro AG (a) | | | 558 | | | | 31,771 | |
Croda International, PLC | | | 22,724 | | | | 1,449,794 | |
Formosa Plastic Corp. | | | 35,372 | | | | 117,270 | |
Fuchs Petrolub SE | | | 14,943 | | | | 608,636 | |
Givaudan SA | | | 18 | | | | 44,989 | |
Kansai Paint Co. Ltd. | | | 1,360 | | | | 25,070 | |
Kuraray Co., Ltd. | | | 8 | | | | 108 | |
LG Chem, Ltd. | | | 190 | | | | 65,861 | |
Linde AG | | | 18 | | | | 3,991 | |
Mexichem SAB de CV | | | 21,787 | | | | 52,983 | |
Mitsui Chemicals, Inc. | | | 22 | | | | 537 | |
Nippon Paint Holdings Co. Ltd. | | | 422 | | | | 16,270 | |
Nitto Denko Corp. | | | 500 | | | | 26,780 | |
Novozymes A/S | | | 963 | | | | 43,729 | |
Nutrien, Ltd. | | | 1,255 | | | | 68,322 | |
Shin-Etsu Chemical Co., Ltd. | | | 654 | | | | 54,677 | |
| | | | | | | 4,632,500 | |
Coal — 0.1% | | | | | | | | |
China Shenhua Energy Co. Ltd. | | | 54,911 | | | | 135,306 | |
Commercial Services — 4.5% | | | | | | | | |
Adecco Group AG | | | 374 | | | | 19,373 | |
ALD SA (a) | | | 46,086 | | | | 664,967 | |
Atlantia SpA | | | 534 | | | | 12,983 | |
Bureau Veritas SA | | | 19,478 | | | | 465,206 | |
CCR SA | | | 7,797 | | | | 29,684 | |
China Merchants Port Holdings Co. Ltd. | | | 20,000 | | | | 42,023 | |
Experian, PLC | | | 2,543 | | | | 66,155 | |
IHS Markit, Ltd.* | | | 8,280 | | | | 440,247 | |
Intertek Group, PLC | | | 31,464 | | | | 2,123,006 | |
IWG, PLC | | | 126,993 | | | | 386,391 | |
New Oriental Education & Tech Group Inc., SP ADR* | | | 662 | | | | 54,324 | |
Recruit Holdings Co., Ltd. | | | 1,992 | | | | 55,846 | |
RELX, PLC | | | 72,966 | | | | 1,674,989 | |
RELX, PLC, SP ADR | | | 2,764 | | | | 63,710 | |
Secom Co., Ltd. | | | 358 | | | | 30,967 | |
TAL Education Group, ADR* | | | 6,550 | | | | 233,180 | |
Transurban Group | | | 6,366 | | | | 56,324 | |
| | | | | | | 6,419,375 | |
Computers — 0.2% | | | | | | | | |
CGI, Inc.* | | | 1,074 | | | | 72,012 | |
Check Point Software Technologies Ltd.* | | | 332 | | | | 40,603 | |
Computershare Ltd. | | | 3,157 | | | | 38,620 | |
Computers — (Continued) | | | | | | | | |
Infosys Ltd., SP ADR | | | 9,790 | | | | 104,949 | |
Wipro Ltd., ADR | | | 12,830 | | | | 71,848 | |
| | | | | | | 328,032 | |
Cosmetics/Personal Care — 1.5% | | | | |
Essity AB | | | 1,117 | | | | 31,170 | |
Kao Corp. | | | 1,250 | | | | 94,772 | |
LG Household & Health Care, Ltd. | | | 167 | | | | 184,742 | |
L'Oreal SA | | | 68 | | | | 17,150 | |
L'Oreal SA, ADR | | | 1,120 | | | | 56,515 | |
Shiseido Co., Ltd. | | | 626 | | | | 41,405 | |
Unicharm Corp. | | | 1,470 | | | | 46,825 | |
Unilever NV | | | 2,067 | | | | 111,577 | |
Unilever NV-CVA | | | 29,662 | | | | 1,606,422 | |
| | | | | | | 2,190,578 | |
Distribution/Wholesale — 1.2% | | | | | | | | |
Bunzl, PLC | | | 46,017 | | | | 1,447,890 | |
Itochu Corp. | | | 2,700 | | | | 48,500 | |
Jardine Cycle & Carriage Ltd. | | | 974 | | | | 23,955 | |
Mitsubishi Corp. | | | 2,281 | | | | 64,411 | |
Mitsui & Co., Ltd. | | | 3,159 | | | | 49,720 | |
Sumitomo Corp. | | | 15 | | | | 216 | |
Toyota Tsusho Corp. | | | 1,400 | | | | 44,604 | |
| | | | | | | 1,679,296 | |
Diversified Financial Services — 2.5% | | | | |
B3 SA - Brasil Bolsa Balcao | | | 11,718 | | | | 102,825 | |
BOC Aviation Ltd. (a) | | | 6,600 | | | | 57,055 | |
Deutsche Boerse AG | | | 8,976 | | | | 1,133,294 | |
Hong Kong Exchange & Clearing, Ltd. | | | 2,280 | | | | 78,590 | |
Japan Exchange Group, Inc., ADR | | | 59,700 | | | | 1,056,783 | |
Julius Baer Gruppe | | | 858 | | | | 37,385 | |
KB Financial Group, Inc. | | | 2,481 | | | | 97,783 | |
KB Financial Group, Inc., ADR | | | 1,951 | | | | 76,733 | |
London Stock Exchange Group, PLC | | | 791 | | | | 47,237 | |
Noah Holdings, Ltd., ADR* | | | 2,000 | | | | 115,500 | |
Old Mutual, Ltd. | | | 11,162 | | | | 18,379 | |
ORIX Corp. | | | 53 | | | | 767 | |
Partners Group Holding AG | | | 66 | | | | 47,686 | |
Rathbone Brothers, PLC | | | 22,465 | | | | 686,509 | |
Shinhan Financial Group Co., Ltd. | | | 1,996 | | | | 77,625 | |
| | | | | | | 3,634,151 | |
Electric — 0.5% | | | | | | | | |
AGL Energy Ltd. | | | 1,892 | | | | 28,494 | |
Chubu Electric Power Co., Inc. | | | 1,500 | | | | 23,625 | |
CLP Holdings, Ltd. | | | 1,947 | | | | 23,070 | |
E.ON SE | | | 2,520 | | | | 27,717 | |
The accompanying notes are an integral part of the financial statements.
6
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Electric — (Continued) | | | | | | | | |
Endesa SA | | | 866 | | | $ | 21,815 | |
Enel Americas SA, ADR | | | 4,683 | | | | 41,070 | |
Enel Chile SA, ADR | | | 11,109 | | | | 57,989 | |
Enel SpA | | | 6,768 | | | | 40,927 | |
Engie SA, SP ADR | | | 2,658 | | | | 39,870 | |
Fortis, Inc. | | | 2,870 | | | | 103,463 | |
Iberdrola SA | | | 8,686 | | | | 72,671 | |
Kansai Electric Power Co. Inc., (The) | | | 1,500 | | | | 22,460 | |
Korea Electric Power Corp., SP ADR | | | 2,001 | | | | 30,635 | |
Orsted A/S (a) | | | 381 | | | | 27,655 | |
Sembcorp Industries, Ltd. | | | 307 | | | | 594 | |
SSE, PLC | | | 1,768 | | | | 27,823 | |
Transmissora Alianca de Energia Eletrica SA | | | 17,752 | | | | 118,200 | |
| | | | | | | 708,078 | |
Electrical Components & Equipment — 0.1% | | | | |
Legrand SA | | | 942 | | | | 62,124 | |
Schneider Electric SE | | | 698 | | | | 54,239 | |
| | | | | | | 116,363 | |
Electronics — 2.7% | | | | | | | | |
Assa Abloy AB, Class B | | | 76,172 | | | | 1,574,343 | |
Halma, PLC | | | 74,997 | | | | 1,547,268 | |
Hangzhou Hikvision Digital Technology Co. Ltd. | | | 21,800 | | | | 112,570 | |
Han's Laser Technology Industry Group Co. Ltd. | | | 26,300 | | | | 156,515 | |
Hirose Electric Co., Ltd. | | | 127 | | | | 13,087 | |
Hon Hai Precision* | | | 118,848 | | | | 279,605 | |
Hoya Corp. | | | 670 | | | | 40,962 | |
Kyocera Corp. | | | 900 | | | | 49,728 | |
LG Display Co., Ltd., ADR | | | 3,996 | | | | 37,762 | |
Murata Manufacturing Co., Ltd. | | | 373 | | | | 58,183 | |
Nidec Corp. | | | 339 | | | | 41,114 | |
| | | | | | | 3,911,137 | |
Energy-Alternate Sources — 0.0% | | | | |
Vestas Wind System | | | 229 | | | | 19,079 | |
Engineering & Construction — 0.2% | | | | |
ACS Actividades de Construccion y Servicios SA | | | 976 | | | | 43,240 | |
Bouygues SA | | | 663 | | | | 25,057 | |
Grupo Aeroportuario del Centro Norte SAB de CV | | | 11,804 | | | | 67,268 | |
Grupo Aeroportuario del Sureste SAB de CV, ADR | | | 102 | | | | 17,267 | |
Kajima Corp. | | | 921 | | | | 13,648 | |
LendLease Group | | | 2,252 | | | | 20,583 | |
Shimizu Corp. | | | 3,000 | | | | 26,391 | |
Sydney Airport | | | 8,427 | | | | 43,060 | |
Engineering & Construction — (Continued) | | | | |
Taisei Corp. | | | 1,000 | | | | 47,262 | |
Vinci SA | | | 597 | | | | 56,978 | |
| | | | | | | 360,754 | |
Entertainment — 0.0% | | | | | | | | |
Oriental Land Co., Ltd. | | | 313 | | | | 34,420 | |
Food — 3.3% | | | | | | | | |
Aeon Co., Ltd. | | | 2,176 | | | | 45,912 | |
BIM Birlesik Magazalar AS | | | 3,392 | | | | 54,455 | |
Carrefour SA | | | 1,204 | | | | 24,635 | |
China Mengniu Dairy Co. Ltd.* | | | 38,792 | | | | 119,796 | |
Danone SA, SP ADR | | | 4,155 | | | | 62,824 | |
Foshan Haitian Flavouring & Food Co. Ltd. | | | 6,940 | | | | 79,612 | |
Glanbia, PLC | | | 65,847 | | | | 1,335,425 | |
ICA Gruppen AB | | | 486 | | | | 18,675 | |
J Sainsbury PLC | | | 6,358 | | | | 19,320 | |
Kerry Group, PLC, Class A | | | 6,113 | | | | 628,810 | |
Koninklijke Ahold Delhaize NV | | | 696 | | | | 17,937 | |
Meiji Holdings Co., Ltd. | | | 300 | | | | 23,786 | |
Nestle SA, SP ADR | | | 3,671 | | | | 331,601 | |
Orion Corp. | | | 655 | | | | 64,878 | |
Seven & i Holdings Co., Ltd. | | | 39,769 | | | | 1,750,299 | |
Tesco, PLC | | | 12,787 | | | | 38,369 | |
Wm Morrison Supermarkets PLC | | | 13,967 | | | | 42,669 | |
X5 Retail Group NV, GDR | | | 4,785 | | | | 121,061 | |
| | | | | | | 4,780,064 | |
Food Service — 0.0% | | | | | | | | |
Compass Group, PLC | | | 2,179 | | | | 48,123 | |
Forest Products & Paper — 0.0% | | | | |
Smurfit Kappa Group PLC, ADR | | | 736 | | | | 20,950 | |
Suzano Papel e Celulose SA, SP ADR | | | 876 | | | | 22,303 | |
UPM-Kymmene Corp. | | | 1,590 | | | | 47,945 | |
| | | | | | | 91,198 | |
Gas — 0.1% | | | | | | | | |
Beijing Enterprises Holdings Ltd. | | | 7,500 | | | | 44,019 | |
China Gas Holdings, Ltd. | | | 2,999 | | | | 9,857 | |
ENN Energy Holdings, Ltd. | | | 2,000 | | | | 20,639 | |
Hong Kong & China Gas Co., Ltd. | | | 18,000 | | | | 41,666 | |
National Grid, PLC, SP ADR | | | 793 | | | | 44,805 | |
Snam SpA | | | 9,397 | | | | 46,386 | |
| | | | | | | 207,372 | |
Hand/Machine Tools — 0.2% | | | | | | | | |
Sandvik AB | | | 3,286 | | | | 53,861 | |
Schindler Holding AG | | | 216 | | | | 47,852 | |
Techtronic Industrials Co., Ltd. | | | 24,869 | | | | 166,131 | |
| | | | | | | 267,844 | |
The accompanying notes are an integral part of the financial statements.
7
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Healthcare-Products — 0.3% | | | | | | | | |
Abbott Laboratories | | | 1,296 | | | $ | 100,596 | |
Coloplast A/S | | | 327 | | | | 32,611 | |
Essilor International Cie Generale d'Opitque SA | | | 384 | | | | 46,473 | |
Hengan International Group Co. Ltd. | | | 3,000 | | | | 24,245 | |
Koninklijke Philips NV | | | 1,114 | | | | 44,237 | |
Lifco AB | | | 1,085 | | | | 44,420 | |
Lonza Group AG* | | | 182 | | | | 50,543 | |
Olympus Corp.* | | | 1,000 | | | | 44,407 | |
Sysmex Corp. | | | 400 | | | | 24,189 | |
Terumo Corp. | | | 681 | | | | 41,831 | |
| | | | | | | 453,552 | |
Healthcare-Services — 0.9% | | | | | | | | |
Aier Eye Hospital Group Co. Ltd. | | | 33,376 | | | | 160,671 | |
Fresenius Medical Care AG & Co., KGaA | | | 12,484 | | | | 975,995 | |
Fresenius Medical Care AG & Co., KGaA, ADR | | | 1,104 | | | | 43,144 | |
Fresenius SE & Co., KGaA | | | 707 | | | | 39,721 | |
Sonic Healthcare Ltd. | | | 2,543 | | | | 43,563 | |
| | | | | | | 1,263,094 | |
Holding Companies-Diversification — 0.1% | | | | |
CK Hutchison Holdings, Ltd. | | | 6,000 | | | | 63,840 | |
Jardine Matheson Holdings, Ltd., ADR | | | 237 | | | | 16,403 | |
Jardine Matheson Holdings, Ltd. | | | 293 | | | | 20,067 | |
Jardine Strategic Holdings Ltd. | | | 1,000 | | | | 39,391 | |
Keppel Corp., Ltd. | | | 9,000 | | | | 40,936 | |
Swire Pacific, Ltd., Class A | | | 2,443 | | | | 29,063 | |
| | | | | | | 209,700 | |
Home Builders — 0.7% | | | | | | | | |
Daiwa House Industry Co., Ltd. | | | 730 | | | | 22,608 | |
Persimmon, PLC | | | 835 | | | | 26,970 | |
Sekisui Chemical Co., Ltd. | | | 63,200 | | | | 994,283 | |
| | | | | | | 1,043,861 | |
Home Furnishings — 0.1% | | | | | | | | |
Electrolux AB | | | 972 | | | | 25,407 | |
Panasonic Corp. | | | 20 | | | | 185 | |
Sony Corp., SP ADR | | | 1,709 | | | | 82,015 | |
| | | | | | | 107,607 | |
Household Products/Wares — 1.0% | | | | |
Reckitt Benckiser Group PLC | | | 8,179 | | | | 624,665 | |
Reckitt Benckiser Group, SP ADR | | | 5,160 | | | | 79,516 | |
Societe BIC SA | | | 7,678 | | | | 726,021 | |
| | | | | | | 1,430,202 | |
Insurance — 7.0% | | | | | | | | |
AIA Group, Ltd. | | | 98,276 | | | | 980,827 | |
AIA Group, Ltd., SP ADR | | | 3,872 | | | | 154,067 | |
Insurance — (Continued) | | | | | | | | |
Allianz SE, SP ADR | | | 4,090 | | | | 90,737 | |
Aon, PLC | | | 16,800 | | | | 2,881,704 | |
Assic Generali SpA | | | 2,795 | | | | 49,837 | |
Aviva, PLC | | | 4,276 | | | | 23,969 | |
AXA SA | | | 709 | | | | 17,953 | |
AXA SA, SP ADR | | | 764 | | | | 19,322 | |
Cathay Financials Holdings Co., Ltd. | | | 88,645 | | | | 130,134 | |
China Life Insurance Co., Ltd., ADR | | | 4,936 | | | | 67,722 | |
China Pacific Insurance Group Co., Ltd. | | | 12,200 | | | | 45,902 | |
Hannover Rueck SE | | | 286 | | | | 42,616 | |
Japan Post Holdings Co., Ltd. | | | 1,215 | | | | 14,769 | |
Lancashire Holdings, Ltd. | | | 204,889 | | | | 1,799,190 | |
Legal & General Group PLC | | | 24,158 | | | | 89,895 | |
Manulife Finanical Corp. | | | 2,746 | | | | 46,352 | |
MS&AD Insurance Group Holdings, Inc. | | | 800 | | | | 24,083 | |
Muenchener Rueckversicherungs-Gesellschaft AG | | | 293 | | | | 69,006 | |
NN Group NV | | | 245 | | | | 10,664 | |
Ping An Insurance Group Co., of China Ltd. | | | 61,250 | | | | 647,495 | |
Prudential, PLC, ADR | | | 1,304 | | | | 55,029 | |
QBE Insurance Group Ltd., SP ADR | | | 4,276 | | | | 37,757 | |
Sampo, PLC | | | 26,396 | | | | 1,269,906 | |
Samsung Fire & Marine Insurance Co. Ltd. | | | 454 | | | | 121,704 | |
SCOR SE | | | 784 | | | | 35,273 | |
Sompo Holdings, Inc. | | | 1,000 | | | | 37,415 | |
Sun Life Financial, Inc. | | | 693 | | | | 26,195 | |
Suncorp Group, Ltd. | | | 6,125 | | | | 58,910 | |
Swiss Life Holding AG | | | 124 | | | | 53,959 | |
Swiss Re AG | | | 569 | | | | 56,246 | |
Tokio Marine Holdings, Inc. | | | 1,150 | | | | 56,212 | |
Topdanmark AS | | | 18,624 | | | | 918,450 | |
Zurich Insurance Group AG | | | 143 | | | | 47,174 | |
| | | | | | | 9,980,474 | |
Internet — 3.0% | | | | | | | | |
Alibaba Group Holdings, Ltd., SP ADR* | | | 6,513 | | | | 1,192,074 | |
Baidu, Inc., SP ADR* | | | 373 | | | | 60,627 | |
Ctrip.com International, Ltd., ADR* | | | 1,543 | | | | 52,663 | |
JD.com, Inc., ADR* | | | 2,393 | | | | 66,310 | |
LINE Corp.* | | | 99 | | | | 3,622 | |
MakeMyTrip Ltd.* | | | 3,286 | | | | 92,764 | |
Mercadolibre, Inc.* | | | 414 | | | | 189,939 | |
The accompanying notes are an integral part of the financial statements.
8
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Internet — (Continued) | | | | | | | | |
Naspers, Ltd., SP ADR | | | 465 | | | $ | 20,134 | |
Naver Corp. | | | 160 | | | | 18,905 | |
SINA Corp.* | | | 861 | | | | 58,006 | |
Tencent Holdings, Ltd. | | | 48,055 | | | | 2,057,871 | |
Tencent Holdings, Ltd., ADR | | | 7,294 | | | | 312,256 | |
Weibo Corp., SP ADR* | | | 631 | | | | 45,590 | |
Yandex NV* | | | 3,007 | | | | 103,441 | |
| | | | | | | 4,274,202 | |
Investment Companies — 3.0% | | | | | | | | |
Groupe Bruxelles Lambert SA | | | 25,190 | | | | 2,421,778 | |
Kinnevik AB | | | 849 | | | | 21,485 | |
Melrose Industries, PLC | | | 776,894 | | | | 1,791,243 | |
| | | | | | | 4,234,506 | |
Iron/Steel — 0.1% | | | | | | | | |
ArcelorMittal | | | 2,047 | | | | 46,774 | |
Nippon Steel & Sumitomo Metal Corp. | | | 568 | | | | 10,244 | |
Posco, SP ADR | | | 1,248 | | | | 72,759 | |
Vale SA, SP ADR | | | 4,565 | | | | 56,971 | |
| | | | | | | 186,748 | |
Leisure Time — 0.0% | | | | | | | | |
Shimano, Inc. | | | 236 | | | | 35,897 | |
Lodging — 1.2% | | | | | | | | |
City Developments Ltd. | | | 2,005 | | | | 13,201 | |
Galaxy Entertainment Group Ltd. | | | 54,472 | | | | 386,297 | |
InterContinental Hotels Group PLC | | | 19,356 | | | | 1,157,398 | |
Melco Resorts & Entertainment Ltd., ADR | | | 988 | | | | 22,763 | |
NagaCorp Ltd. | | | 63,769 | | | | 90,142 | |
Sands China, Ltd. | | | 8,636 | | | | 43,076 | |
Whitbread PLC, SP ADR | | | 964 | | | | 15,670 | |
Whitbread, PLC | | | 139 | | | | 8,950 | |
| | | | | | | 1,737,497 | |
Machinery-Construction & Mining — 0.2% | | | | |
ABB Ltd., SP ADR | | | 2,320 | | | | 45,727 | |
Atlas Copco AB | | | 1,701 | | | | 46,102 | |
Hitachi Ltd. | | | 901 | | | | 27,084 | |
Komatsu, Ltd. | | | 1,700 | | | | 41,742 | |
Mitsubishi Electical Corp. | | | 3,000 | | | | 37,613 | |
Mitsubishi Heavy Industries, Ltd. | | | 948 | | | | 38,660 | |
| | | | | | | 236,928 | |
Machinery-Diversified — 2.4% | | | | | | | | |
Amada Co., Ltd. | | | 58,400 | | | | 614,847 | |
Fanuc Corp., ADR | | | 3,060 | | | | 50,612 | |
GEA Group AG | | | 32,946 | | | | 788,093 | |
Keyence Corp. | | | 100 | | | | 58,476 | |
KION Group AG | | | 316 | | | | 17,981 | |
Kone Corp., Class B | | | 15,637 | | | | 764,001 | |
Machinery-Diversified — (Continued) | | | | |
SMC Corp. | | | 110 | | | | 38,481 | |
Spirax-Sarco Engineering, PLC | | | 13,436 | | | | 1,186,809 | |
| | | | | | | 3,519,300 | |
Media — 1.9% | | | | | | | | |
Informa, PLC | | | 5,071 | | | | 47,422 | |
Liberty Media Corp-Liberty Formula One* | | | 5,024 | | | | 156,347 | |
MultiChoice Group, Ltd.*(a) | | | 93 | | | | 0 | |
ProSiebenSat.1 Media SE | | | 1,155 | | | | 21,017 | |
Shaw Communications, Inc. | | | 3,088 | | | | 63,736 | |
Sky, PLC(a) | | | 4,730 | | | | 108,377 | |
Tencent Music Entertainment Group, ADR* | | | 8,382 | | | | 151,044 | |
Thomson Reuters Corp. | | | 976 | | | | 53,104 | |
Vivendi SA | | | 1,715 | | | | 50,082 | |
Wolters Kluwer | | | 31,765 | | | | 2,093,201 | |
| | | | | | | 2,744,330 | |
Mining — 0.6% | | | | | | | | |
Alrosa PJSC | | | 30,874 | | | | 44,494 | |
Anglo American Platinum Ltd. | | | 2,212 | | | | 120,555 | |
Anglo American, PLC | | | 1,881 | | | | 49,887 | |
AngloGold Ashanti, Ltd., SP ADR | | | 2,021 | | | | 28,638 | |
Barrick Gold Corp. | | | 6,196 | | | | 78,317 | |
BHP Billiton Ltd., SP ADR | | | 2,130 | | | | 112,677 | |
Glencore, PLC | | | 18,799 | | | | 75,741 | |
Newcrest Mining Ltd. | | | 1,769 | | | | 30,422 | |
Rio Tinto, PLC, SP ADR | | | 1,536 | | | | 89,395 | |
South32 Ltd. | | | 8,340 | | | | 23,314 | |
Southern Copper Corp. | | | 731 | | | | 26,031 | |
Sumitomo Metal Mining Co. Ltd. | | | 1,000 | | | | 29,318 | |
Teck Resources, Ltd., Class B | | | 1,067 | | | | 23,943 | |
Vedanta, Ltd., ADR | | | 8,503 | | | | 81,629 | |
| | | | | | | 814,361 | |
Miscellaneous Manufacturing — 1.5% | | | | |
CRRC Corp. Ltd. | | | 133,883 | | | | 140,502 | |
Smiths Group, PLC | | | 94,103 | | | | 1,787,223 | |
Sunny Optical Technology Group Co. Ltd. | | | 13,695 | | | | 162,233 | |
Toshiba Corp. | | | 1,047 | | | | 32,808 | |
| | | | | | | 2,122,766 | |
Office & Business Equipment — 0.0% | | | | |
Canon, Inc., SP ADR | | | 2,272 | | | | 65,434 | |
Oil & Gas — 4.4% | | | | | | | | |
BP, PLC, SP ADR | | | 3,333 | | | | 142,152 | |
Canadian Natural Resources, Ltd. | | | 2,143 | | | | 60,861 | |
Cenovus Energy, Inc. | | | 2,381 | | | | 21,810 | |
CNOOC, Ltd. | | | 56,336 | | | | 97,844 | |
CNOOC, Ltd., SP ADR | | | 167 | | | | 29,010 | |
The accompanying notes are an integral part of the financial statements.
9
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Oil & Gas — (Continued) | | | | | | | | |
DCC, PLC | | | 36,120 | | | $ | 3,125,187 | |
Ecopetrol SA, SP ADR | | | 3,252 | | | | 65,820 | |
Encana Corp. | | | 270 | | | | 1,957 | |
Eni SpA | | | 33,119 | | | | 571,166 | |
Eni SpA, SP ADR | | | 3,209 | | | | 110,871 | |
Equinor ASA, SP ADR | | | 2,936 | | | | 65,943 | |
Galp Energia SGPS SA | | | 1,278 | | | | 20,953 | |
Idemitsu Kosan Co. Ltd. | | | 25 | | | | 888 | |
Inpex Corp. | | | 2,538 | | | | 24,618 | |
JXTG Holdings, Inc. | | | 6,600 | | | | 30,833 | |
Lukoil , PJSC, SP ADR | | | 3,751 | | | | 313,396 | |
Novatek PJSC, SP GDR | | | 1,731 | | | | 283,806 | |
Petroleo Brasileiro, SP ADR | | | 21,808 | | | | 342,822 | |
Reliance Industries, Ltd., SP GDR (a) | | | 7,515 | | | | 260,138 | |
Royal Dutch Shell, PLC, Class A, SP ADR | | | 4,770 | | | | 296,742 | |
Showa Shell Sekiyu KK | | | 1,300 | | | | 19,507 | |
Suncor Energy, Inc. | | | 5,173 | | | | 178,262 | |
Total SA, SP ADR | | | 3,408 | | | | 193,949 | |
Ultrapar Participacoes SA, SP ADR | | | 1,854 | | | | 26,123 | |
Woodside Petroleum, Ltd. | | | 2,311 | | | | 59,223 | |
| | | | | | | 6,343,881 | |
Packaging & Containers — 0.0% | | | | |
Amcor Ltd. | | | 4,109 | | | | 43,847 | |
Pharmaceuticals — 7.7% | | | | | | | | |
Alfresa Holdings Corp. | | | 66,800 | | | | 1,937,455 | |
Astellas Pharma, Inc. | | | 2,800 | | | | 43,413 | |
AstraZeneca, PLC, SP ADR | | | 3,070 | | | | 127,651 | |
Bayer AG | | | 5,286 | | | | 422,304 | |
Bayer AG, SP ADR* | | | 4,876 | | | | 97,959 | |
Celltrion, Inc.* | | | 215 | | | | 39,039 | |
Chugai Pharmaceutical Co. Ltd. | | | 700 | | | | 47,647 | |
Daiichi Sankyo Co., Ltd. | | | 916 | | | | 34,318 | |
Dr. Reddy's Laboratories, Ltd., ADR | | | 1,755 | | | | 66,128 | |
Eisai Co Ltd., SP ADR | | | 193 | | | | 15,930 | |
Eisai Co., Ltd. | | | 192 | | | | 15,868 | |
Glaxosmithkline, PLC | | | 61,290 | | | | 1,221,553 | |
Glaxosmithkline, PLC, SP ADR | | | 3,248 | | | | 131,089 | |
Kobayashi Pharmaceutical Co. Ltd. | | | 471 | | | | 38,096 | |
Merck KGaA | | | 371 | | | | 38,338 | |
Novartis AG | | | 18,529 | | | | 1,688,622 | |
Novartis AG, SP ADR | | | 17,277 | | | | 1,576,181 | |
Novo-Nordisk AS, SP ADR | | | 2,422 | | | | 118,557 | |
Ono Pharmaceutical Co. Ltd. | | | 1,100 | | | | 22,622 | |
Otsuka Holdings Co., Ltd., ADR | | | 1,630 | | | | 33,986 | |
Roche Holdings AG | | | 3,793 | | | | 1,052,650 | |
Roche Holdings AG, SP ADR | | | 6,776 | | | | 234,788 | |
Pharmaceuticals — (Continued) | | | | |
Sanofi | | | 18,565 | | | | 1,548,124 | |
Sanofi, ADR | | | 1,006 | | | | 41,850 | |
Santen Pharmaceutical Co. Ltd. | | | 1,300 | | | | 20,315 | |
Shionogi & Co., Ltd. | | | 727 | | | | 46,520 | |
Takeda Pharmaceutical Co., Ltd., SP ADR | | | 3,840 | | | | 77,030 | |
Teva Pharmaceutical Industries, Ltd., SP ADR* | | | 1,126 | | | | 18,951 | |
UCB SA | | | 423 | | | | 35,439 | |
Wuxi Biologics Cayman, Inc. *(a) | | | 10,238 | | | | 97,235 | |
| | | | | | | 10,889,658 | |
Pipelines — 0.1% | | | | | | | | |
Enbridge, Inc. | | | 2,943 | | | | 108,861 | |
TransCanada Corp. | | | 1,622 | | | | 72,536 | |
| | | | | | | 181,397 | |
Private Equity — 0.1% | | | | | | | | |
3i Group, PLC | | | 3,463 | | | | 43,488 | |
Macquarie Korea Infrastructure Fund | | | 9,354 | | | | 83,002 | |
| | | | | | | 126,490 | |
Real Estate — 1.3% | | | | | | | | |
CapitaLand, Ltd. | | | 5,654 | | | | 14,282 | |
China Evergrande Group | | | 111 | | | | 342 | |
China Overseas Land & Investment, Ltd. | | | 13,605 | | | | 50,123 | |
China Resources Land Ltd. | | | 1,714 | | | | 6,394 | |
CK Asset Holdings Ltd. | | | 5,138 | | | | 42,630 | |
Country Garden Holdings Co. Ltd. | | | 31,000 | | | | 40,780 | |
Daito Trust Construction Co., Ltd. | | | 200 | | | | 27,717 | |
Deutsche Wohnen SE | | | 822 | | | | 38,254 | |
Great Eagle Holdings, Ltd. | | | 193,662 | | | | 960,076 | |
Hongkong Land Holdings Ltd. | | | 4,677 | | | | 33,546 | |
Mitsubishi Estate Co., Ltd. | | | 2,000 | | | | 34,357 | |
Mitsui Fudosan Co., Ltd. | | | 2,000 | | | | 47,462 | |
REA Group Ltd. | | | 633 | | | | 36,724 | |
Shanghai Industrial Holdings Ltd. | | | 20,000 | | | | 44,849 | |
SM Prime Holdings, Inc. | | | 156,520 | | | | 115,937 | |
Sumitomo Realty & Development Co. Ltd. | | | 1,000 | | | | 37,430 | |
Sun Hung Kai Properties Ltd. | | | 472 | | | | 7,826 | |
Sunac China Holdings Ltd. | | | 32,076 | | | | 133,964 | |
Swiss Prime Site AG | | | 474 | | | | 39,957 | |
UOL Group, Ltd. | | | 8,000 | | | | 39,182 | |
Vonovia SE | | | 1,036 | | | | 50,144 | |
Wharf Real Estate Investment Co. Ltd. | | | 3,319 | | | | 23,303 | |
Wheelock & Co., Ltd. | | | 4,000 | | | | 27,106 | |
| | | | | | | 1,852,385 | |
The accompanying notes are an integral part of the financial statements.
10
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
REITS — 1.1% | | | | | | | | |
Dexus | | | 2,676 | | | $ | 22,842 | |
Fonciere Des Regions | | | 362 | | | | 36,646 | |
Gecina SA | | | 198 | | | | 29,321 | |
Goodman Group | | | 6,677 | | | | 60,732 | |
Klepierre SA | | | 900 | | | | 31,397 | |
Land Securities Group PLC | | | 2,885 | | | | 34,454 | |
Link | | | 4,903 | | | | 55,459 | |
Merlin Properties Socimi SA | | | 94,010 | | | | 1,217,765 | |
Segro, PLC | | | 5,434 | | | | 47,658 | |
Unibail-Rodamco-Westfield* | | | 3,660 | | | | 29,258 | |
| | | | | | | 1,565,532 | |
Retail — 2.8% | | | | | | | | |
Ace Hardware Indonesia Tbk PT | | | 1,009,659 | | | | 125,941 | |
ANTA Sports Products Ltd. | | | 561 | | | | 3,289 | |
Bidvest Group, Ltd., (The) | | | 2,077 | | | | 30,625 | |
BK Brasil Operacao e Assessoria a Restaurantes SA* | | | 25,961 | | | | 153,299 | |
Cie Financiere Richemont SA | | | 706 | | | | 53,939 | |
Clicks Group, Ltd. | | | 6,222 | | | | 79,756 | |
CP ALL PCL, NVDR | | | 140,625 | | | | 346,648 | |
Fast Retailing Co., Ltd. | | | 47 | | | | 22,107 | |
Industria de Diseno Textil SA | | | 1,252 | | | | 37,793 | |
Koninklijke Ahold Delhaize NV, SP ADR | | | 1,310 | | | | 33,667 | |
Lawson, Inc. | | | 500 | | | | 30,275 | |
Lojas Renner SA | | | 14,722 | | | | 169,359 | |
Mr. Price Group, Ltd. | | | 7,207 | | | | 110,260 | |
Nitori Holdings Co., Ltd. | | | 3 | | | | 375 | |
Swatch Group AG, (The) | | | 4,351 | | | | 1,284,808 | |
Tsuruha Holdings | | | 13,400 | | | | 1,189,628 | |
USS Co. Ltd. | | | 2,140 | | | | 39,047 | |
Wal-Mart de Mexico SAB de CV | | | 100,394 | | | | 259,818 | |
Wal-Mart de Mexico SAB de CV, SP ADR | | | 2,313 | | | | 60,231 | |
Yum China Holdings, Inc. | | | 1,134 | | | | 47,310 | |
| | | | | | | 4,078,175 | |
Semiconductors — 2.4% | | | | | | | | |
ASE Technology Holding Co., Ltd. ADR* | | | 6,033 | | | | 24,313 | |
ASM Pacific Technology Ltd. | | | 9 | | | | 95 | |
ASML Holding NV | | | 415 | | | | 75,891 | |
Infineon Technologies AG, ADR | | | 1,717 | | | | 37,808 | |
Infineon Technologies AG | | | 1,224 | | | | 26,900 | |
Mediatek, Inc. | | | 10,000 | | | | 90,417 | |
NXP Semiconductors NV | | | 544 | | | | 49,678 | |
Rohm Co. Ltd. | | | 40 | | | | 2,532 | |
Samsung Electronic Co., Ltd. | | | 19,114 | | | | 764,977 | |
Samsung Electronic Co., Ltd., GDR | | | 433 | | | | 431,636 | |
SK Hynix, Inc. | | | 2,655 | | | | 164,954 | |
SUMCO Corp. | | | 34 | | | | 434 | |
Semiconductors — (Continued) | | | | | | | | |
Taiwan Semiconductor Manufacturing Co., Ltd. | | | 107,000 | | | | 821,088 | |
Taiwan Semiconductor Manufacturing Co., Ltd., SP ADR | | | 21,288 | | | | 831,296 | |
Tokyo Electron, Ltd. | | | 400 | | | | 54,682 | |
United Microelectronics Corp., SP ADR | | | 16,362 | | | | 30,270 | |
| | | | | | | 3,406,971 | |
Software — 1.6% | | | | | | | | |
Amadeus IT Holdings SA | | | 11,221 | | | | 844,069 | |
CD Projekt SA* | | | 3,783 | | | | 190,043 | |
Linx SA | | | 15,424 | | | | 117,852 | |
NetEase, Inc., ADR | | | 58 | | | | 12,947 | |
Nexon Co. Ltd.* | | | 2,300 | | | | 36,676 | |
Open Text Corp. | | | 1,373 | | | | 52,064 | |
Playtech, PLC | | | 170,136 | | | | 950,673 | |
SAP SE, SP ADR | | | 1,120 | | | | 119,986 | |
| | | | | | | 2,324,310 | |
Telecommunications — 5.0% | | | | | | | | |
America Movil SAB de CV, SP ADR, Class L | | | 1,689 | | | | 24,288 | |
Belgacom SA | | | 23,680 | | | | 625,016 | |
BT Group, PLC, SP ADR | | | 2,267 | | | | 32,758 | |
China Mobile, Ltd. | | | 99,000 | | | | 1,045,685 | |
China Mobile, Ltd., SP ADR | | | 2,029 | | | | 106,908 | |
China Telecom Corp. Ltd. | | | 284,172 | | | | 153,808 | |
Chunghwa Telecom Co., Ltd., SP ADR | | | 3,304 | | | | 115,045 | |
Deutsche Telekom AG | | | 1,666 | | | | 27,463 | |
Elisa OYJ | | | 619 | | | | 25,973 | |
GDS Holdings Ltd., ADR* | | | 2,511 | | | | 83,541 | |
Hellenic Telecommunications Organization SA | | | 6,309 | | | | 80,008 | |
KDDI Corp. | | | 64,047 | | | | 1,547,996 | |
Millicom International Cellular SA, SDR | | | 318 | | | | 19,139 | |
MTN Group, Ltd. | | | 4,952 | | | | 29,293 | |
Nice Sys Ltd., SP ADR* | | | 136 | | | | 16,006 | |
Nippon Telegraph & Telephone Corp. | | | 500 | | | | 21,611 | |
Nippon Telegraph & Telephone Corp. ADR | | | 492 | | | | 21,331 | |
Nokia OYJ, SP ADR | | | 7,532 | | | | 45,870 | |
NTT DOCOMO, Inc. | | | 703 | | | | 16,366 | |
Orange SA, SP ADR | | | 3,273 | | | | 49,880 | |
Rogers Communications, Inc., Class B | | | 1,494 | | | | 82,618 | |
Samsung SDI Co. Ltd. | | | 727 | | | | 153,255 | |
SES SA | | | 932 | | | | 18,722 | |
The accompanying notes are an integral part of the financial statements.
11
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Telecommunications — (Continued) | | | | |
Singapore Telecommunications Ltd. | | | 16,000 | | | $ | 35,633 | |
SK Telecom Ltd., SP ADR | | | 965 | | | | 24,704 | |
Softbank Group Corp., ADR | | | 2,136 | | | | 99,132 | |
Swisscom AG | | | 80 | | | | 37,010 | |
Tele2 AB | | | 1,551 | | | | 20,386 | |
Telefonaktiebolaget LM Ericsson | | | 177,816 | | | | 1,620,836 | |
Telefonaktiebolaget LM Ericsson, SP ADR | | | 2,495 | | | | 22,630 | |
Telefonica SA, SP ADR | | | 7,554 | | | | 65,342 | |
Telekomunikasi Indonesia Persero Tbk PT | | | 626,088 | | | | 171,881 | |
Telekomunikasi Indonesia Persero Tbk PT, SP ADR | | | 663 | | | | 18,285 | |
Telenor ASA | | | 1,910 | | | | 37,248 | |
Tim Participacoes SA, ADR* | | | 1,155 | | | | 18,226 | |
Turkcell Iletisim Hizmetleri AS, ADR | | | 6,775 | | | | 44,715 | |
Vodafone Group, PLC | | | 297,746 | | | | 530,389 | |
| | | | | | | 7,088,997 | |
Toys/Games/Hobbies — 0.0% | | | | | | | | |
Bandai Namco Holdings, Inc. | | | 500 | | | | 21,293 | |
Nintendo, Ltd., ADR | | | 912 | | | | 31,236 | |
| | | | | | | 52,529 | |
Transportation — 0.3% | | | | | | | | |
AP Moller-Maersk, Class B | | | 30 | | | | 40,361 | |
Canadian National Railway Co. | | | 910 | | | | 78,151 | |
Canadian Pacific Railway, Ltd. | | | 211 | | | | 43,567 | |
Central Japan Railway Co. | | | 252 | | | | 56,550 | |
Deutsche Post AG | | | 1,395 | | | | 43,266 | |
DSV AS | | | 413 | | | | 34,352 | |
East Japan Railway Co. | | | 91 | | | | 8,717 | |
Hankyu Hanshin Holdings, Inc. | | | 1,000 | | | | 36,303 | |
Rumo SA* | | | 26,627 | | | | 137,737 | |
West Japan Railway Co. | | | 283 | | | | 21,324 | |
| | | | | | | 500,328 | |
Water — 0.7% | | | | | | | | |
Cia de Saneamento Basico do Estado de Sao Paulo, ADR | | | 1,713 | | | | 17,815 | |
United Utilities Group, PLC | | | 92,665 | | | | 1,032,625 | |
| | | | | | | 1,050,440 | |
TOTAL COMMON STOCKS (Cost =$130,490,819) | | | | | | | 128,450,634 | |
| | | | | | | | |
EXCHANGE TRADED FUNDS — 0.7% | | | | |
| | | | | | | | |
Diversified Financial Services — 0.2% | | | | |
Ishares MSCI India ETF | | | 9,438 | | | | 308,528 | |
Other Investment Pools and Funds — 0.5% | | | | |
Invesco India Exchange-Traded Fund Trust | | | 23,070 | | | | 546,759 | |
iShares MSCI South Korea ETF | | | 1,533 | | | | 96,533 | |
| | | | | | | 643,292 | |
TOTAL EXCHANGE TRADED FUNDS (Cost $1,012,643) | | | | | | | 951,820 | |
| | | | | | | | |
PREFERRED STOCKS — 2.2% | | | | | | | | |
| | | | | | | | |
Auto Manufacturers — 0.2% | | | | | | | | |
Bayerische Motoren Werke AG, 6.267% | | | 3,708 | | | | 274,173 | |
Banks — 0.3% | | | | | | | | |
Banco Bradesco SA, ADR, 2.513% | | | 16,622 | | | | 190,821 | |
Bancolombia SA, SP ADR, 2.779% | | | 463 | | | | 22,381 | |
Itau Unibanco Holdings, SP ADR, 6.696% | | | 21,468 | | | | 201,799 | |
| | | | | | | 415,001 | |
Chemicals — 0.5% | | | | | | | | |
Fuchs Petrolub SE, 2.338% | | | 14,884 | | | | 664,571 | |
Cosmetics/Personal Care — 0.6% | | | | |
LG Household & Health Care, Ltd., 1.242% | | | 1,274 | | | | 847,986 | |
Food — 0.1% | | | | | | | | |
Cia Brasileira de Distribuicao, SP ADR, 1.436% | | | 881 | | | | 21,761 | |
Cia Brasileira de Distribuicao, 1.455% | | | 5,900 | | | | 146,284 | |
| | | | | | | 168,045 | |
Semiconductors — 0.5% | | | | | | | | |
Samsung Electronic Co., Ltd., 3.936% | | | 21,666 | | | | 692,699 | |
Telecommunications — 0.0% | | | | | | | | |
Telefonica Brasil SA, ADR, 8.154% | | | 1,630 | | | | 20,342 | |
| | | | | | | | |
TOTAL PREFERRED STOCKS (Cost $3,319,023) | | | | | | | 3,082,817 | |
| | | | | | | | |
The accompanying notes are an integral part of the financial statements.
12
AQUARIUS INTERNATIONAL FUND
Portfolio of Investments (Concluded)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
SHORT-TERM INVESTMENTS — 12.2% | | | | |
First American Government Obligations Fund Class X, 2.33% (b) | | | 17,538,845 | | | $ | 17,538,845 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $17,538,845) | | | | | | | 17,538,845 | |
TOTAL INVESTMENTS — 104.2% (Cost $152,361,330) | | | | | | | 150,024,116 | |
LIABILITIES IN EXCESS OF OTHER ASSETS — (4.2)% | | | | | | | (6,005,023 | ) |
NET ASSETS — 100.0% | | | | | | $ | 144,019,093 | |
* | Non-income producing security. |
(a) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional buyers. As of February 28, 2019, total market value of Rule 144A securities is $1,594,846 and represents 1.11% of net assets. |
(b) | Seven-day yield as of February 28, 2019. |
ADR | American Depositary Receipt |
GDR | Global Depositary Receipt |
NVDR | Non-Voting Depositary Receipt |
PLC | Public Limited Company |
REIT | Real Estate Investment Trust |
SDR | Special Drawing Rights |
The accompanying notes are an integral part of the financial statements.
13
AQUARIUS INTERNATIONAL FUND
STATEMENT of Assets and Liabilities
FEBRUARY 28, 2019 (Unaudited)
ASSETS | | | | |
Investments, at value (cost $134,822,485) | | $ | 132,485,271 | |
Short-term investments, at value (cost $17,538,845) | | | 17,538,845 | |
Foreign currency at value (cost $21,480) | | | 25,672 | |
Receivables for: | | | | |
Investments sold | | | 3,253,628 | |
Dividends | | | 354,873 | |
Capital shares sold | | | 340,816 | |
Total assets | | | 153,999,105 | |
| | | | |
LIABILITIES | | | | |
Payables for: | | | | |
Investments purchased | | | 9,838,191 | |
Investment sub-advisory fees | | | 52,388 | |
Other accrued expenses and liabilities | | | 89,433 | |
Total liabilities | | | 9,980,012 | |
Net assets | | $ | 144,019,093 | |
| | | | |
NET ASSETS CONSIST OF: | | | | |
Par value | | $ | 15,535 | |
Paid-in capital | | | 158,267,369 | |
Total distributable earnings/(loss) | | | (14,263,811 | ) |
Net assets | | $ | 144,019,093 | |
| | | | |
CAPITAL SHARES: | | | | |
Net Assets | | $ | 144,019,093 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 15,535,092 | |
Net asset value, offering and redemption price per share | | $ | 9.27 | |
The accompanying notes are an integral part of the financial statements.
14
AQUARIUS INTERNATIONAL FUND
Statement of Operations
For the Six Months Ended FEBRUARY 28, 2019 (Unaudited)
INVESTMENT INCOME | | | | |
Dividends (net of foreign taxes withheld of $83,730) | | $ | 1,334,796 | |
Total investment income | | | 1,334,796 | |
| | | | |
EXPENSES | | | | |
Sub-advisory fees (Note 2) | | | 350,231 | |
Custodian fees (Note 2) | | | 248,806 | |
Administration and accounting services fees (Note 2) | | | 75,015 | |
Registration and filing fees | | | 35,051 | |
Audit fees | | | 17,769 | |
Transfer agent fees (Note 2) | | | 9,986 | |
Printing and shareholder reporting fees | | | 1,567 | |
Legal fees | | | 414 | |
Other expenses | | | 25,999 | |
Total expenses | | | 764,838 | |
Net investment income/(loss) | | | 569,958 | |
| | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | |
Net realized gain/(loss) from investments and foreign currency transactions | | | (7,395,969 | ) |
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | | | (1,152,477 | ) |
Net realized and unrealized gain/(loss) on investments | | | (8,548,446 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (7,978,488 | ) |
The accompanying notes are an integral part of the financial statements.
15
AQUARIUS INTERNATIONAL FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Period Ended August 31, 2018*(1) | |
INCREASE/(DECREASE) IN NET ASSETS FORM OPERATIONS | | | | | | | | |
Net investment income/(loss) | | $ | 569,958 | | | $ | 1,123,114 | |
Net realized gain/(loss) from investments and foreign currency transactions | | | (7,395,969 | ) | | | (4,920,143 | ) |
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | | | (1,152,477 | ) | | | (1,180,545 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (7,978,488 | ) | | | (4,977,574 | ) |
| | | | | | | | |
DIVIDEND AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | | | | | |
Total distributable earnings | | | (1,307,749 | ) | | | — | |
Net decrease in net assets from dividends and distributions to shareholders | | | (1,307,749 | ) | | | — | |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 129,949,083 | | | | 182,733,411 | |
Reinvestment of distributions | | | 1,153,300 | | | | — | |
Shares redeemed | | | (154,764,793 | ) | | | (788,097 | ) |
Net increase/(decrease) in net assets resulting from capital share transactions | | | (23,662,410 | ) | | | 181,945,314 | |
Total increase/(decrease) in net assets | | $ | (32,948,647 | ) | | | 176,967,740 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | $ | 176,967,740 | | | | — | |
End of period | | $ | 144,019,093 | | | $ | 176,967,740 | |
| | | | | | | | |
SHARE TRANSACTIONS: | | | | | | | | |
Shares sold | | | 14,507,278 | | | | 18,491,161 | |
Shares reinvested | | | 133,638 | | | | — | |
Shares redeemed | | | (17,516,361 | ) | | | (80,624 | ) |
Net increase/(decrease) in shares | | | (2,875,445 | ) | | | 18,410,537 | |
* | Inception date of the Fund was April 17, 2018. |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Undistributed/(accumulated) net investment income/(loss) as of August 31, 2018 was $885,063. |
The accompanying notes are an integral part of the financial statements.
16
AQUARIUS INTERNATIONAL FUND
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Period April 17, 2018(1) to August 31, 2018 | |
Per Share Operating Performance | | | | | | | | |
Net asset value, beginning of period | | $ | 9.61 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | 0.03 | | | | 0.08 | |
Net realized and unrealized gain/(loss) from investments | | | (0.24 | ) | | | (0.47 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (0.21 | ) | | | (0.39 | ) |
Dividends and distributions to shareholders from: | | | | | | | | |
Net investment income | | | (0.13 | ) | | | — | |
Total dividends and distributions to shareholders | | | (0.13 | ) | | | — | |
Net asset value, end of period | | $ | 9.27 | | | $ | 9.61 | |
Total investment return/(loss)(3) | | | (2.12 | )%(4) | | | (3.90 | )%(4) |
| | | | | | | | |
Ratios/Supplemental Data | | | | | | | | |
Net assets, end of period (000's) | | $ | 144,019 | | | $ | 176,968 | |
Ratio of expenses to average net assets | | | 0.96 | %(5) | | | 0.80 | %(5) |
Ratio of net investment income/(loss) to average net assets | | | 0.72 | %(5) | | | 2.21 | %(5) |
Portfolio turnover rate | | | 45 | %(4) | | | 36 | %(4) |
(1) | Commencement of operations. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
The accompanying notes are an integral part of the financial statements.
17
AQUARIUS INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS
FEBRUARY 28, 2019 (Unaudited)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Aquarius International Fund (the “Fund”), which commenced investment operations on April 17, 2018.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund’s investment objective seeks capital appreciation.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Fund is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION – The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. Investments in other open-end investment companies, if any, are valued based on the NAV of those investment companies (which may use fair value pricing as disclosed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments. Such procedures use fundamental valuation methods, which may include, but are not limited to, an analysis of the effect of any restrictions on the resale of the security, industry analysis and trends, significant changes in the issuer’s financial position, and any other event which could have a significant impact on the value of the security. Determination of fair value involves subjective judgment as the actual market value of a particular security can be established only by negotiations between the parties in a sales transaction, and the difference between the recorded fair value and the value that would be received in a sale could be significant. The Fund may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Fund values its securities, generally as of 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, government actions or pronouncements, aftermarket trading, or news events may have occurred in the interim. To account for this, the Fund may value foreign securities using fair value prices based on third-party vendor modeling tools (international fair value pricing).
FAIR VALUE MEASUREMENTS – The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
18
AQUARIUS INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 2019 (Unaudited)
| ● Level 1 — | Prices are determined using quoted prices in active markets for identical securities. |
| ● Level 2 — | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● Level 3 — | Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies 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 the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Common Stocks | | $ | 128,450,634 | | | $ | 26,118,479 | | | $ | 102,332,155 | | | $ | — | |
Exchange Traded Funds | | | 951,820 | | | | 951,820 | | | | — | | | | — | |
Preferred Stocks | | | 3,082,817 | | | | 603,389 | | | | 2,479,428 | | | | — | |
Short-Term Investments | | | 17,538,845 | | | | 17,538,845 | | | | — | | | | — | |
Total Investments* | | $ | 150,024,116 | | | $ | 45,212,533 | | | $ | 104,811,583 | | | $ | — | |
* | Please refer to the Portfolio of Investments for further details. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers are disclosed if the Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
19
AQUARIUS INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 2019 (Unaudited)
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains (including net short-term capital gains), if any, are declared and paid at least annually to shareholders recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
OTHER — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
Altair Advisers, LLC (“Altair” or the “Adviser”) serves as the investment adviser to the Fund. Aperio Group, LLC, Driehaus Capital Management, LLC, Mawer Investment Management, Ltd. and Setanta Asset Management Limited each serve as an investment sub-adviser (“Sub-Adviser”) to the Fund.
The Fund is managed by the Adviser and one or more Sub-Advisers unaffiliated with the Adviser. The Adviser also has the ultimate responsibility to oversee the Sub-Advisers, and to recommend their hiring, termination and replacement, subject to approval by the Board. The Adviser has an investment team that is jointly responsible for the day-to-day management of the Fund. The Sub-Advisers provide investment advisory services to the portion of the Fund’s portfolio allocated to them by the Adviser. The Adviser and the Fund have entered into sub-advisory agreements with the Sub-Advisers to manage the Fund, subject to supervision of the Adviser and the Board, and in accordance with the investment objective and restrictions of the Fund. The Fund compensates the Sub-Advisers for their services at an annual rate based on the Fund’s average daily net assets, (the “Sub-Advisory Fee”), not to exceed 0.90%, payable on a monthly basis in arrears.
During the current fiscal period, collectively, sub-advisory fees accrued were $350,231, or the rate of 0.44%.
20
AQUARIUS INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 2019 (Unaudited)
The Fund is currently only available to clients of the Adviser and to other investors at the Fund’s discretion. The Adviser does not receive a separate management fee from the Fund. However, pursuant to the Fund’s investment advisory agreement with the Adviser, the Adviser is entitled to receive reimbursement for compliance expenses in connection with managing the Fund, up to 0.03% of the Fund’s average daily net assets.
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statement of Operations.
3. Director and Officer Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary, and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
4. Purchases and Sales of Investment Securities
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments) of the Fund were as follows:
PURCHASES | SALES |
$62,144,429 | $79,845,413 |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
5. Federal Income Tax Information
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
21
AQUARIUS INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
FEBRUARY 28, 2019 (Unaudited)
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows:
| FEDERAL TAX COST | | | UNREALIZED APPRECIATION | | | UNREALIZED (DEPRECIATION) | | | Net Unrealized Appreciation/ (Depreciation) | |
| $ | 176,848,506 | | | $ | 4,626,864 | | | $ | (7,520,173 | ) | | $ | (2,893,309 | ) |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018, primarily attributable to foreign currency and an adjustment for sale of a Passive Foreign Investment Company, were reclassified among the following accounts:
| UNDISTRIBUTED NET INVESTMENT INCOME/(LOSS) | | | ACCUMULATED NET REALIZED GAIN/(LOSS) | | | PAID-IN CAPITAL | |
| $ | (238,051 | ) | | $ | 238,051 | | | $ | — | |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
| UNDISTRIBUTED ORDINARY INCOME | | | UNDISTRIBUTED LONG-TERM CAPITAL GAINS | | | CAPITAL LOSS CARRYFORWARDS | | | NET UNREALIZED APPRECIATION/ (DEPRECIATION) | | | QUALIFIED LATE-YEAR LOSSES | |
| $ | 929,577 | | | $ | — | | | $ | (3,890,215 | ) | | $ | (2,893,309 | ) | | $ | — | |
The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal period ended August 31, 2018, were as follows:
| ORDINARY INCOME | | | LONG-TERM GAINS | | | TOTAL | |
| $ | — | | | $ | — | | | $ | — | |
Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2018, the Fund had capital loss carryforwards of $3,890,215.
22
AQUARIUS INTERNATIONAL FUND
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)
FEBRUARY 28, 2019 (Unaudited)
6. NEW ACCOUNTING PRONOUNCEMENTS and regulatory updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
7. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
23
AQUARIUS INTERNATIONAL FUND
Other Information (Unaudited)
Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (844) 261-6482 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q or successor form. The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
24
[THIS PAGE INTENTIONALLY LEFT BLANK]
Investment Adviser
Altair Advisers, LLC
303 West Madison Street, Suite 600
Chicago, IL 60606
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
Two Commerce Square
2001 Market Street, Suite 1800
Philadelphia, PA 19103
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
AQU-SAR19
Bogle Investment
Management
Small Cap
Growth Fund
of THE RBB FUND, INC.
Semi-Annual Report
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-877-264-5346.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-877-264-5346 to inform the Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.
This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.
Bogle Investment Management
Small Cap Growth Fund
Performance Data
February 28, 2019 (Unaudited)
Average Annual Total Returns for the Periods Ended February 28, 2019 | |
| Six Months(1) | One Year | Five Year | Ten Year | Since Inception(2) | |
Bogle Investment Management Small Cap Growth Fund | -12.42% | -1.08% | 5.08% | 18.15% | 10.75% | |
Russell 2000® Index | -8.86% | 5.58% | 7.36% | 16.60% | 8.38% | |
(2) | For the period October 1, 1999 (commencement of operations) through February 28, 2019. |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. Performance data current to the most recent month-end may be obtained at 1-877-264-5346. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. The performance quoted reflects fee waivers in effect and would have been less in their absence. The total annual Fund operating expense ratio, as stated in the current prospectus dated December 31, 2018, is 1.30% for the Fund prior to fee waivers.
Bogle Investment Management, L.P. (the “Adviser” or “Bogle”) waived a portion of its advisory fee and agreed to reimburse a portion of the Bogle Investment Management Small Cap Growth Fund’s (the “Fund”) operating expenses, if necessary, to maintain the expense limitation as set forth in the notes to the financial statements. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no waivers and reimbursements of fees and expenses in excess of expense limitations. Returns shown include the reinvestment of all dividends and other distributions.
1
Bogle Investment Management
Small Cap Growth Fund
Fund Expense Example
February 28, 2019 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2018 through February 28, 2019 and held for the entire period.
Actual Expenses
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
The expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the accompanying 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.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period* | Annualized Expense Ratio | Actual Six-Month Total Investment Return for the Fund |
Actual | $1,000.00 | $ 875.80 | $5.81 | 1.25% | -12.42% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,018.60 | 6.26 | 1.25% | N/A |
* | Expenses are equal to the Fund’s annualized six-month expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half-year period. The Fund’s ending account value on the first line in the table is based on the actual six-month total investment return for the Fund. |
2
Bogle Investment Management
Small Cap Growth Fund
Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a summary by security type of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
COMMON STOCKS: | | | | | | | | |
Finance | | | 22.4% | | | $ | 17,210,710 | |
Health Technology | | | 13.0 | | | | 10,040,818 | |
Electronic Technology | | | 9.6 | | | | 7,344,467 | |
Producer Manufacturing | | | 8.6 | | | | 6,616,892 | |
Technology Services | | | 8.1 | | | | 6,244,253 | |
Consumer Services | | | 7.3 | | | | 5,651,962 | |
Industrial Services | | | 4.0 | | | | 3,116,966 | |
Process Industries | | | 3.9 | | | | 2,989,020 | |
Commercial Services | | | 3.4 | | | | 2,658,253 | |
Consumer Non-Durables | | | 3.4 | | | | 2,612,617 | |
Retail Trade | | | 3.3 | | | | 2,530,921 | |
Energy Minerals | | | 2.8 | | | | 2,138,533 | |
Distribution Services | | | 2.1 | | | | 1,617,015 | |
Non-Energy Minerals | | | 1.6 | | | | 1,271,281 | |
Utilities | | | 1.3 | | | | 1,025,888 | |
Health Services | | | 1.1 | | | | 876,864 | |
Consumer Durables | | | 0.9 | | | | 713,127 | |
Transportation | | | 0.8 | | | | 609,194 | |
Communications | | | 0.7 | | | | 523,019 | |
SHORT-TERM INVESTMENTS | | | 1.8 | | | | 1,379,933 | |
LIABILITIES IN EXCESS OF OTHER ASSETS | | | (0.1) | | | | (90,832 | ) |
NET ASSETS | | | 100.0% | | | $ | 77,080,901 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
3
Bogle Investment Management
Small Cap Growth Fund
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
COMMON STOCKS—98.3% | | | | | | | | |
COMMERCIAL SERVICES—3.4% | | | | |
Bandwidth, Inc. Class A* | | | 17,228 | | | $ | 959,944 | |
Conduent, Inc.* | | | 8,211 | | | | 120,045 | |
FTI Consulting, Inc.* | | | 3,375 | | | | 250,290 | |
Insperity, Inc. | | | 5,248 | | | | 662,665 | |
QuinStreet, Inc.* | | | 49,687 | | | | 665,309 | |
| | | | | | | 2,658,253 | |
COMMUNICATIONS—0.7% | | | | | | | | |
ATN International, Inc. | | | 9,318 | | | | 523,019 | |
| | | | | | | | |
CONSUMER DURABLES—0.9% | | | | |
Taylor Morrison Home Corp., Class A* | | | 42,524 | | | | 713,127 | |
| | | | | | | | |
CONSUMER NON-DURABLES—3.4% | | | | |
Inter Parfums, Inc. | | | 9,277 | | | | 684,364 | |
PVH Corp. | | | 5,686 | | | | 652,980 | |
Skechers U.S.A., Inc., Class A* | | | 20,022 | | | | 673,340 | |
USANA Health Sciences, Inc.* | | | 6,111 | | | | 601,933 | |
| | | | | | | 2,612,617 | |
CONSUMER SERVICES—7.3% | | | | |
Care.com, Inc.* | | | 28,709 | | | | 723,180 | |
Everi Holdings, Inc.* | | | 34,695 | | | | 266,805 | |
Grupo Televisa SAB, SP ADR | | | 40,489 | | | | 472,912 | |
Habit Restaurants, Inc. (The), Class A* | | | 15,427 | | | | 173,862 | |
Houghton Mifflin Harcourt Co.* | | | 88,084 | | | | 696,744 | |
K12, Inc.* | | | 29,804 | | | | 954,920 | |
Liberty Expedia Holdings, Inc., Class A* | | | 79 | | | | 3,500 | |
Liberty TripAdvisor Holdings, Inc., Class A* | | | 42,270 | | | | 637,854 | |
Penn National Gaming, Inc.* | | | 21,982 | | | | 546,253 | |
Sinclair Broadcast Group, Inc., Class A | | | 20,248 | | | | 730,953 | |
Weight Watchers International, Inc.* | | | 21,996 | | | | 444,979 | |
| | | | | | | 5,651,962 | |
DISTRIBUTION SERVICES—2.1% | | | | |
Core-Mark Holding Co, Inc. | | | 26,045 | | | | 820,678 | |
World Fuel Services Corp. | | | 28,759 | | | | 796,337 | |
| | | | | | | 1,617,015 | |
ELECTRONIC TECHNOLOGY—9.6% | | | | |
Acacia Communications, Inc.* | | | 12,674 | | | | 676,158 | |
American Outdoor Brands Corp.* | | | 42,166 | | | | 529,183 | |
Ciena Corp.* | | | 16,305 | | | | 695,571 | |
ESCO Technologies, Inc. | | | 3,348 | | | | 231,648 | |
Extreme Networks, Inc.* | | | 60,930 | | | | 500,845 | |
Infinera Corp.* | | | 108,720 | | | | 555,559 | |
Juniper Networks, Inc. | | | 20,347 | | | | 550,997 | |
Lattice Semiconductor Corp.* | | | 43,932 | | | | 518,398 | |
Mellanox Technologies Ltd.* | | | 7,400 | | | | 795,056 | |
NeoPhotonics Corp.* | | | 80,799 | | | | 646,392 | |
Radware Ltd.* | | | 32,975 | | | | 828,002 | |
Tower Semiconductor Ltd.* | | | 45,547 | | | | 816,658 | |
| | | | | | | 7,344,467 | |
ENERGY MINERALS—2.8% | | | | | | | | |
CONSOL Energy, Inc.* | | | 19,758 | | | | 749,816 | |
Contura Energy, Inc.* | | | 11,413 | | | | 703,041 | |
CVR Energy, Inc. | | | 1,188 | | | | 48,161 | |
Peabody Energy Corp. | | | 20,665 | | | | 637,515 | |
| | | | | | | 2,138,533 | |
FINANCE—22.4% | | | | | | | | |
American Equity Investment Life Holding Co. | | | 3,297 | | | | 104,350 | |
American Financial Group, Inc. | | | 4,811 | | | | 479,464 | |
Argo Group International Holdings Ltd. | | | 3,943 | | | | 274,078 | |
Assured Guaranty Ltd. | | | 15,962 | | | | 666,573 | |
Athene Holding Ltd., Class A* | | | 11,800 | | | | 525,690 | |
BrightSphere Investment Group PLC | | | 47,347 | | | | 669,960 | |
CNO Financial Group, Inc. | | | 28,509 | | | | 485,508 | |
Customers Bancorp, Inc.* | | | 32,395 | | | | 692,929 | |
East West Bancorp, Inc. | | | 11,472 | | | | 626,486 | |
eHealth, Inc.* | | | 11,343 | | | | 605,830 | |
Employers Holdings, Inc. | | | 17,869 | | | | 744,422 | |
Erie Indemnity Co., Class A | | | 3,271 | | | | 582,958 | |
Essent Group Ltd.* | | | 16,649 | | | | 718,238 | |
Evercore, Inc., Class A | | | 1,559 | | | | 143,584 | |
Herc Holdings, Inc.* | | | 24,148 | | | | 1,062,512 | |
INTL FCStone, Inc.* | | | 10,187 | | | | 443,134 | |
Investors Bancorp, Inc. | | | 14,100 | | | | 177,237 | |
McGrath RentCorp | | | 13,976 | | | | 836,324 | |
Meta Financial Group, Inc. | | | 30,831 | | | | 719,904 | |
National General Holdings Corp. | | | 26,242 | | | | 677,306 | |
Newmark Group, Inc., Class A | | | 7,579 | | | | 70,182 | |
NMI Holdings, Inc., Class A* | | | 12,636 | | | | 305,159 | |
On Deck Capital, Inc.* | | | 120,163 | | | | 737,801 | |
OneMain Holdings, Inc.* | | | 25,995 | | | | 857,835 | |
PennyMac Financial Services, Inc. | | | 27,713 | | | | 646,267 | |
The accompanying notes are an integral part of the financial statements.
4
Bogle Investment Management
Small Cap Growth Fund
Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
FINANCE—(continued) | | | | | | | | |
Radian Group, Inc. | | | 41,797 | | | $ | 850,987 | |
Texas Capital Bancshares, Inc.* | | | 11,278 | | | | 688,296 | |
Third Point Reinsurance Ltd.* | | | 49,290 | | | | 526,910 | |
Universal Insurance Holdings, Inc. | | | 15,174 | | | | 592,393 | |
Walker & Dunlop, Inc. | | | 12,516 | | | | 698,393 | |
| | | | | | | 17,210,710 | |
HEALTH SERVICES—1.1% | | | | | | | | |
Invitae Corp.* | | | 9,297 | | | | 187,056 | |
Tivity Health, Inc.* | | | 32,234 | | | | 689,808 | |
| | | | | | | 876,864 | |
HEALTH TECHNOLOGY—13.0% | | | | |
Amarin Corp PLC, ADR* | | | 8,442 | | | | 172,808 | |
Assertio Therapeutics, Inc.* | | | 80,243 | | | | 332,206 | |
Bruker Corp. | | | 16,777 | | | | 641,049 | |
CareDx, Inc.* | | | 7,201 | | | | 224,095 | |
Cutera, Inc.* | | | 39,977 | | | | 684,406 | |
Fluidigm Corp.* | | | 34,537 | | | | 381,979 | |
Genomic Health, Inc.* | | | 8,626 | | | | 655,317 | |
Jazz Pharmaceuticals PLC* | | | 4,256 | | | | 595,968 | |
Meridian Bioscience, Inc. | | | 43,252 | | | | 738,312 | |
NanoString Technologies, Inc.* | | | 32,146 | | | | 818,759 | |
Natera, Inc.* | | | 18,209 | | | | 288,431 | |
Nevro Corp.* | | | 10,537 | | | | 485,440 | |
NewLink Genetics Corp.* | | | 15,742 | | | | 26,604 | |
Ophthotech Corp.* | | | 11,071 | | | | 15,721 | |
OraSure Technologies, Inc.* | | | 67,063 | | | | 720,927 | |
Pacira Pharmaceuticals, Inc.* | | | 17,403 | | | | 716,656 | |
Puma Biotechnology, Inc.* | | | 25,569 | | | | 711,074 | |
QIAGEN NV* | | | 14,882 | | | | 571,915 | |
Surmodics, Inc.* | | | 9,295 | | | | 542,363 | |
Veracyte, Inc.* | | | 35,467 | | | | 716,788 | |
| | | | | | | 10,040,818 | |
INDUSTRIAL SERVICES—4.0% | | | | |
Advanced Disposal Services, Inc.* | | | 26,828 | | | | 711,478 | |
Basic Energy Services, Inc.* | | | 16,115 | | | | 77,836 | |
EMCOR Group, Inc. | | | 10,168 | | | | 733,418 | |
Exponent, Inc. | | | 5,241 | | | | 296,798 | |
Fluor Corp. | | | 17,391 | | | | 653,902 | |
Tetra Tech, Inc. | | | 10,722 | | | | 643,534 | |
| | | | | | | 3,116,966 | |
NON-ENERGY MINERALS—1.6% | | | | |
Arconic, Inc. | | | 30,884 | | | | 571,045 | |
Materion Corp. | | | 12,119 | | | | 700,236 | |
| | | | | | | 1,271,281 | |
PROCESS INDUSTRIES—3.9% | | | | |
Albany International Corp., Class A | | | 2,930 | | | | 227,221 | |
Braskem SA, SP ADR | | | 23,742 | | | | 684,482 | |
Cosan Ltd., Class A | | | 70,640 | | | | 810,947 | |
Renewable Energy Group, Inc.* | | | 31,628 | | | | 840,356 | |
Resolute Forest Products, Inc. | | | 24,321 | | | | 198,460 | |
Venator Materials PLC* | | | 38,634 | | | | 227,554 | |
| | | | | | | 2,989,020 | |
PRODUCER MANUFACTURING—8.6% | | | | |
Canadian Solar, Inc.* | | | 35,588 | | | | 877,600 | |
Crane Co. | | | 7,600 | | | | 642,732 | |
Herman Miller, Inc. | | | 201 | | | | 7,373 | |
Integer Holdings Corp.* | | | 11,892 | | | | 1,081,696 | |
Mueller Industries, Inc. | | | 19,615 | | | | 648,276 | |
NCI Building Systems, Inc.* | | | 89,044 | | | | 625,089 | |
SPX FLOW, Inc.* | | | 19,474 | | | | 672,243 | |
Tupperware Brands Corp. | | | 24,397 | | | | 734,594 | |
Watts Water Technologies, Inc., Class A | | | 8,121 | | | | 654,065 | |
Woodward, Inc. | | | 6,988 | | | | 673,224 | |
| | | | | | | 6,616,892 | |
RETAIL TRADE—3.3% | | | | | | | | |
Casey's General Stores, Inc. | | | 4,800 | | | | 646,752 | |
Cia Brasileira de Distribuicao Class A, SP ADR | | | 25,719 | | | | 635,259 | |
Conn's, Inc.* | | | 36,054 | | | | 850,514 | |
Hudson Ltd., Class A* | | | 26,738 | | | | 398,396 | |
| | | | | | | 2,530,921 | |
TECHNOLOGY SERVICES—8.1% | | | | |
Alteryx, Inc., Class A* | | | 7,299 | | | | 556,987 | |
CyberArk Software Ltd.* | | | 12,414 | | | | 1,362,685 | |
New Relic, Inc.* | | | 6,137 | | | | 648,988 | |
Okta, Inc. | | | 5,560 | | | | 471,933 | |
SecureWorks Corp., Class A* | | | 2,386 | | | | 52,945 | |
SPS Commerce, Inc.* | | | 6,144 | | | | 656,056 | |
TriNet Group, Inc.* | | | 9,259 | | | | 567,484 | |
Varonis Systems, Inc.* | | | 21,118 | | | | 1,202,881 | |
Workiva, Inc., Class A* | | | 14,647 | | | | 724,294 | |
| | | | | | | 6,244,253 | |
TRANSPORTATION—0.8% | | | | | | | | |
Gol Linhas Aereas Inteligentes SA, ADR* | | | 1,916 | | | | 27,035 | |
Grupo Aeroportuario del Centro Norte SAB de CV, SP ADR | | | 9,881 | | | | 450,573 | |
YRC Worldwide, Inc.* | | | 17,156 | | | | 131,586 | |
| | | | | | | 609,194 | |
The accompanying notes are an integral part of the financial statements.
5
Bogle Investment Management
Small Cap Growth Fund
Portfolio of Investments (Concluded)
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
UTILITIES—1.3% | | | | | | | | |
Clearway Energy, Inc., Class C | | | 35,847 | | | $ | 537,347 | |
Pampa Energia SA, SP ADR* | | | 15,334 | | | | 488,541 | |
| | | | | | | 1,025,888 | |
TOTAL COMMON STOCKS | | | | |
(Cost $71,322,093) | | | 75,791,800 | |
| | | | |
SHORT-TERM INVESTMENTS—1.8% | | | | |
Fidelity Investments Money Market Funds - Government Portfolio, 2.29% (a) | | | 1,379,933 | |
TOTAL SHORT-TERM INVESTMENTS | | | | |
(Cost $1,379,933) | | | 1,379,933 | |
TOTAL INVESTMENTS—100.1% | | | | |
(Cost $72,702,026) | | | 77,171,733 | |
LIABILITIES IN EXCESS OF OTHER ASSETS—(0.1)% | | | (90,832 | ) |
NET ASSETS—100.0% | | $ | 77,080,901 | |
* | Non-income producing security. |
(a) | Seven-day yield as of February 28, 2019. |
NV — Naamloze Vennootschap (public company defined by the business laws of the Netherlands, Belgium, Indonesia, or Suriname)
ADR — American Depositary Receipt
PLC — Public Limited Company
SP ADR — Sponsored American Depositary Receipt
The accompanying notes are an integral part of the financial statements.
6
Bogle Investment Management
Small Cap Growth Fund
Statement Of Assets And Liabilities
February 28, 2019 (Unaudited)
Assets | | | | |
Investments, at value (cost $71,322,093) | | $ | 75,791,800 | |
Short-term investments, at value (cost $1,379,933) | | | 1,379,933 | |
Receivables for: | | | | |
Investments sold | | | 1,001,539 | |
Dividends | | | 35,588 | |
Capital shares sold | | | 85 | |
Prepaid expenses and other assets | | | 21,363 | |
Total assets | | | 78,230,308 | |
| | | | |
Liabilities | | | | |
Payables for: | | | | |
Investments purchased | | | 972,916 | |
Capital shares redeemed | | | 65,063 | |
Investment advisory fees | | | 51,976 | |
Other accrued expenses and liabilities | | | 59,452 | |
Total liabilities | | | 1,149,407 | |
Net assets | | $ | 77,080,901 | |
| | | | |
Net Assets Consist of: | | | | |
Par value | | $ | 2,880 | |
Paid-in capital | | | 73,065,661 | |
Total distributable earnings/(loss) | | | 4,012,360 | |
Net assets | | $ | 77,080,901 | |
| | | | |
Capital Shares: | | | | |
Net assets | | $ | 77,080,901 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 2,879,743 | |
Net asset value, offering and redemption price per share | | $ | 26.77 | |
The accompanying notes are an integral part of the financial statements.
7
Bogle Investment Management
Small Cap Growth Fund
Statement Of Operations
For the six months Ended February 28, 2019 (Unaudited)
Investment Income | | | | |
Dividends (net of foreign taxes withheld of $878) | | $ | 190,280 | |
Total investment income | | | 190,280 | |
| | | | |
Expenses | | | | |
Advisory fees (Note 2) | | | 395,622 | |
Transfer agent fees (Note 2) | | | 30,686 | |
Administration and accounting fees (Note 2) | | | 27,821 | |
Custodian fees (Note 2) | | | 17,274 | |
Audit and tax service fees | | | 14,505 | |
Legal fees | | | 14,141 | |
Registration and filing fees | | | 14,052 | |
Officer fees | | | 8,465 | |
Director fees | | | 3,992 | |
Printing and shareholder reporting fees | | | 3,517 | |
Other expenses | | | 5,938 | |
Total expenses before waivers | | | 536,013 | |
Less: waivers (Note 2) | | | (41,486 | ) |
Net expenses after waivers | | | 494,527 | |
Net investment income/(loss) | | | (304,247 | ) |
| | | | |
Net Realized and Unrealized Gain/(Loss) from Investments | | | | |
Net realized gain/(loss) from investments | | | (801,242 | ) |
Net change in unrealized appreciation/(depreciation) on investments | | | (11,038,788 | ) |
Net realized and unrealized gain/(loss) on investments | | | (11,840,030 | ) |
Net Increase/(Decrease) in Net Assets Resulting from Operations | | $ | (12,144,277 | ) |
The accompanying notes are an integral part of the financial statements.
8
Bogle Investment Management
Small Cap Growth Fund
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
Increase/(Decrease) in Net Assets From Operations: | | | | | | | | |
Net investment income/(loss) | | $ | (304,247 | ) | | $ | (612,116 | ) |
Net realized gain/(loss) from investments | | | (801,242 | ) | | | 13,872,196 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (11,038,788 | ) | | | 7,823,184 | |
Net increase/(decrease) in net assets resulting from operations | | | (12,144,277 | ) | | | 21,083,264 | |
| | | | | | | | |
Dividends and Distributions to Shareholders: | | | | | | | | |
Total distributable earnings | | | (9,977,095 | ) | | | (10,781,589 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (9,977,095 | ) | | | (10,781,589 | ) |
| | | | | | | | |
Increase/(Decrease) in Net Assets Derived From Capital Share Transactions: | | | | | | | | |
Proceeds from shares sold | | | 629,618 | | | | 1,934,636 | |
Reinvestment of distributions | | | 9,551,887 | | | | 10,427,402 | |
Distributions for shares redeemed | | | (7,558,111 | ) | | | (32,362,655 | ) |
Net increase/(decrease) in net assets from capital share transactions | | | 2,623,394 | | | | (20,000,617 | ) |
Total increase/(decrease) in net assets | | $ | (19,497,978 | ) | | | (9,698,942 | ) |
| | | | | | | | |
Net Assets: | | | | | | | | |
Beginning of period | | | 96,578,879 | | | | 106,277,821 | |
End of period | | $ | 77,080,901 | | | $ | 96,578,879 | |
| | | | | | | | |
Increase/(Decrease) in Shares Outstanding Derived From Share Transactions: | | | | | | | | |
Shares sold | | | 24,506 | | | | 59,630 | |
Shares reinvested | | | 379,043 | | | | 344,480 | |
Shares redeemed | | | (272,017 | ) | | | (973,282 | ) |
Net increase/(decrease) in shares outstanding derived from share transactions | | | 131,532 | | | | (569,172 | ) |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders from net realized capital gains were $10,781,589 during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $0. |
The accompanying notes are an integral part of the financial statements.
9
Bogle Investment Management
Small Cap Growth Fund
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Year Ended August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 35.14 | | | $ | 32.04 | | | $ | 27.00 | | | $ | 30.00 | | | $ | 38.07 | | | $ | 29.49 | |
Net investment income/(loss)(1) | | | (0.11 | ) | | | (0.19 | ) | | | (0.18 | ) | | | (0.13 | ) | | | (0.18 | ) | | | (0.23 | ) |
Net realized and unrealized gain/(loss) from investments | | | (4.49 | ) | | | 6.63 | | | | 5.22 | | | | 1.21 | | | | (3.09 | ) | | | 8.87 | |
Net increase/(decrease) in net assets resulting from operations | | | (4.60 | ) | | | 6.44 | | | | 5.04 | | | | 1.08 | | | | (3.27 | ) | | | 8.64 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | — | | | | — | | | | — | | | | — | | | | (0.06 | ) |
Net realized capital gains | | | (3.77 | ) | | | (3.34 | ) | | | — | | | | (4.08 | ) | | | (4.80 | ) | | | — | |
Total dividends and distributions to shareholders | | | (3.77 | ) | | | (3.34 | ) | | | — | | | | (4.08 | ) | | | (4.80 | ) | | | (0.06 | ) |
Net asset value, end of period | | $ | 26.77 | | | $ | 35.14 | | | $ | 32.04 | | | $ | 27.00 | | | $ | 30.00 | | | $ | 38.07 | |
Total investment return/(loss)(2) | | | (12.42 | )%(5) | | | 21.77 | % | | | 18.69 | % | | | 4.37 | % | | | (8.99 | )% | | | 29.34 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 77,081 | | | $ | 96,579 | | | | $ 106,278 | | | $ | 57,180 | | | $ | 88,086 | | | $ | 117,923 | |
Ratio of expenses to average net assets with waivers and reimbursements | | | 1.25 | %(4) | | | 1.25 | % | | | 1.27 | % | | | 1.25 | % | | | 1.25 | % | | | 1.25 | % |
Ratio of expenses to average net assets without waivers and reimbursements(3) | | | 1.35 | %(4) | | | 1.29 | % | | | 1.37 | % | | | 1.42 | % | | | 1.35 | % | | | 1.32 | % |
Ratio of net investment income/(loss) to average net assets | | | (0.77 | )%(4) | | | (0.57 | )% | | | (0.61 | )% | | | (0.50 | )% | | | (0.53 | )% | | | (0.66 | )% |
Portfolio turnover rate | | | 195 | %(5) | | | 349 | % | | | 366 | % | | | 380 | % | | | 196 | % | | | 175 | % |
(1) | Calculated based on average shares outstanding for the period. |
(2) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(3) | During the current fiscal period, certain fees were waived and/or reimbursed. If such fee waivers and/or reimbursements had not occurred, the ratios would have been as indicated (See Note 2). |
The accompanying notes are an integral part of the financial statements.
10
Bogle Investment Management
Small Cap Growth Fund
Notes To Financial Statements
February 28, 2019 (Unaudited)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Bogle Investment Management Small Cap Growth Fund (the “Fund”), which commenced investment operations on October 1, 1999.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund’s investment objective is to provide long-term capital appreciation.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Fund is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
Portfolio Valuation — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Investments in other open-end investment companies, if any, are valued based on the NAV of those investment companies (which may use fair value pricing as discussed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
Fair Value Measurements — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● Level 1 – | Prices are determined using quoted prices in active markets for identical securities. |
| ● Level 2 – | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● Level 3 – | Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
11
Bogle Investment Management
Small Cap Growth Fund
Notes To Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Common Stocks | | $ | 75,791,800 | | | $ | 75,791,800 | | | $ | — | | | $ | — | |
Short-Term Investments | | | 1,379,933 | | | | 1,379,933 | | | | — | | | | — | |
Total Investments* | | $ | 77,171,733 | | | $ | 77,171,733 | | | $ | — | | | $ | — | |
* | Please refer to the Portfolio of Investments for further details. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers are disclosed if the Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
Use of Estimates — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
Investment Transactions, Investment Income and Expenses — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific distribution fees) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
12
Bogle Investment Management
Small Cap Growth Fund
Notes To Financial Statements (Continued)
February 28, 2019 (Unaudited)
Dividends And Distributions To Shareholders — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. Tax Status — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
Cash and Cash Equivalents — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
Other — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
Bogle Investment Management, L.P. (“Bogle” or the “Adviser”) serves as the investment adviser to the Fund. The Fund compensates the Adviser for its services at an annual rate based on the Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the accompanying table.
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that total Fund operating expenses (excluding certain items discussed below) exceed the rate (“Expense Cap”) shown in the accompanying table. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and certain of these expenses could cause net total annual Fund operating expenses to exceed the Expense Cap: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019. The Fund will not pay the Adviser at a later time for any amounts the Adviser may waive and/or any amounts that the Adviser has assumed. The contractual fee waiver does not provide for recoupment of fees that were waived and/or expenses that were reimbursed.
Advisory Fee | Expense Cap |
1.00% | 1.25% |
During the current fiscal period, investment advisory fees accrued and waived were as follows:
| Gross Advisory Fees | | | Waivers | | | Net Advisory Fees | |
| $ | 395,622 | | | $ | (41,486 | ) | | $ | 354,136 | |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
13
Bogle Investment Management
Small Cap Growth Fund
Notes To Financial Statements (Continued)
February 28, 2019 (Unaudited)
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statement of Operations.
3. Director and Officer Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary, and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
4. Purchases and Sales of Investment Securities
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments) of the Fund were as follows:
| Purchases | | | Sales | |
| $ | 156,387,747 | | | $ | 162,806,580 | |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
5. Federal Income Tax Information
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows:
| Federal Tax Cost | | | Unrealized Appreciation | | | Unrealized (Depreciation) | | | Net Unrealized Appreciation/ (Depreciation) | |
| $ | 80,394,761 | | | $ | 17,749,872 | | | $ | (2,488,776 | ) | | $ | 15,261,096 | |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
14
Bogle Investment Management
Small Cap Growth Fund
Notes To Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following permanent differences as of August 31, 2018, primarily attributable to short-term capital gains netted against net operating loss, were reclassified among the following accounts:
| Undistributed Net Investment Income/(Loss) | | | Accumulated Net Realized Gain/(Loss) | | | Paid-In Capital | |
| $ | 740,063 | | | $ | (740,063 | ) | | $ | — | |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
| Capital Loss Carryforward | | | Undistributed Ordinary Income | | | Undistributed Long-Term Capital Gains | | | Unrealized Appreciation/ (Depreciation) | | | Qualified Late-Year Loss Deferral | |
| $ | — | | | $ | 8,238,874 | | | $ | 2,633,762 | | | $ | 15,261,096 | | | $ | — | |
The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018 was as follows:
| Ordinary Income | | | Long-Term Gains | | | Total | |
| $ | 10,781,589 | | | $ | — | | | $ | 10,781,589 | |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
6. New Accounting Pronouncements and regulatory updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurement. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
15
Bogle Investment Management
Small Cap Growth Fund
Notes To Financial Statements (Concluded)
February 28, 2019 (Unaudited)
7. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
16
Bogle Investment Management
Small Cap Growth Fund
Other Information (Unaudited)
Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (877) 264-5346 and on the SEC’s website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files its complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q (or successor Form). The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
17
Investment Adviser
Bogle Investment Management, L.P.
2310 Washington Street
Suite 310
Newton Lower Falls, MA 02462
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
Two Commerce Square, Suite 1800
2001 Market Street
Philadelphia, PA 19103-7042
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
BOG-SAR19
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| Boston Partners Investment Funds |
| of The RBB Fund, Inc. |
Semi-Annual Report
February 28, 2019 (Unaudited)
Boston Partners Small Cap Value Fund II
Boston Partners Long/Short Equity Fund
Boston Partners Long/Short Research Fund
Boston Partners All-Cap Value Fund
WPG Partners Small/Micro Cap Value Fund
Boston Partners Global Equity Fund
Boston Partners Global Long/Short Fund
Boston Partners Emerging Markets Long/Short Fund
Boston Partners Emerging Markets Fund
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Funds’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Funds electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-888-261-4073.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Funds, you can call 1-888-261-4073 to inform the Funds that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Funds.
This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Funds.
BOSTON PARTNERS INVESTMENT FUNDS
Table of Contents
BOSTON PARTNERS INVESTMENT FUNDS
GENERAL MARKET COMMENTARY
Dear Shareholder,
“Risk-off” behavior, which refers to investors moving to lower-risk investments during times of perceived elevated market risk, best explains the stock market results during the six-month period ended on February 28, 2019, as the S&P 500 Index (S&P) fell by 3.04% over that time frame. Most of the damage to the market occurred during the fourth quarter, with the S&P falling by 13.52% and posting its worst quarterly performance since September 2011. The return for December was particularly harsh, with the S&P losing 9.03%, including a 2.71% drop during the final two hours of trading on December 24, 2018, now dubbed the “Christmas Eve Massacre”.
Numerous reasons were cited for sell-off, including trade tensions, slowing growth, Brexit, the flattening yield curve, confusing statements from the U.S. Federal Reserve (“Fed”) Chair and Treasury Secretary and the government shutdown. All of these factors likely contributed to the sell-off.
Paradoxically, the actual investment environment during the six-month period appeared to be near stellar, with Gross Domestic Product (“GDP”) growing by 3% on average, the Consumer Price Index averaging 2% and year-over-year earnings per share (“EPS”) growing 20.8%. These factors were superseded by a contraction in price/earnings multiples, which started the period at 16.8X forward earnings but ended December at 14.4X, a 14% drop that mirrored price performance.
January and February brought a reprieve to the correction, as the S&P gained 11.48%, its best start to a year since 1991. Earnings grew at a 13% pace and earnings multiples expanded to 16.2X. An “about face” by the Fed in terms of potential rate hikes and signs of progress on the U.S./China trade front helped to ease investor anxiety.
Sector returns over the six-month period also reflected the general market angst, with six-out-of-eleven sectors that comprise the S&P “in the red” over the period. The “bond surrogate” Utility sector was the standout, gaining 8.54% as the yield on the 10-year Treasury fell from a November peak of 3.24% to 2.71% by the end of February. Consumer Staples (the sector which houses many “low volatility” names) also outperformed, posting a return of 3.06% for the period. The Energy sector suffered the most, falling by 10.85% as oil dropped by 15.7% on excess supply and inventory fears.
Style/factor returns also reflected the defensive nature of the market, as large-capitalization stocks beat (or lost less than) small-caps, low-beta securities beat high-beta and high-quality stocks (as defined by Standard & Poor’s) led low-quality names. Value stocks led Growth stocks (Russell 1000 Value: -1.62%; Russell 1000 Growth: -4.52%) over the period, with the most significant contribution coming from within the Technology sector. Large-cap Value Technology returned 2.69% while large-cap Growth Technology lost 7.26%. Technology companies like “the Four Horsemen” (Cisco, Intel, Microsoft, Oracle) generally outperformed companies like the “FANGs” (Facebook, Amazon, Netflix, Google) during the period.
Developed international markets edged out the S&P, as the MSCI EAFE Index returned -2.70% in local currency terms but lagged the S&P in U.S. dollar terms (-3.48%) as the greenback gained 1% over the six-month period against a basket of major currencies.
Emerging markets produced a somewhat different story, also outperforming the S&P in local currency terms (-0.76%) and advancing by 0.46% in dollar terms as emerging market currencies appreciated against the dollar over the period. Virtually all the gains in emerging markets came in one month, January, when the MSCI EM Index spiked by 8.76% as “risk-on” became the prevailing market sentiment.
Looking Ahead
With the GDPNow Model from the Atlanta Federal Reserve Bank forecasting a paltry 0.5% for GDP growth during Q1 of 2019 and consensus estimates for Q1 S&P 500 earnings anticipated to decline by -3.2% year-over-year (cap-weighted), the investment environment does not appear to be conducive to out-sized gains for stocks over the near term. Under the surface, we believe that things may not be quite as dire as these forecasts imply. The Blue Chip Economic Forecasters (a poll of 52 of the nation’s top economists) currently expect a Q1 2019 GDP “print” of 1.9% and the S&P EPS forecast for Q1 on a median basis is closer to 4% when one adjusts for last year’s jump in earnings due to the 2018 tax reform package. We believe the actual results will probably fall somewhere in between those estimates.
While the targeted March 1, 2019 increase in tariffs from 10% to 25% on an additional $200 billion of Chinese imports has been shelved, we expect that investors will eventually need to see a formal agreement on trade between Washington and Beijing to remain placated. While it is widely anticipated that the agreement will signal a significant improvement in the merchandise trade deficit between the two countries, progress on forced technology transfer and the abolishment of intellectual property theft will likely require a much more elongated process to ensure the commitments are verifiable and enforceable.
With the cut-off date of March 29, 2019 looming, the U.K. House of Commons has until March 12, 2019 to vote on a revised Brexit proposal or possibly a second referendum vote, although a European Union Summit on March 21-22, 2019 may give both sides the opportunity to hammer out a mutually-acceptable compromise. Odds makers see an extension of the Brexit cut-off date as the most likely outcome.
Deliberation over President Trump’s declaration of a national emergency over the border wall, the House Judiciary Committee’s probe into the Trump’s political, business and personal practices as well as the expected conclusion of the Mueller Investigation will continue to garner headlines that could impact market movements over the near term.
While positive returns in January and February of 2019 have led to positive returns for the year, historical data suggest that the 11.48% realized return of the S&P for the first two months of 2019 puts the S&P on pace for an annualized return that we believe is unwarranted by either projected economic or earnings growth. Investors should expect a pause or pull-back in the recent price action, though any such move need not signal the end to the bull market.
Semi-Annual Report 2019 | 1
BOSTON PARTNERS INVESTMENT FUNDS
DEFINITIONS(unaudited)
Past Performance is not a guarantee of future results.
Opinions expressed herein are as of February 28, 2019 and are subject to change at any time, are not guaranteed and should not be considered investment advice. This report is for the information of shareholders of the Funds. It may also be used as sales literature when preceded or accompanied by the current prospectus.
Beta is a measure of the volatility of a portfolio in comparison to the benchmark. A beta of 1 indicates that the price fluctuation of a specific portfolio correlated directly with the market. A beta of less than one, means the portfolio fluctuated less than the related benchmark. Beta does not necessarily directly correlate with the portfolios risk.
The Consumer Price Index (CPI) is a measure of the average change over time in the prices paid by urban consumers for a market basket of consumer goods and services.
Earnings per share: Is the portion of a company’s profit allocated to each outstanding share of common stock.
Free cash flow yield is an indicator that compare free cash flow and market cap. It is a representation of the income created by an investment.
High Dividend: The MSCI High Dividend Yield Factor aims to capture the high dividend yield equity opportunity set within a standard MSCI parent index (U.S.) by including only securities that offer a higher than average dividend yield (i.e. at least 30% higher) relative to that of the parent index and that pass dividend sustainability and persistence screens.
Mergers and Acquisitions (M&A) is a general term that refers to the consolidation of companies or assets through various types of financial transactions.
Momentum: High Momentum companies are characterized in the literature as companies with high price performance in the recent history, up to 12-months. High Momentum companies tend to continue their high price performance over the near term, typically over a 6 – 12 month period.
MSCI China Index is used as a common benchmark for world or global stock funds intended to represent a broad cross-section of global markets.
MSCI EAFE (EAFE) Index is a stock market index that is designed to measure the equity market performance of developed markets outside of the U.S. & Canada. It is maintained by MSCI Inc., a provider of investment decision support tools; the EAFE acronym stands for Europe, Australasia and Far East.
MSCI Emerging Markets (EM) Index is an index created by Morgan Stanley Capital International (MSCI) designed to measure equity market performance in global emerging markets.
MSCI World Index is an unmanaged index that measures the equity market performance of developed markets.
MSCI World Growth Index captures large and mid-cap securities exhibiting overall growth style characteristics across 23 Developed Markets Countries.
MSCI World Value NR Index is an index tracking value stocks, which are stocks with prices lower than their intrinsic values.
Wilshire 5000 Total Market Index® is a market-capitalization-weighted index of the market value of all stocks actively traded in the United States.
NASDAQ Composite Index is a stock market index of the common stocks and similar securities listed on the NASDAQ stock market.
OROA: Operating Return on Operating Assets
P/B: Price/Book: A valuation ratio of a company’s current share price compared to its book value.
P/E: Price/Earnings: A valuation ratio of a company’s current share price compared to its per-share earnings.
Quality has long been established as an investment approach, dating back to Benjamin Graham, but it is less well accepted as a factor, especially when compared with value, size, yield, momentum and low volatility. By “factor”, we mean any characteristic that helps explain the risk and returns of a group of securities.
ROE: Return on Equity: measures a corporation’s profitability by revealing how much profit a company generates with the money invested.
Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000® Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. You cannot invest directly in an index.
Russell 1000® Growth Index is an index of approximately 1,000 of the largest companies in the U.S. equity market. It represents the top companies by market capitalization. The Russell 1000 typically comprises approximately 90% of the total market capitalization of all listed U.S. stocks.
Russell 1000® Value Index measures the performance of those Russell 1000 companies with lower price/book ratios and lower forecasted growth values. The Russell 1000® Value Index refers to a composite of large and mid-cap companies located in the United States that also exhibit a value probability.
2 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
DEFINITIONS(concluded) (unaudited)
Russell 2000® Index measures the performance of the 2,000 smallest companies in the Russell 3000® Index, which represents approximately 8% of the total market capitalization of the Russell 3000® Index and is considered representative of small-cap stocks.
Russell 2000®Growth Index is an unmanaged index that measures the performance of Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values.
Russell 2000®Value Index is an unmanaged index that measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000®Index companies with lower price-to-book ratios and lower forecasted growth values.
Russell 3000®Index measures the performance of the largest 3,000 U.S. companies representing approximately 98% of the investable U.S. equity market.
Russell 3000® Growth Index is a market capitalization weighted index based on the Russell 3000® Index. It includes companies that display signs of above average growth.
Russell 3000® Value Index is an unmanaged index that measures the performance of the broad value segment of the U.S. equity value universe. It includes those Russell 3000® Index companies with lower price-to-book ratios and lower forecasted growth values.
Russell Midcap® Index is a market capitalization weighted index comprised of 800 publicly traded U.S. companies with market caps of between $2 and $10 billion. The average Russell Midcap Index member has a market cap of $8 billion to $10 billion, with a median value of $4 billion to $5 billion.
Russell Midcap® Growth Index measures the performance of the mid-capitalization growth sector of the U.S. equity market.
Russell Midcap® Value Index measures the performance of the mid-capitalization value sector of the U.S. equity market.
S&P 500® Index is an unmanaged index that measures the performance of 500 large-cap stocks.
It is not possible to invest directly in an index.
Fund holdings and sector allocations are subject to change at any time and should not be considered recommendations to buy or sell any security. Please refer to the Schedule of Investments in this report for a complete list of fund holdings.
Semi-Annual Report 2019 | 3
BOSTON PARTNERS INVESTMENT FUNDS
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED FEBRUARY 28, 2019(unaudited)
| | | | | AVERAGE ANNUAL |
| | SIX MONTH | | 1 YEAR | | 5 YEAR | | 10 YEAR | | SINCE INCEPTION |
Boston Partners Small Cap Value Fund II | | | | | | | | | | | | | | | |
Institutional Class | | | –7.96 | % | | | 0.44 | % | | | 5.98 | % | | | 17.05 | % | | | N/A | |
Investor Class | | | –8.11 | % | | | 0.20 | % | | | 5.71 | % | | | 16.76 | % | | | N/A | |
Russell 2000® Value Index | | | –8.59 | % | | | 4.42 | % | | | 6.48 | % | | | 15.43 | % | | | N/A | |
Russell 2000® Index(1) | | | –8.86 | % | | | 5.58 | % | | | 7.36 | % | | | 16.60 | % | | | N/A | |
(1) | This is not a primary benchmark of the Fund. Results of the index performance are presented for general comparative purposes. |
Boston Partners Long/Short Equity Fund | | | | | | | | | | | | | | | | |
Institutional Class | | | –4.41 | % | | | –8.98 | % | | | 3.45 | % | | | 14.10 | % | | | N/A | |
Investor Class | | | –4.53 | % | | | –9.24 | % | | | 3.19 | % | | | 13.76 | % | | | N/A | |
S&P 500® Index | | | –3.04 | % | | | 4.68 | % | | | 10.67 | % | | | 16.67 | % | | | N/A | |
| | | | | | | | | | | | | | | | | | | | |
Boston Partners Long/Short Research Fund | | | | | | | | | | | | | | | | |
Institutional Class(1) | | | –4.36 | % | | | –7.58 | % | | | 2.96 | % | | | N/A | | | | 6.61 | % |
S&P 500 Index | | | –3.04 | % | | | 4.68 | % | | | 10.67 | % | | | N/A | | | | 13.54 | %(3) |
Investor Class(2) | | | –4.47 | % | | | –7.80 | % | | | 2.71 | % | | | N/A | | | | 5.98 | % |
S&P 500® Index | | | –3.04 | % | | | 4.68 | % | | | 10.67 | % | | | N/A | | | | 13.21 | %(3) |
(1) | Inception date of the class was September 30, 2010. |
(2) | Inception date of the class was November 29, 2010. |
(3) | Index Performance is from inception date of the Class only and is not the inception date of the index itself. |
Boston Partners All-Cap Value Fund | | | | | | | | | | | | |
Institutional Class | | | –5.84 | % | | | –2.95 | % | | | 8.44 | % | | | 15.74 | % | | | N/A | |
Investor Class | | | –5.97 | % | | | –3.21 | % | | | 8.17 | % | | | 15.49 | % | | | N/A | |
Russell 3000® Value Index | | | –2.14 | % | | | 3.28 | % | | | 7.97 | % | | | 15.40 | % | | | N/A | |
Russell 3000® Index(1) | | | –3.51 | % | | | 5.05 | % | | | 10.15 | % | | | 16.81 | % | | | N/A | |
(1) | This is not a primary benchmark of the Fund. Results of the index performance are presented for general comparative purposes. |
WPG Partners Small/Micro Cap Value Fund | | | | | | | | | | | | |
Institutional Class | | | –10.61 | % | | | –0.24 | % | | | 0.16 | % | | | 12.19 | % | | | N/A | |
Russell 2000® Value Index | | | –8.59 | % | | | 4.42 | % | | | 6.48 | % | | | 15.43 | % | | | N/A | |
| | | | | | | | | | | | | | | | | | | | |
Boston Partners Global Equity Fund | | | | | | | | | | | | | | | | | |
Institutional Class(1) | | | –6.87 | % | | | –6.12 | % | | | 5.08 | % | | | N/A | | | | 10.09 | % |
MSCI World Index | | | –3.11 | % | | | 1.00 | % | | | 7.13 | % | | | N/A | | | | 11.05 | %(2) |
(1) | Inception date of the fund was December 30, 2011. |
(2) | Index Performance is from inception date of the Class only and is not the inception date of the index itself. |
Boston Partners Global Long/Short Fund | | | | | | | | | | | | |
Institutional Class(1) | | | –4.56 | % | | | –6.90 | % | | | 2.10 | % | | | N/A | | | | 1.98 | % |
MSCI World Index | | | –3.11 | % | | | 1.00 | % | | | 7.13 | % | | | N/A | | | | 7.14 | %(3) |
Investor Class(2) | | | –4.60 | % | | | –7.13 | % | | | N/A | | | | N/A | | | | 2.14 | % |
MSCI World Index | | | –3.11 | % | | | 1.00 | % | | | N/A | | | | N/A | | | | 7.47 | %(3) |
(1) | Inception date of the class was December 31, 2013. |
(2) | Inception date of the class was April 11, 2014. |
(3) | Index Performance is from inception date of the Class only and is not the inception date of the index itself. |
Boston Partners Emerging Markets Long/Short Fund | | | | | | | | | |
Institutional Class(1) | | | –2.41 | % | | | –13.54 | % | | | N/A | | | | N/A | | | | 2.70 | % |
MSCI World Index(2) | | | –3.11 | % | | | 1.00 | % | | | N/A | | | | N/A | | | | 6.80 | %(3) |
MSCI Emerging Markets Index | | | 0.46 | % | | | –9.55 | % | | | N/A | | | | N/A | | | | 4.29 | %(3) |
(1) | Inception date of the fund was March 1, 2015. The Fund commenced operations as a series of The RBB Fund, Inc. on December 15, 2015, when substantially all of the assets of Boston Partners Emerging Market Long/Short Equity (the “Prior Account”) transferred to the Fund. The Fund is managed in all material respects in a manner equivalent to the management of the Prior Account. Accordingly, the performance information shown above for periods prior to December 15, 2015 is that of the Prior Account. |
(2) | This is not a primary benchmark of the Fund. Results of the index performance are presented for general comparative purposes. |
(3) | Index Performance is from inception date of the Class only and is not the inception date of the index itself. |
4 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED FEBRUARY 28, 2019(concluded) (unaudited)
| | | | | AVERAGE ANNUAL |
| | SIX MONTH | | 1 YEAR | | 5 YEAR | | 10 YEAR | | SINCE INCEPTION |
Boston Partners Emerging Markets Fund | | | | | | | | | | | | | | | | | | |
Institutional Class(1) | | | 0.22 | % | | | –13.19 | % | | | N/A | | | | N/A | | | | –5.85 | % |
MSCI World Index(2) | | | –3.11 | % | | | 1.00 | % | | | N/A | | | | N/A | | | | 4.43 | %(3) |
MSCI Emerging Markets Index | | | 0.45 | % | | | –9.55 | % | | | N/A | | | | N/A | | | | –2.93 | %(3) |
(1) | Inception date of the fund was October 17, 2017. |
(2) | This is not a primary benchmark of the Fund. Results of the index performance are presented for general comparative purposes. |
(3) | Index Performance is from inception date of the Class only and is not the inception date of the index itself. |
Performance quoted is past performance and does not guarantee future results. Investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost.Boston Partners Global Investors, Inc. waived a portion of its advisory fee and agreed to reimburse a portion of each Fund’s operating expenses, if necessary, to maintain certain expense ratios as set forth in the notes to the financial statements. Total returns shown include fee waivers, expense reimbursements and expense recoupment, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. Each Fund’s annual operating expense ratios below are as stated in the current prospectuses. These ratios may differ from the actual expenses incurred by a Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the returns quoted.Visit www.boston-partners.com for returns updated daily. Call 1-888-261-4073 for returns current to the most recent month-end.
Investors should note that the Funds are actively managed mutual funds while the indices are unmanaged, do not incur expenses and are not available for investment.
Small company stocks are generally riskier than large company stocks due to greater volatility and less liquidity.
Value investing involves the risk that a fund’s investment in companies whose securities are believed to be undervalued, relative to their underlying profitability, will not appreciate in value as anticipated.
A long/short strategy uses short sales, which theoretically involve unlimited loss potential since the market price of securities sold short may continuously increase. Increased leverage may cause a fund’s net asset value to be disproportionately volatile. The strategy also may generate high portfolio turnover, which may result in higher costs and capital gains.
International investing is subject to special risks including, but not limited to, currency risk associated with securities denominated in other than the U.S. dollar, which may be affected by fluctuations in currency exchange rates, political, social or economic instability, and differences in taxation, auditing and other financial practices. Investment in emerging market securities may increase these risks.
The following are the Funds’ gross annual operating expense ratios as stated in the most recent prospectuses, for Institutional Class and Investor Class, respectively, dated December 31, 2018:
| | INSTITUTIONAL CLASS | | INVESTOR CLASS |
Boston Partners Small Cap Value Fund II | | | 1.15 | % | | | 1.40 | % |
Boston Partners Long/Short Equity Fund | | | 3.01 | %(1) | | | 3.26 | %(1) |
Boston Partners Long/Short Research Fund | | | 2.10 | %(1) | | | 2.35 | %(1) |
Boston Partners All-Cap Value Fund | | | 0.81 | % | | | 1.06 | % |
WPG Partners Small/Micro Cap Value Fund | | | 1.11 | % | | | N/A | |
Boston Partners Global Equity Fund | | | 1.04 | % | | | 1.29 | % |
Boston Partners Global Long/Short Fund | | | 2.35 | %(1) | | | 2.60 | %(1) |
Boston Partners Emerging Markets Long/Short Fund | | | 2.44 | %(1) | | | N/A | |
Boston Partners Emerging Markets Fund | | | 3.02 | % | | | N/A | |
1 | Includes interest and dividend expense on short sales. |
Semi-Annual Report 2019 | 5
BOSTON PARTNERS INVESTMENT FUNDS
FUND EXPENSE EXAMPLES
FEBRUARY 28, 2019(unaudited)
As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs, if any, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) 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 six-month period from September 1, 2018 through February 28, 2019, and held for the entire period.
ACTUAL EXPENSES
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLES FOR COMPARISON PURPOSES
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on a 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(s) and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, if any. Therefore, the second line of the accompanying 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.
| | BEGINNING ACCOUNT VALUE SEPTEMBER 1, 2018 | | ENDING ACCOUNT VALUE FEBRUARY 28, 2019 | | EXPENSES PAID DURING PERIOD* | | ANNUALIZED EXPENSE RATIO | | ACTUAL SIX-MONTH TOTAL INVESTMENT RETURN FOR THE FUND |
Boston Partners Small Cap Value Fund II | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 920.40 | | | $ | 5.24 | | | | 1.10 | % | | | –7.96% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,019.34 | | | | 5.51 | | | | 1.10 | % | | | N/A | |
Investor | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 918.90 | | | $ | 6.42 | | | | 1.35 | % | | | –8.11% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,018.10 | | | | 6.76 | | | | 1.35 | % | | | N/A | |
Boston Partners Long/Short Equity Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 955.90 | | | $ | 13.05 | | | | 2.69 | %(1) | | | –4.41% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,011.46 | | | | 13.42 | | | | 2.69 | %(1) | | | N/A | |
Investor | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 954.70 | | | $ | 14.25 | | | | 2.94 | %(1) | | | –4.53% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,010.22 | | | | 14.65 | | | | 2.94 | %(1) | | | N/A | |
Boston Partners Long/Short Research Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 956.40 | | | $ | 9.60 | | | | 1.98 | %(1) | | | –4.36% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,014.98 | | | | 9.89 | | | | 1.98 | %(1) | | | N/A | |
Investor | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 955.30 | | | $ | 10.81 | | | | 2.23 | %(1) | | | –4.47% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,013.74 | | | | 11.13 | | | | 2.23 | %(1) | | | N/A | |
Boston Partners All-Cap Value Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 941.60 | | | $ | 3.85 | | | | 0.80 | % | | | –5.84% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,020.83 | | | | 4.01 | | | | 0.80 | % | | | N/A | |
Investor | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 940.30 | | | $ | 5.05 | | | | 1.05 | % | | | –5.97% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,019.59 | | | | 5.26 | | | | 1.05 | % | | | N/A | |
6 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
FUND EXPENSE EXAMPLES(concluded)
FEBRUARY 28, 2019(unaudited)
| | BEGINNING ACCOUNT VALUE SEPTEMBER 1, 2018 | | ENDING ACCOUNT VALUE FEBRUARY 28, 2019 | | EXPENSES PAID DURING PERIOD* | | ANNUALIZED EXPENSE RATIO | | ACTUAL SIX-MONTH TOTAL INVESTMENT RETURN FOR THE FUND |
WPG Partners Small/Micro Cap Value Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 893.90 | | | $ | 5.17 | | | | 1.10 | % | | | –10.61% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,019.34 | | | | 5.51 | | | | 1.10 | % | | | N/A | |
Boston Partners Global Equity Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 931.30 | | | $ | 4.55 | | | | 0.95 | % | | | –6.87% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,020.08 | | | | 4.76 | | | | 0.95 | % | | | N/A | |
Boston Partners Global Long/Short Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 954.40 | | | $ | 10.47 | | | | 2.17 | %(1) | | | –4.56% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,014.08 | | | | 10.79 | | | | 2.17 | %(1) | | | N/A | |
Investor | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 954.00 | | | $ | 11.68 | | | | 2.42 | %(1) | | | –4.60% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,012.84 | | | | 12.03 | | | | 2.42 | %(1) | | | N/A | |
Boston Partners Emerging Markets Long/Short Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 975.90 | | | $ | 9.65 | | | | 1.97 | %(1) | | | –2.41% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,015.03 | | | | 9.84 | | | | 1.97 | %(1) | | | N/A | |
Boston Partners Emerging Markets Fund | | | | | | | | | | | | | | | | | | | | |
Institutional | | | | | | | | | | | | | | | | | | | | |
Actual | | $ | 1,000.00 | | | $ | 1,002.20 | | | $ | 5.36 | | | | 1.08 | % | | | 0.22% | |
Hypothetical (5% return before expenses) | | | 1,000.00 | | | | 1,019.44 | | | | 5.41 | | | | 1.08 | % | | | N/A | |
* | Expenses are equal to each Fund’s annualized six-month expense ratios in the table above, which include waived fees or reimbursed expenses, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. |
(1) | These amounts include dividends paid on securities which the Funds have sold short (“Short-sale dividends”) and related interest expense. The amount of short-sale dividends and related interest expense was 0.24% of average net assets for the six-month period ended February 28, 2019 for both the Institutional Class and Investor Class of the Boston Partners Long/Short Equity Fund, 0.60% of average net assets for the Institutional Class and Investor Class of the Boston Partners Long/Short Research Fund, 0.52% of average net assets of the Institutional Class and Investor Class of the Boston Partners Global Long/Short Fund and 0.00% of average net assets for the Institutional Class of the Boston Partners Emerging Markets Long/Short Fund. |
Semi-Annual Report 2019 | 7
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
Portfolio Holdings Summary Tables (unaudited) | |
BOSTON PARTNERS SMALL CAP VALUE FUND II | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
COMMON STOCK | | | | | | | | |
Finance | | | 32.9 | % | | $ | 191,712,205 | |
Technology | | | 12.3 | | | | 71,461,987 | |
Consumer Services | | | 10.5 | | | | 61,510,956 | |
Capital Goods | | | 10.1 | | | | 59,076,004 | |
Basic Industries | | | 7.6 | | | | 44,108,761 | |
Real Estate Investment Trusts | | | 6.7 | | | | 38,807,407 | |
Energy | | | 4.6 | | | | 26,909,792 | |
Consumer Non-Durables | | | 4.2 | | | | 24,599,585 | |
Health Care | | | 2.9 | | | | 16,993,076 | |
Consumer Durables | | | 1.7 | | | | 9,871,811 | |
Communications | | | 1.1 | | | | 6,259,666 | |
Utilities | | | 0.7 | | | | 3,847,039 | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL | | | 29.2 | | | | 170,373,006 | |
SHORT-TERM INVESTMENTS | | | 4.2 | | | | 24,566,381 | |
LIABILITIES IN EXCESS OF OTHER ASSETS | | | (28.7 | ) | | | (167,216,690 | ) |
NET ASSETS | | | 100.0 | % | | $ | 582,880,986 | |
Portfolio holdings are subject to change at any time.
BOSTON PARTNERS LONG/SHORT EQUITY FUND | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
LONG POSITIONS: | | | | | | | | |
COMMON STOCK | | | | | | | | |
Technology | | | 22.6 | % | | $ | 79,925,864 | |
Consumer Services | | | 14.3 | | | | 50,609,404 | |
Finance | | | 14.2 | | | | 49,989,586 | |
Energy | | | 11.5 | | | | 40,649,006 | |
Health Care | | | 10.6 | | | | 37,351,859 | |
Capital Goods | | | 7.6 | | | | 26,912,240 | |
Communications | | | 4.9 | | | | 17,295,972 | |
Basic Industries | | | 3.6 | | | | 12,681,247 | |
Real Estate Investment Trusts | | | 3.0 | | | | 10,633,685 | |
Consumer Non-Durables | | | 2.5 | | | | 8,736,984 | |
Utilities | | | 2.1 | | | | 7,326,935 | |
Transportation | | | 1.7 | | | | 5,843,618 | |
Consumer Durables | | | 0.6 | | | | 2,173,323 | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES | | | | | | | | |
LENDING COLLATERAL | | | 15.5 | | | | 54,729,523 | |
SHORT-TERM INVESTMENTS | | | 0.6 | | | | 2,029,092 | |
| | | | | | | | |
SHORT POSITIONS: | | | | | | | | |
COMMON STOCK | | | | | | | | |
Technology | | | (13.1 | ) | | | (46,377,803 | ) |
Consumer Services | | | (9.9 | ) | | | (34,792,650 | ) |
Consumer Non-Durables | | | (5.2 | ) | | | (18,454,710 | ) |
Health Care | | | (4.8 | ) | | | (17,078,997 | ) |
Capital Goods | | | (4.6 | ) | | | (16,230,554 | ) |
Finance | | | (3.7 | ) | | | (13,089,478 | ) |
Communications | | | (2.6 | ) | | | (9,162,441 | ) |
Consumer Durables | | | (2.3 | ) | | | (8,185,467 | ) |
Utilities | | | (1.9 | ) | | | (6,720,294 | ) |
BOSTON PARTNERS LONG/SHORT EQUITY FUND (continued) | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
Basic Industries | | | (1.8 | )% | | $ | (6,296,373 | ) |
Real Estate Investment Trusts | | | (1.1 | ) | | | (3,697,561 | ) |
Energy | | | (0.0 | ) | | | (7 | ) |
OPTIONS WRITTEN | | | (0.1 | ) | | | (256,275 | ) |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 35.8 | | | | 126,356,304 | |
NET ASSETS | | | 100.0 | % | | $ | 352,902,032 | |
Portfolio holdings are subject to change at any time.
BOSTON PARTNERS LONG/SHORT RESEARCH FUND |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
LONG POSITIONS: | | | | | | | | |
COMMON STOCK | | | | | | | | |
Finance | | | 20.5 | % | | $ | 941,014,843 | |
Technology | | | 19.4 | | | | 887,287,056 | |
Consumer Services | | | 12.4 | | | | 568,393,202 | |
Health Care | | | 9.6 | | | | 438,664,816 | |
Capital Goods | | | 9.3 | | | | 425,665,761 | |
Energy | | | 8.3 | | | | 380,820,474 | |
Consumer Non-Durables | | | 6.9 | | | | 317,822,481 | |
Basic Industries | | | 4.1 | | | | 187,994,145 | |
Communications | | | 2.9 | | | | 134,532,425 | |
Consumer Durables | | | 2.8 | | | | 126,112,447 | |
Transportation | | | 2.2 | | | | 100,818,333 | |
Real Estate Investment Trusts | | | 0.6 | | | | 29,286,409 | |
Utilities | | | 0.2 | | | | 6,907,865 | |
WARRANTS | | | 0.0 | | | | 124,972 | |
SHORT-TERM INVESTMENTS | | | 0.4 | | | | 19,013,068 | |
| | | | | | | | |
SHORT POSITIONS: | | | | | | | | |
COMMON STOCK | | | | | | | | |
Technology | | | (8.3 | ) | | | (382,121,861 | ) |
Finance | | | (8.0 | ) | | | (366,023,514 | ) |
Capital Goods | | | (6.3 | ) | | | (288,684,544 | ) |
Consumer Services | | | (5.5 | ) | | | (250,250,997 | ) |
Basic Industries | | | (4.7 | ) | | | (216,602,101 | ) |
Consumer Non-Durables | | | (3.2 | ) | | | (147,093,549 | ) |
Energy | | | (2.4 | ) | | | (108,777,229 | ) |
Health Care | | | (2.2 | ) | | | (99,899,848 | ) |
Consumer Durables | | | (1.2 | ) | | | (55,655,794 | ) |
Real Estate Investment Trusts | | | (1.2 | ) | | | (54,446,189 | ) |
Utilities | | | (0.8 | ) | | | (38,815,374 | ) |
Communications | | | (0.6 | ) | | | (26,958,593 | ) |
Transportation | | | (0.5 | ) | | | (22,315,433 | ) |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 45.3 | | | | 2,074,255,819 | |
NET ASSETS | | | 100.0 | % | | $ | 4,581,069,090 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
8 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
Portfolio Holdings Summary Tables (continued)(unaudited) | |
BOSTON PARTNERS ALL-CAP VALUE FUND | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
COMMON STOCK | | | | | | | | |
Finance | | | 29.7 | % | | $ | 604,518,325 | |
Technology | | | 20.2 | | | | 410,370,473 | |
Health Care | | | 19.6 | | | | 399,284,395 | |
Consumer Services | | | 7.4 | | | | 151,236,608 | |
Capital Goods | | | 7.3 | | | | 147,802,765 | |
Energy | | | 5.2 | | | | 104,823,494 | |
Consumer Non-Durables | | | 2.9 | | | | 58,534,169 | |
Consumer Durables | | | 1.8 | | | | 37,460,149 | |
Basic Industries | | | 1.8 | | | | 35,680,654 | |
Transportation | | | 0.6 | | | | 12,055,278 | |
Communications | | | 0.5 | | | | 10,267,117 | |
RIGHTS | | | 0.0 | | | | — | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL | | | 26.0 | | | | 528,806,686 | |
SHORT-TERM INVESTMENTS | | | 2.9 | | | | 58,005,078 | |
LIABILITIES IN EXCESS OF OTHER ASSETS | | | (25.9 | ) | | | (526,530,034 | ) |
NET ASSETS | | | 100.0 | % | | $ | 2,032,315,157 | |
Portfolio holdings are subject to change at any time.
WPG PARTNERS SMALL/MICRO CAP VALUE FUND | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
COMMON STOCK | | | | | | | | |
Finance | | | 25.5 | % | | $ | 6,622,386 | |
Capital Goods | | | 13.3 | | | | 3,458,011 | |
Technology | | | 10.9 | | | | 2,835,547 | |
Real Estate Investment Trusts | | | 10.2 | | | | 2,645,609 | |
Consumer Services | | | 7.9 | | | | 2,052,708 | |
Energy | | | 7.2 | | | | 1,880,910 | |
Transportation | | | 5.7 | | | | 1,473,587 | |
Basic Industries | | | 5.0 | | | | 1,285,879 | |
Consumer Durables | | | 4.5 | | | | 1,156,615 | |
Utilities | | | 3.6 | | | | 920,626 | |
Health Care | | | 1.5 | | | | 396,197 | |
Communications | | | 0.6 | | | | 153,314 | |
Consumer Non-Durables | | | 0.4 | | | | 112,071 | |
WARRANTS | | | 0.0 | | | | 2,304 | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL | | | 30.9 | | | | 8,031,303 | |
SHORT-TERM INVESTMENTS | | | 5.0 | | | | 1,286,867 | |
LIABILITIES IN EXCESS OF OTHER ASSETS | | | (32.2 | ) | | | (8,357,381 | ) |
NET ASSETS | | | 100.0 | % | | $ | 25,956,553 | |
Portfolio holdings are subject to change at any time.
BOSTON PARTNERS GLOBAL EQUITY FUND | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
COMMON STOCK | | | | | | | | |
Financials | | | 20.7 | % | | $ | 143,771,853 | |
Health Care | | | 12.5 | | | | 87,210,343 | |
Information Technology | | | 12.3 | | | | 85,774,032 | |
Industrials | | | 10.7 | | | | 74,227,923 | |
Consumer Staples | | | 10.2 | | | | 70,969,517 | |
Consumer Discretionary | | | 7.4 | | | | 51,180,722 | |
Materials | | | 7.3 | | | | 50,784,721 | |
Energy | | | 6.6 | | | | 45,966,859 | |
Communication Services | | | 6.3 | | | | 44,081,006 | |
Utilities | | | 1.1 | | | | 7,601,440 | |
PREFERRED STOCKS 1.0 7,184,117 INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL | | | 5.2 | | | | 35,967,290 | |
SHORT-TERM INVESTMENTS | | | 3.9 | | | | 26,777,391 | |
LIABILITIES IN EXCESS OF OTHER ASSETS | | | (5.2 | ) | | | (35,980,947 | ) |
NET ASSETS | | | 100.0 | % | | $ | 695,516,267 | |
|
Portfolio holdings are subject to change at any time.
BOSTON PARTNERS GLOBAL LONG/SHORT FUND | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
LONG POSITIONS: | | | | | | | | |
COMMON STOCK | | | | | | | | |
Financials | | | 19.6 | % | | $ | 167,875,956 | |
Health Care | | | 12.2 | | | | 104,417,359 | |
Industrials | | | 11.0 | | | | 94,371,758 | |
Information Technology | | | 10.8 | | | | 91,993,834 | |
Consumer Staples | | | 9.8 | | | | 83,885,097 | |
Communication Services | | | 8.9 | | | | 75,660,977 | |
Consumer Discretionary | | | 8.0 | | | | 68,753,106 | |
Materials | | | 7.7 | | | | 65,488,799 | |
Energy | | | 6.9 | | | | 58,913,573 | |
Utilities | | | 1.1 | | | | 9,310,628 | |
PREFERRED STOCKS | | | 1.1 | | | | 9,029,156 | |
SHORT-TERM INVESTMENTS | | | 3.1 | | | | 26,770,041 | |
| | | | | | | | |
SHORT POSITIONS: | | | | | | | | |
COMMON STOCK | | | | | | | | |
Financials | | | (8.2 | ) | | | (70,152,014 | ) |
Industrials | | | (8.0 | ) | | | (68,727,505 | ) |
Consumer Discretionary | | | (7.5 | ) | | | (64,141,317 | ) |
Information Technology | | | (6.5 | ) | | | (55,690,513 | ) |
Materials | | | (5.1 | ) | | | (43,820,689 | ) |
Energy | | | (3.4 | ) | | | (28,924,918 | ) |
Consumer Staples | | | (3.4 | ) | | | (28,815,019 | ) |
Health Care | | | (3.0 | ) | | | (25,588,694 | ) |
Communication Services | | | (1.9 | ) | | | (15,805,981 | ) |
Utilities | | | (1.0 | ) | | | (8,702,383 | ) |
Real Estate | | | (0.2 | ) | | | (1,904,679 | ) |
PREFERRED STOCK | | | (0.3 | ) | | | (2,371,036 | ) |
OPTIONS WRITTEN | | | (0.7 | ) | | | (5,631,850 | ) |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 49.0 | | | | 418,407,915 | |
NET ASSETS | | | 100.0 | % | | $ | 854,601,601 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 9
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
Portfolio Holdings Summary Tables (concluded) (unaudited) | |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
LONG POSITIONS: | | | | | | | | |
COMMON STOCK | | | | | | | | |
Consumer Discretionary | | | 19.6 | % | | $ | 12,272,855 | |
Financials | | | 10.5 | | | | 6,561,684 | |
Consumer Staples | | | 7.9 | | | | 4,931,879 | |
Communication Services | | | 7.0 | | | | 4,397,468 | |
Industrials | | | 4.9 | | | | 3,084,201 | |
Real Estate | | | 4.6 | | | | 2,856,149 | |
Information Technology | | | 2.9 | | | | 1,833,303 | |
Health Care | | | 2.3 | | | | 1,461,121 | |
Energy | | | 1.5 | | | | 932,774 | |
Utilities | | | 1.2 | | | | 736,473 | |
Materials | | | 1.0 | | | | 611,197 | |
PREFERRED STOCKS | | | 3.7 | | | | 2,289,554 | |
RIGHTS | | | 0.0 | | | | — | |
WARRANTS | | | 0.0 | | | | 1,362 | |
SHORT-TERM INVESTMENTS | | | 28.2 | | | | 17,652,981 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 4.7 | | | | 2,947,097 | |
NET ASSETS | | | 100.0 | % | | $ | 62,570,098 | |
Portfolio holdings are subject to change at any time.
BOSTON PARTNERS EMERGING MARKETS FUND | |
SECURITY TYPE/SECTOR CLASSIFICATION | | % OF NET ASSETS | | VALUE |
COMMON STOCK | | | | | | | | |
Consumer Discretionary | | | 21.6 | % | | $ | 2,035,254 | |
Financials | | | 14.9 | | | | 1,401,297 | |
Communication Services | | | 10.7 | | | | 1,011,093 | |
Consumer Staples | | | 8.7 | | | | 821,349 | |
Information Technology | | | 7.8 | | | | 732,908 | |
Industrials | | | 5.9 | | | | 555,923 | |
Real Estate | | | 5.2 | | | | 491,046 | |
Health Care | | | 2.2 | | | | 207,698 | |
Utilities | | | 1.1 | | | | 107,828 | |
Energy | | | 1.0 | | | | 96,522 | |
Materials | | | 1.0 | | | | 92,689 | |
PREFERRED STOCKS | | | 0.2 | | | | 22,520 | |
RIGHTS | | | 0.0 | | | | — | |
SHORT-TERM INVESTMENTS | | | 19.4 | | | | 1,829,395 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 0.3 | | | | 30,226 | |
NET ASSETS | | | 100.0 | % | | $ | 9,435,748 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
10 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS SMALL CAP VALUE FUND II | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
COMMON STOCKS—95.3% | | | | | | |
Basic Industries—7.6% | | | | | | |
Ferro Corp.* | | | 105,172 | | | $ | 2,039,285 | |
Graphic Packaging Holding Co.(a) | | | 725,557 | | | | 8,837,284 | |
Innophos Holdings, Inc. | | | 80,006 | | | | 2,656,199 | |
Orion Engineered Carbons SA | | | 145,674 | | | | 4,059,934 | |
Owens-Illinois, Inc.(a) | | | 215,344 | | | | 4,289,653 | |
PQ Group Holdings, Inc.*(a) | | | 251,795 | | | | 4,124,402 | |
Schweitzer-Mauduit International, Inc. | | | 141,702 | | | | 5,464,029 | |
SunCoke Energy, Inc.* | | | 550,563 | | | | 5,461,585 | |
Valvoline, Inc.(a) | | | 381,926 | | | | 7,176,390 | |
| | | | | | | 44,108,761 | |
Capital Goods—10.1% | | | | | | | | |
Aegion Corp.*(a) | | | 125,999 | | | | 2,187,343 | |
Ampco-Pittsburgh Corp.* | | | 37,108 | | | | 146,205 | |
BMC Stock Holdings, Inc.*(a) | | | 325,548 | | | | 6,227,733 | |
Continental Building Products, Inc.*(a) | | | 80,384 | | | | 2,317,471 | |
Ferroglobe PLC(a) | | | 302,576 | | | | 832,084 | |
Ferroglobe Representation & Warranty Insurance*‡ | | | 276,005 | | | | 0 | |
Foundation Building Materials, Inc.* | | | 118,198 | | | | 1,314,362 | |
Granite Construction, Inc.(a) | | | 45,086 | | | | 2,099,204 | |
LCI Industries(a) | | | 81,314 | | | | 6,625,465 | |
Minerals Technologies, Inc. | | | 84,897 | | | | 5,025,902 | |
NN, Inc.(a) | | | 123,138 | | | | 1,220,297 | |
Orion Group Holdings, Inc.* | | | 275,935 | | | | 1,172,724 | |
Timken Co., (The) | | | 85,500 | | | | 3,709,845 | |
Trinseo SA | | | 76,715 | | | | 3,850,326 | |
Tutor Perini Corp.*(a) | | | 158,650 | | | | 2,985,793 | |
WESCO International, Inc.* | | | 204,891 | | | | 11,156,315 | |
World Fuel Services Corp. | | | 296,314 | | | | 8,204,935 | |
| | | | | | | 59,076,004 | |
Communications—1.1% | | | | | | | | |
AMC Networks, Inc. Class A*(a) | | | 95,262 | | | | 6,259,666 | |
Consumer Durables—1.7% | | | | | | | | |
La-Z-Boy, Inc.(a) | | | 110,705 | | | | 3,809,359 | |
Standard Motor Products, Inc. | | | 38,864 | | | | 1,915,995 | |
Strattec Security Corp. | | | 18,909 | | | | 585,801 | |
Tower International, Inc. | | | 138,817 | | | | 3,560,656 | |
| | | | | | | 9,871,811 | |
Consumer Non-Durables—4.2% | | | | | | | | |
Energizer Holdings, Inc.(a) | | | 124,160 | | | | 5,696,461 | |
Fresh Del Monte Produce, Inc.(a) | | | 94,318 | | | | 2,610,722 | |
Skechers U.S.A., Inc. Class A* | | | 232,899 | | | | 7,832,393 | |
Steven Madden Ltd.(a) | | | 147,937 | | | | 4,880,442 | |
Universal Corp. | | | 60,323 | | | | 3,579,567 | |
| | | | | | | 24,599,585 | |
Consumer Services—10.5% | | | | | | | | |
ABM Industries, Inc.(a) | | | 127,643 | | | | 4,551,749 | |
ACCO Brands Corp.(a) | | | 335,492 | | | | 3,120,076 | |
ASGN, Inc.* | | | 75,788 | | | | 4,881,505 | |
CBIZ, Inc.* | | | 126,802 | | | | 2,615,925 | |
Civeo Corp.* | | | 452,858 | | | | 1,177,431 | |
Ennis, Inc.(a) | | | 50,561 | | | | 1,071,893 | |
Entercom Communications Corp. Class A(a) | | | 291,523 | | | | 1,795,782 | |
FTI Consulting, Inc.*(a) | | | 79,405 | | | | 5,888,675 | |
Group 1 Automotive, Inc.(a) | | | 24,311 | | | | 1,511,658 | |
Huron Consulting Group, Inc.* | | | 37,914 | | | | 1,737,219 | |
| | NUMBER OF SHARES | | | VALUE | |
Consumer Services—(continued) | | | | | | | | |
ICF International, Inc. | | | 65,878 | | | $ | 4,975,107 | |
Lithia Motors, Inc. Class A(a) | | | 108,437 | | | | 9,788,608 | |
MAXIMUS, Inc.(a) | | | 46,189 | | | | 3,264,639 | |
Navigant Consulting, Inc.(a) | | | 97,370 | | | | 2,004,848 | |
PRA Group, Inc.*(a) | | | 87,309 | | | | 2,810,477 | |
Scholastic Corp.(a) | | | 31,691 | | | | 1,340,846 | |
Tetra Tech, Inc. | | | 102,158 | | | | 6,131,523 | |
TravelCenters of America LLC*(a) | | | 184,334 | | | | 836,876 | |
Viad Corp. | | | 34,648 | | | | 2,006,119 | |
| | | | | | | 61,510,956 | |
Energy—4.6% | | | | | | | | |
Apergy Corp.* | | | 83,311 | | | | 3,497,396 | |
Cactus, Inc., Class A* | | | 101,059 | | | | 3,664,399 | |
Enerplus Corp. | | | 499,027 | | | | 4,401,418 | |
Extraction Oil & Gas, Inc.*(a) | | | 264,182 | | | | 1,109,564 | |
Forum Energy Technologies, Inc.*(a) | | | 228,409 | | | | 1,331,625 | |
Jagged Peak Energy, Inc.*(a) | | | 138,659 | | | | 1,313,101 | |
Key Energy Services, Inc.*(a) | | | 121,636 | | | | 311,388 | |
Kosmos Energy Ltd.*(a) | | | 598,697 | | | | 3,831,661 | |
Nine Energy Service, Inc.*(a) | | | 146,602 | | | | 3,843,904 | |
ProPetro Holding Corp.* | | | 116,306 | | | | 2,309,837 | |
Superior Energy Services, Inc.*(a) | | | 276,816 | | | | 1,295,499 | |
| | | | | | | 26,909,792 | |
Finance—32.9% | | | | | | | | |
Air Lease Corp.(a) | | | 200,555 | | | | 7,492,735 | |
AMERISAFE, Inc. | | | 43,726 | | | | 2,759,548 | |
Ares Commercial Real Estate Corp. | | | 113,591 | | | | 1,733,399 | |
Assured Guaranty Ltd. | | | 288,602 | | | | 12,052,019 | |
Axis Capital Holdings Ltd. | | | 37,809 | | | | 2,157,760 | |
BankUnited, Inc. | | | 154,564 | | | | 5,640,040 | |
Boston Private Financial Holdings, Inc. | | | 235,130 | | | | 2,795,696 | |
Cadence BanCorp(a) | | | 215,149 | | | | 4,300,828 | |
CenterState Banks, Inc. | | | 129,406 | | | | 3,424,083 | |
Columbia Banking System, Inc.(a) | | | 26,074 | | | | 987,683 | |
Essent Group Ltd.* | | | 186,259 | | | | 8,035,213 | |
Evercore, Inc. | | | 33,566 | | | | 3,091,429 | |
Federal Agricultural Mortgage Corp., Class C | | | 53,334 | | | | 4,366,455 | |
First Citizens BancShares Inc., Class A | | | 7,805 | | | | 3,407,507 | |
First Hawaiian, Inc. | | | 202,919 | | | | 5,470,696 | |
First Merchants Corp.(a) | | | 86,831 | | | | 3,507,104 | |
First Midwest Bancorp Inc.(a) | | | 106,712 | | | | 2,470,383 | |
FirstCash, Inc. | | | 42,551 | | | | 3,730,021 | |
Flushing Financial Corp.(a) | | | 63,444 | | | | 1,472,535 | |
Gladstone Capital Corp.(a) | | | 36,337 | | | | 329,577 | |
Global Indemnity Ltd. Class A | | | 33,317 | | | | 1,285,370 | |
Greenhill & Co, Inc.(a) | | | 68,808 | | | | 1,619,740 | |
Hanmi Financial Corp.(a) | | | 130,537 | | | | 3,012,794 | |
Hanover Insurance Group Inc., (The) | | | 31,114 | | | | 3,693,543 | |
Heritage Financial Corp. | | | 81,662 | | | | 2,688,313 | |
Hope Bancorp, Inc. | | | 130,647 | | | | 1,904,833 | |
James River Group Holdings Ltd. | | | 98,336 | | | | 4,040,626 | |
Luther Burbank Corp. | | | 209,105 | | | | 2,187,238 | |
Merchants Bancorp(a) | | | 92,160 | | | | 1,921,536 | |
National General Holdings Corp.(a) | | | 311,475 | | | | 8,039,170 | |
Navient Corp.(a) | | | 658,444 | | | | 8,046,186 | |
Nelnet, Inc., Class A | | | 125,636 | | | | 6,887,365 | |
NMI Holdings, Inc. Class A*(a) | | | 139,486 | | | | 3,368,587 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 11
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS SMALL CAP VALUE FUND II | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Finance—(continued) | | | | | | |
Peapack Gladstone Financial Corp. | | | 101,908 | | | $ | 2,963,485 | |
PennyMac Financial Services, Inc. | | | 172,939 | | | | 4,032,937 | |
Preferred Bank(a) | | | 51,305 | | | | 2,627,842 | |
ProAssurance Corp. | | | 80,425 | | | | 3,265,255 | |
Radian Group, Inc. | | | 190,031 | | | | 3,869,031 | |
RBB Bancorp | | | 71,247 | | | | 1,542,498 | |
Silvercrest Asset Management Group, Inc. Class A | | | 267,953 | | | | 4,016,615 | |
SLM Corp.*(a) | | | 1,107,598 | | | | 12,238,958 | |
South State Corp.(a) | | | 14,501 | | | | 1,030,151 | |
State Auto Financial Corp. | | | 53,167 | | | | 1,790,133 | |
Stewart Information Services Corp. | | | 41,034 | | | | 1,761,590 | |
Stifel Financial Corp.(a) | | | 40,191 | | | | 2,187,596 | |
Synovus Financial Corp. | | | 130,871 | | | | 5,192,961 | |
Umpqua Holdings Corp.(a) | | | 92,784 | | | | 1,686,813 | |
Walker & Dunlop, Inc. | | | 186,981 | | | | 10,433,540 | |
Washington Federal, Inc. | | | 67,798 | | | | 2,080,043 | |
White Mountains Insurance Group Ltd. | | | 3,271 | | | | 3,072,745 | |
| | | | | | | 191,712,205 | |
Health Care—2.9% | | | | | | | | |
Chemed Corp. | | | 9,831 | | | | 3,239,314 | |
ICON PLC* | | | 30,319 | | | | 4,244,054 | |
LHC Group, Inc.*(a) | | | 40,877 | | | | 4,483,798 | |
Patterson Cos, Inc.(a) | | | 87,703 | | | | 1,977,703 | |
Syneos Health, Inc.*(a) | | | 72,976 | | | | 3,048,207 | |
| | | | | | | 16,993,076 | |
Real Estate Investment Trusts—6.7% | | | | | | | | |
Blackstone Mortgage Trust, Inc. Class A(a) | | | 197,139 | | | | 6,797,353 | |
Chatham Lodging Trust | | | 124,860 | | | | 2,494,703 | |
Cousins Properties, Inc.(a) | | | 198,676 | | | | 1,891,395 | |
Front Yard Residential Corp. | | | 61,260 | | | | 681,824 | |
Gladstone Commercial Corp.(a) | | | 42,753 | | | | 882,422 | |
MFA Financial, Inc.(a) | | | 681,678 | | | | 4,955,799 | |
Realogy Holdings Corp.(a) | | | 245,027 | | | | 3,332,367 | |
Retail Properties of America, Inc. | | | 177,317 | | | | 2,209,370 | |
Starwood Property Trust, Inc.(a) | | | 189,195 | | | | 4,243,644 | |
Two Harbors Investment Corp.(a) | | | 816,044 | | | | 11,318,530 | |
| | | | | | | 38,807,407 | |
Technology—12.3% | | | | | | | | |
Bel Fuse, Inc., Class B(a) | | | 134,056 | | | | 3,277,669 | |
Belden, Inc.(a) | | | 96,599 | | | | 5,968,852 | |
Brooks Automation, Inc.(a) | | | 199,240 | | | | 6,397,596 | |
Ciena Corp.* | | | 227,334 | | | | 9,698,069 | |
EnerSys(a) | | | 76,592 | | | | 5,654,021 | |
EVERTEC, Inc. | | | 99,663 | | | | 2,852,355 | |
Insight Enterprises, Inc.* | | | 76,330 | | | | 4,260,741 | |
NCR Corp.*(a) | | | 152,856 | | | | 4,283,025 | |
PC Connection, Inc. | | | 30,857 | | | | 1,241,686 | |
Science Applications International Corp. | | | 35,094 | | | | 2,621,522 | |
SMART Global Holdings, Inc.*(a) | | | 112,878 | | | | 3,308,454 | |
Sykes Enterprises, Inc.*(a) | | | 167,198 | | | | 4,947,389 | |
SYNNEX Corp.(a) | | | 83,771 | | | | 8,219,611 | |
TTEC Holdings, Inc. | | | 166,824 | | | | 5,715,390 | |
Versum Materials, Inc. | | | 61,543 | | | | 3,015,607 | |
| | | | | | | 71,461,987 | |
| | NUMBER OF SHARES | | | VALUE | |
Utilities—0.7% | | | | | | | | |
Portland General Electric Co. | | | 37,420 | | | $ | 1,876,239 | |
Pure Cycle Corp.* | | | 194,359 | | | | 1,970,800 | |
| | | | | | | 3,847,039 | |
TOTAL COMMON STOCKS (Cost $468,631,505) | | | | | | | 555,158,289 | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL—29.2% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58%(b) | | | 170,373,006 | | | | 170,373,006 | |
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $170,373,006) | | | | | | | 170,373,006 | |
SHORT-TERM INVESTMENTS—4.2% | | | | | | | | |
Fidelity Investments Money Market Funds—Government Portfolio, Class I, 2.28%(b) | | | 24,566,381 | | | | 24,566,381 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $24,566,381) | | | | | | | 24,566,381 | |
TOTAL INVESTMENTS—128.7% (Cost $663,570,892) | | | | | | | 750,097,676 | |
LIABILITIES IN EXCESS OF OTHER | | | | | | | | |
ASSETS—(28.7)% | | | | | | | (167,216,690 | ) |
NET ASSETS—100.0% | | | | | | $ | 582,880,986 | |
PLC | — | Public Limited Company |
* | — | Non-income producing. |
(a) | — | All or a portion of the security is on loan. At February 28,2019, the market value of securities on loan was $164,342,194. |
(b) | — | Seven-day yield as of February 28, 2019. |
‡ | — | Security has been valued at fair market value using significant unobservable inputs as determined in good faith by or under the direction of The RBB Fund, Inc.’s Board of Directors. As of February 28, 2019, these securities amounted to $0 or 0.0% of net assets. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
12 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS SMALL CAP VALUE FUND II | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Common Stock | | | | | | | | | | | | | | | | | | | | |
Basic Industries | | $ | 44,108,761 | | | $ | 44,108,761 | | | $ | — | | | $ | — | | | $ | — | |
Capital Goods | | | 59,076,004 | | | | 59,076,004 | | | | — | | | | — | ** | | | — | |
Communications | | | 6,259,666 | | | | 6,259,666 | | | | — | | | | — | | | | — | |
Consumer Durables | | | 9,871,811 | | | | 9,871,811 | | | | — | | | | — | | | | — | |
Consumer Non-Durables | | | 24,599,585 | | | | 24,599,585 | | | | — | | | | — | | | | — | |
Consumer Services | | | 61,510,956 | | | | 61,510,956 | | | | — | | | | — | | | | — | |
Energy | | | 26,909,792 | | | | 26,909,792 | | | | — | | | | — | | | | — | |
Finance | | | 191,712,205 | | | | 191,712,205 | | | | — | | | | — | | | | — | |
Health Care | | | 16,993,076 | | | | 16,993,076 | | | | — | | | | — | | | | — | |
Real Estate Investment Trusts | | | 38,807,407 | | | | 38,807,407 | | | | — | | | | — | | | | — | |
Technology | | | 71,461,987 | | | | 71,461,987 | | | | — | | | | — | | | | — | |
Utilities | | | 3,847,039 | | | | 3,847,039 | | | | — | | | | — | | | | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 170,373,006 | | | | — | | | | — | | | | — | | | | 170,373,006 | |
Short-Term Investments | | | 24,566,381 | | | | 24,566,381 | | | | — | | | | — | | | | — | |
Total Assets | | $ | 750,097,676 | | | $ | 579,724,670 | | | $ | — | | | $ | — | ** | | $ | 170,373,006 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amount presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
| |
** | Value equals zero as of the end of the reporting period. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 13
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT EQUITY FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
LONG POSITIONS—115.3% | | | | | | | | |
COMMON STOCKS—99.2% | | | | | | | | |
Basic Industries—3.6% | | | | | | | | |
BHP Billiton Ltd. - SP ADR(a) | | | 34,155 | | | $ | 1,806,800 | |
Eastman Chemical Co. | | | 22,474 | | | | 1,858,375 | |
Freeport-McMoRan, Inc.† | | | 133,027 | | | | 1,716,048 | |
LyondellBasell Industries NV, Class A | | | 14,245 | | | | 1,218,232 | |
Mosaic Co., (The) | | | 80,638 | | | | 2,521,550 | |
Nutrien Ltd. | | | 29,169 | | | | 1,587,960 | |
Rio Tinto PLC - SP ADR† | | | 33,888 | | | | 1,972,282 | |
| | | | | | | 12,681,247 | |
Capital Goods—7.6% | | | | | | | | |
Argan, Inc. | | | 49,324 | | | | 2,293,566 | |
CECO Environmental Corp.*(a) | | | 187,160 | | | | 1,426,159 | |
Colfax Corp.*(a) | | | 109,412 | | | | 2,895,042 | |
DMC Global, Inc. | | | 52,326 | | | | 2,458,275 | |
Ferroglobe Representation & Warranty Insurance*‡ | | | 386,647 | | | | 0 | |
Fluor Corp.(a)† | | | 53,497 | | | | 2,011,487 | |
Graham Corp. | | | 66,598 | | | | 1,508,445 | |
Hexcel Corp.(a) | | | 20,204 | | | | 1,457,517 | |
Jacobs Engineering Group, Inc.† | | | 27,867 | | | | 2,056,027 | |
KBR, Inc.† | | | 117,096 | | | | 2,313,817 | |
Manitex International, Inc.*(a) | | | 211,234 | | | | 1,613,828 | |
Quanta Services, Inc. | | | 52,874 | | | | 1,884,429 | |
Safran SA - ADR† | | | 85,892 | | | | 2,925,482 | |
World Fuel Services Corp.† | | | 74,690 | | | | 2,068,166 | |
| | | | | | | 26,912,240 | |
Communications—4.9% | | | | | | | | |
Charter Communications, Inc., Class A*(a)† | | | 9,810 | | | | 3,383,567 | |
Comcast Corp., Class A† | | | 208,033 | | | | 8,044,636 | |
KT Corp. - SP ADR* | | | 133,158 | | | | 1,780,322 | |
Mobile TeleSystems PJSC - SP ADR | | | 193,104 | | | | 1,492,694 | |
Naspers Ltd. - SP ADR | | | 59,925 | | | | 2,594,753 | |
| | | | | | | 17,295,972 | |
Consumer Durables—0.6% | | | | | | | | |
Sony Corp. - SP ADR | | | 45,287 | | | | 2,173,323 | |
Consumer Non-Durables—2.5% | | | | | | | | |
Coca-Cola European Partners PLC | | | 45,628 | | | | 2,150,904 | |
Huami Corp. - ADR* | | | 84,955 | | | | 1,586,110 | |
Nomad Foods Ltd.*† | | | 101,027 | | | | 2,030,643 | |
Skechers U.S.A., Inc. Class A*(a) | | | 88,294 | | | | 2,969,327 | |
| | | | | | | 8,736,984 | |
Consumer Services—14.3% | | | | | | | | |
Aramark | | | 74,838 | | | | 2,267,591 | |
Barrett Business Services, Inc.† | | | 17,211 | | | | 1,351,752 | |
CarMax, Inc.*(a) | | | 24,092 | | | | 1,496,113 | |
CDK Global, Inc.(a) | | | 46,378 | | | | 2,690,388 | |
CVS Health Corp.† | | | 62,827 | | | | 3,633,285 | |
Dollar General Corp. | | | 16,026 | | | | 1,898,440 | |
FleetCor Technologies, Inc.* | | | 8,724 | | | | 2,035,135 | |
Gap, Inc., (The) (a) | | | 69,253 | | | | 1,759,026 | |
Hackett Group Inc., (The) | | | 75,893 | | | | 1,234,020 | |
ICF International, Inc. | | | 30,063 | | | | 2,270,358 | |
IHS Markit Ltd.* | | | 35,535 | | | | 1,889,396 | |
International Game Technology PLC (a)† | | | 110,158 | | | | 1,900,225 | |
| | NUMBER OF SHARES | | | VALUE | |
Consumer Services—(continued) | | | | |
KAR Auction Services, Inc. | | | 30,938 | | | $ | 1,458,727 | |
Korn/Ferry International | | | 29,292 | | | | 1,429,157 | |
Kroger Co., (The)† | | | 59,298 | | | | 1,739,210 | |
Las Vegas Sands Corp. | | | 33,571 | | | | 2,062,267 | |
Liquidity Services, Inc.* | | | 104,987 | | | | 724,410 | |
Multichoice Group Ltd.* | | | 11,985 | | | | 90,487 | |
Perficient, Inc.* | | | 65,241 | | | | 1,866,545 | |
Points International Ltd.* | | | 93,867 | | | | 1,127,343 | |
QuinStreet, Inc.*(a) | | | 87,330 | | | | 1,169,349 | |
Qurate Retail, Inc.*(a) | | | 105,834 | | | | 1,906,070 | |
Stars Group Inc., (The)* | | | 125,450 | | | | 2,091,548 | |
Tailored Brands, Inc.† | | | 121,236 | | | | 1,571,219 | |
Tetra Tech, Inc. | | | 28,298 | | | | 1,698,446 | |
Walgreens Boots Alliance, Inc.(a) | | | 30,410 | | | | 2,164,888 | |
Walt Disney Co. (The)(a)† | | | 21,870 | | | | 2,467,811 | |
Wyndham Destinations, Inc.† | | | 58,099 | | | | 2,616,198 | |
| | | | | | | 50,609,404 | |
Energy—11.5% | | | | | | | | |
Anadarko Petroleum Corp.(a)† | | | 32,051 | | | | 1,394,219 | |
Archrock, Inc.† | | | 211,456 | | | | 2,063,813 | |
Canadian Natural Resources Ltd.† | | | 69,872 | | | | 1,984,365 | |
Chevron Corp.† | | | 60,271 | | | | 7,207,206 | |
Crescent Point Energy Corp. | | | 301,143 | | | | 966,669 | |
Dawson Geophysical Co.*(a) | | | 102,305 | | | | 369,321 | |
Enerplus Corp. | | | 104,289 | | | | 919,829 | |
EOG Resources, Inc.† | | | 22,068 | | | | 2,074,392 | |
Halliburton Co.(a)† | | | 85,402 | | | | 2,620,987 | |
Marathon Oil Corp.† | | | 148,662 | | | | 2,467,789 | |
Marathon Petroleum Corp. | | | 23,168 | | | | 1,436,648 | |
Mitcham Industries, Inc.* | | | 326,912 | | | | 1,333,801 | |
Oceaneering International, Inc.* | | | 57,847 | | | | 893,736 | |
Parsley Energy, Inc., Class A* | | | 55,747 | | | | 1,011,251 | |
Phillips 66† | | | 23,715 | | | | 2,285,177 | |
Pioneer Natural Resources Co.(a)† | | | 10,300 | | | | 1,451,785 | |
ProPetro Holding Corp.*(a) | | | 83,377 | | | | 1,655,867 | |
Schlumberger Ltd.† | | | 89,201 | | | | 3,930,196 | |
Solaris Oilfield Infrastructure, Inc. Class A(a) | | | 66,967 | | | | 1,138,439 | |
Valero Energy Corp.† | | | 16,784 | | | | 1,368,903 | |
Viper Energy Partners LP(a)† | | | 63,039 | | | | 2,074,613 | |
| | | | | | | 40,649,006 | |
Finance—14.2% | | | | | | | | |
AerCap Holdings NV*† | | | 26,531 | | | | 1,197,609 | |
AMERCO(a) | | | 5,938 | | | | 2,283,695 | |
American International Group, Inc.(a) | | | 44,773 | | | | 1,934,194 | |
Arthur J Gallagher & Co.(a) | | | 23,163 | | | | 1,859,526 | |
Banco Macro SA - ADR | | | 30,512 | | | | 1,540,856 | |
Bank of America Corp.† | | | 144,329 | | | | 4,197,087 | |
Bar Harbor Bankshares | | | 4,116 | | | | 106,275 | |
Berkshire Hathaway, Inc., Class B*†# | | | 36,458 | | | | 7,338,995 | |
BGC Partners, Inc., Class A(a) | | | 212,329 | | | | 1,301,577 | |
Citigroup, Inc.† | | | 101,194 | | | | 6,474,392 | |
Discover Financial Services† | | | 35,500 | | | | 2,542,155 | |
E*TRADE Financial Corp. | | | 42,972 | | | | 2,105,198 | |
FedNat Holding Co.(a) | | | 81,624 | | | | 1,489,638 | |
Fortress Transportation & Infrastructure Investors LLC | | | 62,852 | | | | 1,006,889 | |
Jefferies Financial Group, Inc.† | | | 83,363 | | | | 1,689,768 | |
The accompanying notes are an integral part of the financial statements.
14 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT EQUITY FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Finance—(continued) | | | | | | | | |
Lazard Ltd., Class A† | | | 43,098 | | | $ | 1,613,158 | |
Loews Corp.(a) | | | 39,649 | | | | 1,888,085 | |
Morgan Stanley† | | | 83,775 | | | | 3,516,875 | |
Stifel Financial Corp.(a)† | | | 66,408 | | | | 3,614,588 | |
Umpqua Holdings Corp.(a)† | | | 125,909 | | | | 2,289,026 | |
| | | | | | | 49,989,586 | |
Health Care—10.6% | | | | | | | | |
Akebia Therapeutics, Inc.*(a) | | | 211,849 | | | | 1,542,261 | |
Anthem, Inc.† | | | 10,210 | | | | 3,070,453 | |
Celgene Corp.* | | | 22,097 | | | | 1,836,703 | |
Cigna Corp.† | | | 15,564 | | | | 2,714,984 | |
DaVita, Inc.* | | | 32,018 | | | | 1,821,824 | |
Exelixis, Inc.*(a)† | | | 114,397 | | | | 2,561,349 | |
HCA Healthcare, Inc.† | | | 24,652 | | | | 3,427,614 | |
Jazz Pharmaceuticals PLC* | | | 12,642 | | | | 1,770,259 | |
Johnson & Johnson† | | | 34,341 | | | | 4,692,354 | |
Laboratory Corp. of America Holdings*† | | | 20,770 | | | | 3,078,945 | |
Medtronic PLC† | | | 30,867 | | | | 2,793,464 | |
Novartis AG - SP ADR† | | | 39,979 | | | | 3,647,284 | |
Tivity Health, Inc.*(a) | | | 33,583 | | | | 718,676 | |
UnitedHealth Group, Inc.† | | | 15,175 | | | | 3,675,689 | |
| | | | | | | 37,351,859 | |
Real Estate Investment Trusts—3.0% | | |
CatchMark Timber Trust, Inc., Class A(a) | | | 112,952 | | | | 1,078,691 | |
Industrial Logistics Properties Trust | | 99,972 | | | | 2,085,416 | |
Medical Properties Trust, Inc.(a) | | | 78,034 | | | | 1,422,560 | |
Newmark Group, Inc., Class A | | | 115,298 | | | | 1,067,659 | |
Piedmont Office Realty Trust, Inc., Class A | | | 106,338 | | | | 2,176,739 | |
Wheeler Real Estate Investment Trust, Inc.*(a) | 343,391 | | | | 690,216 | |
Xenia Hotels & Resorts, Inc. | | | 108,162 | | | | 2,112,404 | |
| | | | | | | 10,633,685 | |
Technology—22.6% | | | | | | | | |
Baidu, Inc. - SP ADR*† | | | 21,293 | | | | 3,460,964 | |
Booking Holdings, Inc.* | | | 1,023 | | | | 1,736,072 | |
CACI International, Inc., Class A* | | | 15,863 | | | | 2,891,190 | |
Capgemini SE - ADR | | | 86,801 | | | | 2,074,110 | |
CDW Corp. | | | 23,473 | | | | 2,203,880 | |
Citrix Systems, Inc.(a) | | | 19,766 | | | | 2,085,313 | |
Cognizant Technology Solutions Corp., Class A† | | | 36,158 | | | | 2,566,495 | |
Coherent, Inc.*(a) | | | 16,251 | | | | 2,162,683 | |
Dolby Laboratories, Inc. Class A† | | | 30,638 | | | | 1,985,342 | |
EchoStar Corp., Class A* | | | 56,848 | | | | 2,192,059 | |
Euronet Worldwide, Inc.*(a) | | | 17,580 | | | | 2,361,346 | |
EVERTEC, Inc.† | | | 82,159 | | | | 2,351,391 | |
Fabrinet*(a) | | | 29,554 | | | | 1,728,909 | |
Facebook, Inc., Class A* | | | 33,437 | | | | 5,398,404 | |
First Data Corp., Class A*(a)† | | | 101,615 | | | | 2,554,601 | |
Flex Ltd.*† | | | 78,102 | | | | 823,195 | |
Hollysys Automation Technologies, Ltd. | | | 139,241 | | | | 3,081,403 | |
Infosys Ltd. - SP ADR(a) | | | 188,850 | | | | 2,024,472 | |
Insight Enterprises, Inc.*† | | | 53,983 | | | | 3,013,331 | |
InterDigital Inc.(a) | | | 30,046 | | | | 2,095,108 | |
| | NUMBER OF SHARES | | | VALUE | |
Technology—(continued) | | | | | | | | |
LogMeIn, Inc.(a) | | | 27,175 | | | $ | 2,158,782 | |
Marvell Technology Group Ltd.(a) | | | 97,107 | | | | 1,937,285 | |
Maxim Integrated Products, Inc. | | | 35,773 | | | | 1,947,124 | |
Microchip Technology, Inc.(a) | | | 20,420 | | | | 1,773,885 | |
Model N, Inc.* | | | 76,452 | | | | 1,322,620 | |
Net 1 UEPS Technologies, Inc.* | | | 316,059 | | | | 1,235,791 | |
Nuance Communications, Inc.* | | | 150,437 | | | | 2,522,828 | |
Open Text Corp. | | | 39,007 | | | | 1,479,145 | |
Rubicon Project Inc., (The)* | | | 335,745 | | | | 1,970,823 | |
Sabre Corp.† | | | 121,337 | | | | 2,721,589 | |
Sensata Technologies Holding PLC*(a) | | | 28,279 | | | | 1,434,594 | |
SINA Corp.* | | | 13,932 | | | | 938,599 | |
SYNNEX Corp.(a)† | | | 31,720 | | | | 3,112,366 | |
WageWorks, Inc.*(a) | | | 53,248 | | | | 1,751,859 | |
YY, Inc. - ADR* | | | 26,863 | | | | 1,893,842 | |
Zebra Technologies Corp., Class A*† | | | 14,635 | | | | 2,934,464 | |
| | | | | | | 79,925,864 | |
Transportation—1.7% | | | | | | | | |
Forward Air Corp.(a) | | | 21,038 | | | | 1,360,107 | |
Golar LNG Partners LP | | | 52,164 | | | | 672,916 | |
Overseas Shipholding Group, Inc., Class A* | | | 463,869 | | | | 913,822 | |
Teekay LNG Partners LP | | | 86,237 | | | | 1,228,015 | |
United Parcel Service, Inc., Class B† | | | 15,143 | | | | 1,668,758 | |
| | | | | | | 5,843,618 | |
Utilities—2.1% | | | | | | | | |
Cheniere Energy, Inc.* | | | 25,586 | | | | 1,649,017 | |
Enterprise Products Partners LP | | | 71,438 | | | | 1,975,261 | |
MPLX LP | | | 57,080 | | | | 1,892,773 | |
TerraForm Power, Inc., Class A | | | 144,675 | | | | 1,809,884 | |
| | | | | | | 7,326,935 | |
TOTAL COMMON STOCKS (Cost $281,770,179) | | | | | | | 350,129,723 | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL—15.5% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58%(b) | | | 54,729,523 | | | | 54,729,523 | |
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $54,729,523) | | | | | | | 54,729,523 | |
SHORT-TERM INVESTMENTS—0.6% | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – Treasury Portfolio, Institutional Class, 2.28%(b) | | | 2,029,092 | | | | 2,029,092 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $2,029,092) | | | | | | | 2,029,092 | |
TOTAL LONG POSITIONS—115.3% (Cost $338,528,794) | | | | | | | 406,888,338 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 15
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT EQUITY FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
SECURITIES SOLD SHORT—(51.0%) | | |
COMMON STOCKS—(51.0%) | | | | | | | | |
Basic Industries—(1.8%) | | | | | | | | |
CryoPort, Inc.* | | | (112,267 | ) | | $ | (1,291,070 | ) |
MAG Silver Corp.* | | | (138,684 | ) | | | (1,357,716 | ) |
Mountain Province Diamonds, Inc.* | | | (38,279 | ) | | | (40,142 | ) |
Seabridge Gold, Inc.* | | | (84,833 | ) | | | (1,215,657 | ) |
Tanzanian Royalty Exploration Corp.* | | | (147,000 | ) | | | (94,021 | ) |
Trex Co., Inc.* | | | (21,868 | ) | | | (1,639,007 | ) |
Uranium Energy Corp.* | | | (522,825 | ) | | | (658,760 | ) |
| | | | | | | (6,296,373 | ) |
Capital Goods—(4.6%) | | | | | | | | |
AAON, Inc. | | | (51,606 | ) | | | (2,057,015 | ) |
Applied Energetics, Inc.* | | | (333,673 | ) | | | (32,700 | ) |
Axon Enterprise, Inc.* | | | (35,375 | ) | | | (1,904,236 | ) |
Blue Bird Corp.* | | | (98,728 | ) | | | (1,836,341 | ) |
DynaMotive Energy Systems Corp.*‡ | | | (72,185 | ) | | | (7 | ) |
GCP Applied Technologies, Inc.* | | | (68,725 | ) | | | (2,059,688 | ) |
KeyW Holding Corp., (The)* | | | (153,981 | ) | | | (1,139,459 | ) |
Kornit Digital Ltd.* | | | (95,810 | ) | | | (2,146,144 | ) |
Kratos Defense & Security Solutions, Inc.* | | | (126,218 | ) | | | (2,169,688 | ) |
Proto Labs, Inc.* | | | (13,512 | ) | | | (1,526,721 | ) |
Summit Materials, Inc., Class A* | | | (79,915 | ) | | | (1,358,555 | ) |
| | | | | | | (16,230,554 | ) |
Communications—(2.6%) | | | | | | | | |
CTC Communications Group, Inc.*‡ | | | (98,900 | ) | | | 0 | |
GTT Communications, Inc.* | | | (47,154 | ) | | | (1,474,034 | ) |
Netflix, Inc.* | | | (21,470 | ) | | | (7,688,407 | ) |
| | | | | | | (9,162,441 | ) |
Consumer Durables—(2.3%) | | | | | | | | |
Century Communities, Inc.* | | | (69,493 | ) | | | (1,586,525 | ) |
GoPro, Inc., Class A* | | | (321,972 | ) | | | (1,877,097 | ) |
iRobot Corp.* | | | (12,652 | ) | | | (1,582,259 | ) |
Kandi Technologies Group, Inc.* | | | (66,950 | ) | | | (484,049 | ) |
National Presto Industries, Inc. | | | (9,341 | ) | | | (1,047,500 | ) |
Qsound Labs, Inc.*‡ | | | (4,440 | ) | | | 0 | |
Tesla, Inc.* | | | (5,027 | ) | | | (1,608,037 | ) |
| | | | | | | (8,185,467 | ) |
Consumer Non-Durables—(5.2%) | | |
Amish Naturals, Inc.*‡ | | | (25,959 | ) | | | 0 | |
Canada Goose Holdings, Inc.* | | | (22,420 | ) | | | (1,275,922 | ) |
elf Beauty, Inc.* | | | (132,445 | ) | | | (1,052,938 | ) |
Fitbit, Inc., Class A* | | | (336,040 | ) | | | (1,989,357 | ) |
Freshpet, Inc.* | | | (44,236 | ) | | | (1,823,408 | ) |
Lancaster Colony Corp. | | | (5,674 | ) | | | (889,513 | ) |
Limoneira Co. | | | (70,011 | ) | | | (1,638,257 | ) |
Marine Products Corp. | | | (38,933 | ) | | | (551,291 | ) |
MGP Ingredients, Inc. | | | (22,901 | ) | | | (1,874,447 | ) |
Monster Beverage Corp.* | | | (37,524 | ) | | | (2,395,157 | ) |
National Beverage Corp. | | | (27,472 | ) | | | (1,884,304 | ) |
Primo Water Corp.* | | | (147,214 | ) | | | (2,159,629 | ) |
Valence Technology, Inc.*‡ | | | (27,585 | ) | | | (3 | ) |
Vince Holding Corp.* | | | (63,307 | ) | | | (920,484 | ) |
| | | | | | | (18,454,710 | ) |
| | NUMBER OF SHARES | | | VALUE | |
Consumer Services—(9.9%) | | | | | | | | |
ADT, Inc. | | | (137,006 | ) | | $ | (1,096,048 | ) |
Ascena Retail Group, Inc.* | | | (332,422 | ) | | | (737,977 | ) |
Brink’s Co. (The) | | | (28,784 | ) | | | (2,271,633 | ) |
Carvana Co.* | | | (51,708 | ) | | | (2,319,621 | ) |
Chegg, Inc.* | | | (43,888 | ) | | | (1,739,281 | ) |
Chuy’s Holdings, Inc.* | | | (63,243 | ) | | | (1,414,746 | ) |
Cimpress NV* | | | (17,460 | ) | | | (1,440,450 | ) |
Corporate Resource Services, Inc.* | | | (218,896 | ) | | | (120 | ) |
Dave & Buster’s Entertainment, Inc. | | | (29,029 | ) | | | (1,490,059 | ) |
Domino’s Pizza, Inc. | | | (7,180 | ) | | | (1,801,749 | ) |
Fiesta Restaurant Group, Inc.* | | | (72,344 | ) | | | (1,090,224 | ) |
Lands’ End, Inc.* | | | (92,113 | ) | | | (1,679,220 | ) |
MarineMax, Inc.* | | | (47,241 | ) | | | (927,341 | ) |
Meredith Corp. | | | (15,611 | ) | | | (894,042 | ) |
Natural Grocers by Vitamin Cottage, Inc.* | | | (53,654 | ) | | | (761,887 | ) |
Noodles & Co.* | | | (198,953 | ) | | | (1,559,791 | ) |
Pinduoduo, Inc. - ADR* | | | (60,975 | ) | | | (1,825,591 | ) |
SeaWorld Entertainment, Inc.* | | | (70,571 | ) | | | (1,925,883 | ) |
Select Interior Concepts, Inc., Class A* | | | (16,016 | ) | | | (208,208 | ) |
Shake Shack, Inc. Class A* | | | (26,377 | ) | | | (1,454,428 | ) |
Sonic Automotive, Inc., Class A | | | (65,791 | ) | | | (988,839 | ) |
Town Sports International Holdings, Inc.* | | | (190,994 | ) | | | (1,040,917 | ) |
TransEnterix, Inc.* | | | (258,389 | ) | | | (643,389 | ) |
TripAdvisor, Inc.* | | | (46,931 | ) | | | (2,495,321 | ) |
Wayfair, Inc. Class A* | | | (18,022 | ) | | | (2,985,885 | ) |
| | | | | | | (34,792,650 | ) |
Energy—0.0% | | | | | | | | |
Beard Co.* | | | (9,710 | ) | | | (7 | ) |
Finance—(3.7%) | | | | | | | | |
Farmers & Merchants Bancorp Inc. | | | (38,823 | ) | | | (1,188,372 | ) |
Kinsale Capital Group, Inc. | | | (33,988 | ) | | | (2,269,039 | ) |
RLI Corp. | | | (27,815 | ) | | | (1,961,514 | ) |
Siebert Financial Corp.* | | | (99,983 | ) | | | (1,259,786 | ) |
Southside Bancshares, Inc. | | | (31,771 | ) | | | (1,103,089 | ) |
Trupanion, Inc.* | | | (72,661 | ) | | | (2,205,261 | ) |
Westamerica Bancorporation | | | (29,775 | ) | | | (1,913,937 | ) |
WillScot Corp.* | | | (116,632 | ) | | | (1,188,480 | ) |
| | | | | | | (13,089,478 | ) |
Health Care—(4.8%) | | | | | | | | |
Align Technology, Inc.* | | | (11,284 | ) | | | (2,922,217 | ) |
BodyTel Scientific, Inc.*‡ | | | (4,840 | ) | | | 0 | |
CareView Communications, Inc.* | | | (190,048 | ) | | | (2,651 | ) |
Corbus Pharmaceuticals Holdings, Inc.* | | | (93,856 | ) | | | (651,361 | ) |
Corindus Vascular Robotics, Inc.* | | | (423,600 | ) | | | (559,152 | ) |
Cross Country Healthcare, Inc.* | | | (181,246 | ) | | | (1,584,090 | ) |
Endologix, Inc.* | | | (343,274 | ) | | | (178,880 | ) |
Heska Corp.* | | | (26,778 | ) | | | (2,190,173 | ) |
Natera, Inc.* | | | (52,831 | ) | | | (836,843 | ) |
Quidel Corp.* | | | (28,055 | ) | | | (1,839,286 | ) |
ResMed, Inc. | | | (14,527 | ) | | | (1,488,001 | ) |
Tactile Systems Technology, Inc.* | | | (43,420 | ) | | | (3,300,354 | ) |
ViewRay, Inc.* | | | (174,424 | ) | | | (1,479,116 | ) |
Vital Therapies, Inc.* | | | (197,778 | ) | | | (46,873 | ) |
| | | | | | | (17,078,997 | ) |
The accompanying notes are an integral part of the financial statements.
16 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT EQUITY FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Real Estate Investment Trusts—(1.1%) | | |
Agree Realty Corp. | | | (27,717 | ) | | $ | (1,821,839 | ) |
Redfin Corp.* | | | (93,927 | ) | | | (1,875,722 | ) |
| | | | | | | (3,697,561 | ) |
Technology—(13.1%) | | | | | | | | |
2U, Inc.* | | | (17,063 | ) | | | (1,257,543 | ) |
8x8, Inc.* | | | (113,085 | ) | | | (2,224,382 | ) |
ANTs Software, Inc.*‡ | | | (10,334 | ) | | | (1 | ) |
Benefitfocus, Inc.* | | | (20,468 | ) | | | (1,005,388 | ) |
Box, Inc., Class A* | | | (62,221 | ) | | | (1,259,353 | ) |
Capstone Turbine Corp.* | | | (26,386 | ) | | | (22,162 | ) |
Consygen, Inc.*‡ | | | (200 | ) | | | 0 | |
Cree, Inc.* | | | (39,590 | ) | | | (2,154,092 | ) |
Ener1, Inc.*‡ | | | (102,820 | ) | | | (10 | ) |
Enphase Energy, Inc.* | | | (452,739 | ) | | | (4,106,343 | ) |
FireEye, Inc.* | | | (102,230 | ) | | | (1,713,375 | ) |
Glu Mobile, Inc.* | | | (121,955 | ) | | | (1,095,156 | ) |
Harmonic, Inc.* | | | (393,550 | ) | | | (2,172,396 | ) |
Impinj, Inc.* | | | (72,357 | ) | | | (1,210,533 | ) |
Inovalon Holdings, Inc., Class A* | | | (101,955 | ) | | | (1,339,689 | ) |
Inseego Corp.* | | | (450,552 | ) | | | (2,405,948 | ) |
Instructure, Inc.* | | | (42,610 | ) | | | (1,991,165 | ) |
Interliant, Inc.*‡ | | | (600 | ) | | | 0 | |
Knowles Corp.* | | | (116,519 | ) | | | (1,896,929 | ) |
LivePerson, Inc.* | | | (51,805 | ) | | | (1,448,468 | ) |
Medidata Solutions, Inc.* | | | (28,137 | ) | | | (2,110,838 | ) |
Nestor, Inc.*‡ | | | (15,200 | ) | | | (1 | ) |
NetScout Systems, Inc.* | | | (80,665 | ) | | | (2,207,801 | ) |
Proofpoint, Inc.* | | | (18,044 | ) | | | (2,130,816 | ) |
PROS Holdings, Inc.* | | | (65,717 | ) | | | (2,799,544 | ) |
Shopify, Inc., Class A* | | | (9,385 | ) | | | (1,775,173 | ) |
Sonos, Inc.* | | | (80,615 | ) | | | (832,753 | ) |
Spotify Technology SA* | | | (16,904 | ) | | | (2,368,926 | ) |
Square, Inc., Class A* | | | (22,544 | ) | | | (1,831,474 | ) |
SunPower Corp.* | | | (245,880 | ) | | | (1,585,926 | ) |
Tiger Telematics, Inc.*‡ | | | (6,510 | ) | | | 0 | |
TrueCar, Inc.* | | | (197,726 | ) | | | (1,431,536 | ) |
Uni-Pixel, Inc.* | | | (19,665 | ) | | | (24 | ) |
Worldgate Communications, Inc.*‡ | | | (582,655 | ) | | | (58 | ) |
Xybernaut Corp.*‡ | | | (34,156 | ) | | | 0 | |
| | | | | | | (46,377,803 | ) |
Utilities—(1.9%) | | | | | | | | |
Cadiz, Inc.* | | | (54,282 | ) | | | (533,592 | ) |
California Water Service Group | | | (40,442 | ) | | | (2,103,793 | ) |
MGE Energy, Inc. | | | (20,031 | ) | | | (1,280,382 | ) |
PNM Resources, Inc. | | | (24,011 | ) | | | (1,048,800 | ) |
Sempra Energy | | | (14,561 | ) | | | (1,753,727 | ) |
| | | | | | | (6,720,294 | ) |
TOTAL COMMON STOCKS (Proceeds $(177,724,833)) | | | | | | | (180,086,335 | ) |
TOTAL SECURITIES SOLD SHORT—(51.0%) (Proceeds $(177,724,833)) | | | | (180,086,335 | ) |
| | NUMBER OF CONTRACTS | | | NOTIONAL AMOUNT | | | VALUE | |
OPTIONS WRITTEN††—(0.1%) | | | | | | | | | |
Call Options Written—(0.1%) | | | | | | | | |
Energous Corp. | | | | | | | | | | | | |
Expiration: 01/17/2020, Exercise Price: 20.00 | | | (623 | ) | | | (358,848 | ) | | $ | (18,690 | ) |
Tesla, Inc. | | | | | | | | | | | | |
Expiration: 08/16/2019, Exercise Price: 365.00 | | | (63 | ) | | | (2,015,244 | ) | | | (153,090 | ) |
TOTAL CALL OPTIONS WRITTEN (Premiums received $(660,851)) | | | | | | | | (171,780 | ) |
Put Options Written—(0.0%) | | | | | | | | |
Berkshire Hathaway, Inc., Class B | | | | | | | | |
Expiration: 01/17/2020, Exercise Price: 185.00 | | | (131 | ) | | | (2,637,030 | ) | | | (84,495 | ) |
TOTAL PUT OPTIONS WRITTEN (Premiums received $(183,119)) | | | | | | | (84,495 | ) |
TOTAL OPTIONS WRITTEN (Premiums received $(843,970)) | | | | | | | (256,275 | ) |
OTHER ASSETS IN EXCESS OF LIABILITIES—35.8% | | | | | | | 126,356,304 | |
NET ASSETS—100.0% | | | | | | $ | 352,902,032 | |
ADR | — | American Depositary Receipt |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
* | — | Non-income producing. |
(a) | — | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $52,788,759. |
† | — | Security position is either entirely or partially held in a segregated account as collateral for securities sold short. |
# | — | Security segregated as collateral for options written. |
†† | — | Primary risk exposure is equity contracts. |
‡ | — | Security has been valued at fair market value as determined in good faith by or under the direction of The RBB Fund, Inc.’s Board of Directors. As of February 28, 2019, short securities amounted to $(80) or 0.0% of net assets. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 17
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT EQUITY FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Common Stock | | | | | | | | | | | | | | | | | | | | |
Basic Industries | | $ | 12,681,247 | | | $ | 12,681,247 | | | $ | — | | | $ | — | | | $ | — | |
Capital Goods | | | 26,912,240 | | | | 26,912,240 | | | | — | | | | — | ** | | | — | |
Communications | | | 17,295,972 | | | | 17,295,972 | | | | — | | | | — | | | | — | |
Consumer Durables | | | 2,173,323 | | | | 2,173,323 | | | | — | | | | — | | | | — | |
Consumer Non-Durables | | | 8,736,984 | | | | 8,736,984 | | | | — | | | | — | | | | — | |
Consumer Services | | | 50,609,404 | | | | 50,518,917 | | | | — | | | | — | | | | — | |
Energy | | | 40,649,006 | | | | 40,649,006 | | | | — | | | | — | | | | — | |
Finance | | | 49,989,586 | | | | 49,989,586 | | | | — | | | | — | | | | — | |
Health Care | | | 37,351,859 | | | | 37,351,859 | | | | — | | | | — | | | | — | |
Real Estate Investment Trusts | | | 10,633,685 | | | | 10,633,685 | | | | — | | | | — | | | | — | |
Technology | | | 79,925,864 | | | | 79,925,864 | | | | — | | | | — | | | | — | |
Transportation | | | 5,843,618 | | | | 5,843,618 | | | | — | | | | — | | | | — | |
Utilities | | | 7,326,935 | | | | 7,326,935 | | | | — | | | | — | | | | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 54,729,523 | | | | — | | | | — | | | | — | | | | 54,729,523 | |
Short-Term Investments | | | 2,029,092 | | | | 2,029,092 | | | | — | | | | — | | | | — | |
Total Assets | | $ | 406,888,338 | | | $ | 352,068,328 | | | $ | — | | | | $ — | ** | | $ | 54,729,523 | |
| | | | | | | | | | | | | | | | | | | | |
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Securities Sold Short | | | | | | | | | | | | | | | | | | | | |
Basic Industries | | $ | (6,296,373 | ) | | $ | (6,296,373 | ) | | $ | — | | | $ | — | | | $ | — | |
Capital Goods | | | (16,230,554 | ) | | | (16,230,547 | ) | | | — | | | | (7 | ) | | | — | |
Communications | | | (9,162,441 | ) | | | (9,162,441 | ) | | | — | | | | — | ** | | | — | |
Consumer Durables | | | (8,185,467 | ) | | | (8,185,467 | ) | | | — | | | | — | ** | | | — | |
Consumer Non-Durables | | | (18,454,710 | ) | | | (18,454,707 | ) | | | — | | | | (3 | ) | | | — | |
Consumer Services | | | (34,792,650 | ) | | | (34,792,530 | ) | | | (120 | ) | | | — | | | | — | |
Energy | | | (7 | ) | | | — | | | | (7 | ) | | | — | | | | — | |
Finance | | | (13,089,478 | ) | | | (13,089,478 | ) | | | — | | | | — | | | | — | |
Health Care | | | (17,078,997 | ) | | | (17,076,346 | ) | | | (2,651 | ) | | | — | ** | | | — | |
Real Estate Investment Trusts | | | (3,697,561 | ) | | | (3,697,561 | ) | | | — | | | | — | | | | — | |
Technology | | | (46,377,803 | ) | | | (46,377,733 | ) | | | — | | | | (70 | ) | | | — | |
Utilities | | | (6,720,294 | ) | | | (6,720,294 | ) | | | — | | | | — | | | | — | |
Options Written | | | | | | | | | | | | | | | | | | | | |
Equity Contracts | | | (256,275 | ) | | | (171,780 | ) | | | (84,495 | ) | | | — | | | | — | |
Total Liabilities | | $ | (180,342,610 | ) | | $ | (180,255,257 | ) | | $ | (87,273 | ) | | $ | (80 | ) | | $ | — | |
| |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amount presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
| |
** | Value equals zero as of the end of the reporting period. |
The accompanying notes are an integral part of the financial statements.
18 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT RESEARCH FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
LONG POSITIONS—99.6% | | | | | | | | |
COMMON STOCKS—99.2% | | | | | | | | |
Basic Industries—4.1% | | | | | | | | |
Avery Dennison Corp. | | | 166,480 | | | $ | 17,986,499 | |
FMC Corp. | | | 279,621 | | | | 25,026,080 | |
Graphic Packaging Holding Co.† | | | 2,784,291 | | | | 33,912,664 | |
Mosaic Co., (The)† | | | 1,202,700 | | | | 37,608,429 | |
Nutrien Ltd.† | | | 656,649 | | | | 35,747,972 | |
Rio Tinto PLC - SP ADR | | | 164,955 | | | | 9,600,381 | |
Stornoway Diamond Corp.* | | | 16,689,756 | | | | 2,409,707 | |
WestRock Co.† | | | 687,598 | | | | 25,702,413 | |
| | | | | | | 187,994,145 | |
Capital Goods—9.3% | | | | | | | | |
AMETEK, Inc.† | | | 556,463 | | | | 44,283,326 | |
Boeing Co., (The)† | | | 131,959 | | | | 58,056,682 | |
Caterpillar, Inc. | | | 177,228 | | | | 24,340,493 | |
Cemex SAB de CV - SP ADR* | | | 264,139 | | | | 1,281,074 | |
CRH PLC | | | 505,785 | | | | 16,011,346 | |
Curtiss-Wright Corp. | | | 67,652 | | | | 8,340,815 | |
Dover Corp. | | | 341,056 | | | | 30,875,800 | |
Emerson Electric Co. | | | 285,267 | | | | 19,440,946 | |
HD Supply Holdings, Inc.* | | | 930,167 | | | | 40,006,483 | |
Ingersoll-Rand PLC | | | 150,579 | | | | 15,895,119 | |
ITT, Inc. | | | 737,743 | | | | 42,612,036 | |
Masco Corp.† | | | 338,874 | | | | 12,728,107 | |
Owens Corning | | | 416,195 | | | | 20,780,616 | |
PACCAR, Inc. | | | 216,779 | | | | 14,697,616 | |
Parker-Hannifin Corp.† | | | 111,878 | | | | 19,708,428 | |
Trinseo SA | | | 317,682 | | | | 15,944,460 | |
United Technologies Corp.† | | | 323,565 | | | | 40,662,414 | |
| | | | | | | 425,665,761 | |
Communications—2.9% | | | | | | | | |
China Mobile Ltd. - SP ADR | | | 246,435 | | | | 12,984,660 | |
Comcast Corp., Class A† | | | 1,908,079 | | | | 73,785,415 | |
Liberty Global PLC, Series C* | | | 410,924 | | | | 10,433,360 | |
Verizon Communications, Inc.† | | | 655,815 | | | | 37,328,990 | |
| | | | | | | 134,532,425 | |
Consumer Durables—2.8% | | | | | | | | |
Gentex Corp. | | | 836,160 | | | | 17,007,494 | |
Lear Corp. | | | 158,039 | | | | 24,032,991 | |
Persimmon PLC | | | 1,038,917 | | | | 33,556,115 | |
Sony Corp. | | | 1,072,900 | | | | 51,515,847 | |
| | | | | | | 126,112,447 | |
Consumer Non-Durables—6.9% | | | | | |
Altria Group, Inc.† | | | 1,017,344 | | | | 53,318,999 | |
Ambev SA - ADR | | | 3,689,043 | | | | 16,711,365 | |
Coca-Cola European Partners PLC† | | | 602,143 | | | | 28,385,021 | |
Heineken Holding NV | | | 117,398 | | | | 11,344,262 | |
Imperial Brands PLC | | | 1,144,144 | | | | 38,125,488 | |
Molson Coors Brewing Co., Class B | | | 283,733 | | | | 17,494,977 | |
Mondelez International, Inc., Class A | | | 513,374 | | | | 24,210,718 | |
Nomad Foods Ltd.*† | | | 2,079,630 | | | | 41,800,563 | |
PepsiCo, Inc. | | | 164,776 | | | | 19,054,696 | |
Philip Morris International, Inc. | | | 235,934 | | | | 20,512,102 | |
Swedish Match AB | | | 408,558 | | | | 19,147,935 | |
Unilever NV | | | 513,456 | | | | 27,716,355 | |
| | | | | | | 317,822,481 | |
| | NUMBER OF SHARES | | | VALUE | |
Consumer Services—12.4% | | | | | | |
CDK Global, Inc. | | | 709,074 | | | $ | 41,133,383 | |
CVS Health Corp.† | | | 616,904 | | | | 35,675,558 | |
Dollar Tree, Inc.* | | | 122,250 | | | | 11,776,343 | |
eBay, Inc.*† | | | 2,124,778 | | | | 78,935,503 | |
Equiniti Group PLC | | | 1,416,791 | | | | 3,767,711 | |
Expedia Group, Inc. | | | 182,160 | | | | 22,462,150 | |
GVC Holdings PLC | | | 1,014,412 | | | | 8,824,157 | |
Interpublic Group of Cos., Inc., (The) | | | 1,274,677 | | | | 29,355,811 | |
KAR Auction Services, Inc. | | | 1,074,877 | | | | 50,680,451 | |
Las Vegas Sands Corp. | | | 559,636 | | | | 34,378,439 | |
Lowe’s Cos., Inc. | | | 331,413 | | | | 34,828,192 | |
ManpowerGroup, Inc. | | | 135,960 | | | | 11,454,630 | |
Melco Resorts & Entertainment Ltd. - ADR | | | 1,030,547 | | | | 23,743,803 | |
Moody’s Corp. | | | 78,520 | | | | 13,593,382 | |
Robert Half International, Inc.† | | | 344,118 | | | | 23,465,406 | |
S&P Global, Inc. | | | 64,978 | | | | 13,019,642 | |
Target Corp. | | | 191,063 | | | | 13,878,816 | |
Teleperformance | | | 137,021 | | | | 24,449,309 | |
Tribune Media Co., Class A | | | 774,407 | | | | 35,800,836 | |
Walgreens Boots Alliance, Inc. | | | 165,142 | | | | 11,756,459 | |
Wyndham Destinations, Inc. | | | 641,745 | | | | 28,897,777 | |
Wyndham Hotels & Resorts, Inc. | | | 314,161 | | | | 16,515,444 | |
| | | | | | | 568,393,202 | |
Energy—8.3% | | | | | | | | |
Apergy Corp.* | | | 349,811 | | | | 14,685,066 | |
Cactus, Inc., Class A* | | | 531,255 | | | | 19,263,306 | |
Canadian Natural Resources Ltd. | | | 1,032,771 | | | | 29,330,696 | |
Chevron Corp.† | | | 368,506 | | | | 44,065,948 | |
Cimarex Energy Co. | | | 330,267 | | | | 23,749,500 | |
ConocoPhillips | | | 357,790 | | | | 24,276,052 | |
Diamondback Energy, Inc. | | | 165,099 | | | | 16,993,640 | |
Ecopetrol SA - SP ADR | | | 766,739 | | | | 15,518,797 | |
Enerplus Corp. | | | 1,941,438 | | | | 17,113,630 | |
Kosmos Energy Ltd.* | | | 1,071,415 | | | | 6,857,056 | |
Marathon Oil Corp. | | | 911,067 | | | | 15,123,712 | |
Noble Energy, Inc. | | | 861,968 | | | | 19,092,591 | |
Phillips 66 | | | 100,292 | | | | 9,664,137 | |
Pioneer Natural Resources Co.† | | | 169,274 | | | | 23,859,170 | |
Royal Dutch Shell PLC, Class A | | | 1,432,701 | | | | 44,660,113 | |
TOTAL SA - SP ADR | | | 609,080 | | | | 34,662,743 | |
Tullow Oil PLC | | | 2,169,929 | | | | 6,354,187 | |
Vista Oil & Gas SAB de CV* | | | 2,157,038 | | | | 15,550,130 | |
| | | | | | | 380,820,474 | |
Finance—20.5% | | | | | | | | |
Air Lease Corp. | | | 211,845 | | | | 7,914,529 | |
Alleghany Corp.† | | | 49,014 | | | | 31,514,042 | |
Allstate Corp., (The)† | | | 434,753 | | | | 41,031,988 | |
American Express Co. | | | 141,988 | | | | 15,297,787 | |
American International Group, Inc. | | | 839,485 | | | | 36,265,752 | |
Ameriprise Financial, Inc. | | | 172,713 | | | | 22,734,212 | |
Aon PLC† | | | 198,073 | | | | 33,975,462 | |
Aviva PLC | | | 2,699,763 | | | | 15,133,659 | |
Bank of America Corp.† | | | 1,946,871 | | | | 56,615,009 | |
Bank of Ireland Group PLC | | | 1,585,860 | | | | 10,303,519 | |
BB&T Corp.† | | | 332,814 | | | | 16,963,530 | |
Berkshire Hathaway, Inc., Class B*† | | | 220,473 | | | | 44,381,215 | |
Capital One Financial Corp.† | | | 107,468 | | | | 8,982,175 | |
Chubb Ltd.† | | | 248,166 | | | | 33,229,427 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 19
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT RESEARCH FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Finance—(continued) | | | | | | | | |
Citigroup, Inc.† | | | 868,911 | | | $ | 55,592,926 | |
Citizens Financial Group, Inc.† | | | 213,731 | | | | 7,895,223 | |
Discover Financial Services† | | | 516,239 | | | | 36,967,875 | |
DNB ASA | | | 596,858 | | | | 11,432,173 | |
E*TRADE Financial Corp. | | | 343,375 | | | | 16,821,941 | |
East West Bancorp, Inc. | | | 289,646 | | | | 15,817,568 | |
Everest Re Group Ltd. | | | 109,374 | | | | 24,730,555 | |
Fifth Third Bancorp† | | | 557,202 | | | | 15,367,631 | |
Goldman Sachs Group, Inc., (The)† | | | 63,758 | | | | 12,541,199 | |
Huntington Bancshares, Inc.† | | | 2,202,699 | | | | 31,740,893 | |
JPMorgan Chase & Co.† | | | 512,306 | | | | 53,464,254 | |
KeyCorp | | | 1,972,830 | | | | 34,840,178 | |
Marsh & McLennan Cos., Inc. | | | 228,739 | | | | 21,277,302 | |
Morgan Stanley | | | 342,687 | | | | 14,386,000 | |
Navient Corp.† | | | 299,677 | | | | 3,662,053 | |
PNC Financial Services Group, Inc. (The) | | | 120,770 | | | | 15,219,435 | |
Regions Financial Corp. | | | 1,367,796 | | | | 22,431,854 | |
SLM Corp.* | | | 1,423,612 | | | | 15,730,913 | |
State Street Corp.† | | | 123,246 | | | | 8,857,690 | |
Sumitomo Mitsui Financial Group, Inc. | | | 224,800 | | | | 7,987,887 | |
SunTrust Banks, Inc.† | | | 282,885 | | | | 18,350,750 | |
Swiss Re AG | | | 126,674 | | | | 12,521,745 | |
Synchrony Financial | | | 567,063 | | | | 18,491,924 | |
TD Ameritrade Holding Corp.† | | | 392,136 | | | | 22,089,021 | |
Travelers Cos., Inc., (The)† | | | 140,225 | | | | 18,637,305 | |
United Overseas Bank Ltd. | | | 568,200 | | | | 10,472,439 | |
Wells Fargo & Co.† | | | 788,611 | | | | 39,343,803 | |
| | | | | | | 941,014,843 | |
Health Care—9.6% | | | | | | | | |
AbbVie, Inc.† | | | 242,593 | | | | 19,223,069 | |
AmerisourceBergen Corp. | | | 180,591 | | | | 15,043,230 | |
Anthem, Inc.† | | | 110,618 | | | | 33,266,151 | |
Biogen, Inc.* | | | 57,990 | | | | 19,021,300 | |
Cigna Corp.† | | | 251,469 | | | | 43,866,253 | |
Gilead Sciences, Inc. | | | 271,879 | | | | 17,677,573 | |
ICON PLC* | | | 111,454 | | | | 15,601,331 | |
IQVIA Holdings, Inc.* | | | 239,302 | | | | 33,526,210 | |
Jazz Pharmaceuticals PLC* | | | 125,501 | | | | 17,573,905 | |
Johnson & Johnson† | | | 534,934 | | | | 73,093,382 | |
Laboratory Corp. of America Holdings* | | | 82,813 | | | | 12,276,199 | |
McKesson Corp. | | | 175,396 | | | | 22,303,355 | |
Merck & Co., Inc. | | | 354,476 | | | | 28,815,354 | |
Novartis AG - SP ADR | | | 135,969 | | | | 12,404,452 | |
Novo Nordisk A/S, Class B | | | 459,937 | | | | 22,548,708 | |
Pfizer, Inc.† | | | 500,894 | | | | 21,713,755 | |
UnitedHealth Group, Inc. | | | 126,788 | | | | 30,710,589 | |
| | | | | | | 438,664,816 | |
Real Estate Investment Trusts—0.6% | | |
Retail Properties of America, Inc., Class A | | | 745,025 | | | | 9,283,012 | |
SL Green Realty Corp. | | | 220,496 | | | | 20,003,397 | |
| | | | | | | 29,286,409 | |
| | NUMBER OF SHARES | | | VALUE | |
Technology—19.4% | | | | | | | | |
Alliance Data Systems Corp. | | | 40,645 | | | $ | 7,031,585 | |
Alphabet, Inc., Class A*† | | | 60,864 | | | | 68,566,339 | |
Alphabet, Inc., Class C* | | | 11,576 | | | | 12,964,194 | |
Amdocs Ltd.† | | | 209,942 | | | | 11,666,477 | |
Arrow Electronics, Inc.*† | | | 453,743 | | | | 36,163,317 | |
Atos SE | | | 153,240 | | | | 14,701,865 | |
Avnet, Inc. | | | 594,048 | | | | 25,835,148 | |
Baidu, Inc. - SP ADR*† | | | 100,481 | | | | 16,332,182 | |
Broadcom, Inc. | | | 75,834 | | | | 20,881,650 | |
Capgemini SA | | | 305,338 | | | | 36,496,477 | |
CDW Corp.† | | | 249,504 | | | | 23,425,931 | |
Cisco Systems, Inc.† | | | 1,343,052 | | | | 69,529,802 | |
DXC Technology Co.† | | | 622,409 | | | | 40,991,857 | |
Eaton Corp. PLC† | | | 421,605 | | | | 33,631,431 | |
Flex Ltd.*† | | | 2,513,522 | | | | 26,492,522 | |
GrafTech International Ltd. | | | 1,351,196 | | | | 19,484,246 | |
Hewlett Packard Enterprise Co.† | | | 1,944,356 | | | | 31,848,551 | |
HP, Inc.† | | | 1,604,039 | | | | 31,647,689 | |
Jabil, Inc.† | | | 319,025 | | | | 9,060,310 | |
KLA-Tencor Corp. | | | 245,533 | | | | 28,356,606 | |
Leidos Holdings, Inc.† | | | 463,935 | | | | 29,965,562 | |
Marvell Technology Group Ltd.† | | | 1,963,060 | | | | 39,163,047 | |
Microsoft Corp.† | | | 693,427 | | | | 77,684,627 | |
NetApp, Inc.† | | | 367,636 | | | | 23,969,867 | |
Oracle Corp.† | | | 643,606 | | | | 33,551,181 | |
Qorvo, Inc.* | | | 106,271 | | | | 7,453,848 | |
Samsung Electronics Co., Ltd. | | | 1,015,676 | | | | 40,649,211 | |
Versum Materials, Inc. | | | 729,847 | | | | 35,762,503 | |
Xerox Corp. | | | 1,099,645 | | | | 33,979,031 | |
| | | | | | | 887,287,056 | |
Transportation—2.2% | | | | | | | | |
Delta Air Lines, Inc.† | | | 346,730 | | | | 17,190,874 | |
Southwest Airlines Co. | | | 213,529 | | | | 11,966,165 | |
Union Pacific Corp. | | | 237,549 | | | | 39,836,967 | |
United Parcel Service, Inc., Class B | | | 288,787 | | | | 31,824,327 | |
| | | | | | | 100,818,333 | |
Utilities—0.2% | | | | | | | | |
Vistra Energy Corp.* | | | 265,279 | | | | 6,907,865 | |
TOTAL COMMON STOCKS (Cost $3,736,518,916) | | | | | | | 4,545,320,257 | |
WARRANTS—0.0% | | | | | | | | |
Energy—0.0% | | | | | | | | |
Vista Oil & Gas SAB de CV *‡ | | | 1,204,819 | | | | 124,972 | |
TOTAL WARRANTS (Cost $0) | | | | | | | 124,972 | |
SHORT-TERM INVESTMENTS—0.4% | | |
Morgan Stanley Institutional Liquidity Funds – Treasury Portfolio, Institutional Class, 2.28%(a) | | | 19,013,068 | | | | 19,013,068 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $19,013,068) | | | | 19,013,068 | |
TOTAL LONG POSITIONS—99.6% (Cost $3,755,531,984) | | | | 4,564,458,297 | |
The accompanying notes are an integral part of the financial statements.
20 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT RESEARCH FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
SECURITIES SOLD SHORT—(44.9%) | | |
COMMON STOCKS—(44.9%) | | | | | | | | |
Basic Industries—(4.7%) | | | | | | | | |
Balchem Corp. | | | (217,371 | ) | | $ | (19,287,329 | ) |
Ball Corp. | | | (117,144 | ) | | | (6,417,148 | ) |
Compass Minerals International, Inc. | | | (239,148 | ) | | | (12,526,572 | ) |
First Quantum Minerals Ltd. | | | (654,186 | ) | | | (7,501,552 | ) |
Franco-Nevada Corp. | | | (228,224 | ) | | | (17,193,759 | ) |
Gerdau SA - SP ADR | | | (3,742,070 | ) | | | (15,155,383 | ) |
Greif, Inc., Class A | | | (365,141 | ) | | | (14,678,668 | ) |
NewMarket Corp. | | | (22,261 | ) | | | (9,772,579 | ) |
Quaker Chemical Corp. | | | (115,349 | ) | | | (24,106,788 | ) |
RPM International, Inc. | | | (267,469 | ) | | | (15,478,431 | ) |
Sonoco Products Co. | | | (262,009 | ) | | | (15,167,701 | ) |
Stora Enso OYJ | | | (957,200 | ) | | | (12,820,600 | ) |
Trex Co., Inc.* | | | (244,155 | ) | | | (18,299,417 | ) |
US Silica Holdings, Inc. | | | (628,716 | ) | | | (9,367,868 | ) |
Yara International ASA | | | (447,731 | ) | | | (18,828,306 | ) |
| | | | | | | (216,602,101 | ) |
Capital Goods—(6.3%) | | | | | | | | |
AAON, Inc. | | | (362,105 | ) | | | (14,433,505 | ) |
Elbit Systems Ltd. | | | (141,071 | ) | | | (18,569,724 | ) |
FANUC Corp. | | | (77,500 | ) | | | (12,839,396 | ) |
GCP Applied Technologies, Inc.* | | | (846,435 | ) | | | (25,367,657 | ) |
Geberit AG | | | (56,566 | ) | | | (22,558,528 | ) |
HB Fuller Co. | | | (147,072 | ) | | | (7,424,195 | ) |
MasTec, Inc.* | | | (412,563 | ) | | | (17,814,470 | ) |
MISUMI Group, Inc. | | | (660,000 | ) | | | (16,054,521 | ) |
Saab AB, Class A | | | (849,569 | ) | | | (29,136,950 | ) |
Sika AG | | | (175,848 | ) | | | (23,753,295 | ) |
TransDigm Group, Inc.* | | | (39,576 | ) | | | (17,179,546 | ) |
Triumph Group, Inc. | | | (1,031,412 | ) | | | (23,887,502 | ) |
Wabtec Corp. | | | (206,985 | ) | | | (15,163,721 | ) |
Weir Group, (The) PLC | | | (785,312 | ) | | | (17,079,616 | ) |
Wesco Aircraft Holdings, Inc.* | | | (1,620,916 | ) | | | (13,761,577 | ) |
Yaskawa Electric Corp. | | | (478,700 | ) | | | (13,660,341 | ) |
| | | | | | | (288,684,544 | ) |
Communications—(0.6%) | | | | | | | | |
Cogent Communications Holdings, Inc. | | | (438,353 | ) | | | (21,352,175 | ) |
GTT Communications, Inc.* | | | (179,348 | ) | | | (5,606,418 | ) |
| | | | | | | (26,958,593 | ) |
Consumer Durables—(1.2%) | | | | | | | | |
Dorman Products, Inc.* | | | (189,267 | ) | | | (15,311,700 | ) |
Leggett & Platt, Inc. | | | (685,990 | ) | | | (31,157,666 | ) |
LKQ Corp.* | | | (331,640 | ) | | | (9,186,428 | ) |
| | | | | | | (55,655,794 | ) |
Consumer Non-Durables—(3.2%) | | |
B&G Foods, Inc. | | | (215,651 | ) | | | (5,309,328 | ) |
Calbee, Inc.* | | | (337,800 | ) | | | (9,377,933 | ) |
Cal-Maine Foods, Inc. | | | (264,420 | ) | | | (11,660,922 | ) |
Campbell Soup Co. | | | (355,063 | ) | | | (12,789,369 | ) |
China Resources Beer Holdings Co., Ltd. | | | (2,528,000 | ) | | | (9,421,870 | ) |
Fitbit, Inc., Class A* | | | (1,520,670 | ) | | | (9,002,366 | ) |
General Mills, Inc. | | | (127,034 | ) | | | (5,987,112 | ) |
Hain Celestial Group Inc., (The)* | | | (658,840 | ) | | | (12,959,383 | ) |
JM Smucker Co., (The) | | | (108,228 | ) | | | (11,462,428 | ) |
| | NUMBER OF SHARES | | | VALUE | |
Consumer Non-Durables—(continued) | | |
Kimberly-Clark de Mexico SAB de CV, Class A | | | (4,644,700 | ) | | $ | (7,491,685 | ) |
MGP Ingredients, Inc. | | | (127,290 | ) | | | (10,418,687 | ) |
National Beverage Corp. | | | (111,051 | ) | | | (7,616,988 | ) |
Treasury Wine Estates Ltd. | | | (1,076,400 | ) | | | (11,434,308 | ) |
Under Armour, Inc., Class A* | | | (982,757 | ) | | | (22,161,170 | ) |
| | | | | | | (147,093,549 | ) |
Consumer Services—(5.5%) | | |
Carvana Co.* | | | (443,118 | ) | | | (19,878,274 | ) |
Casey’s General Stores, Inc. | | | (81,399 | ) | | | (10,967,701 | ) |
Choice Hotels International, Inc. | | | (238,590 | ) | | | (19,049,026 | ) |
Cimpress NV* | | | (53,068 | ) | | | (4,378,110 | ) |
Cracker Barrel Old Country Store, Inc. | | | (110,774 | ) | | | (17,944,280 | ) |
FactSet Research Systems, Inc. | | | (37,197 | ) | | | (8,747,619 | ) |
Hertz Global Holdings, Inc.* | | | (1,317,904 | ) | | | (25,171,966 | ) |
Houghton Mifflin Harcourt Co.* | | | (644,504 | ) | | | (5,098,027 | ) |
Lions Gate Entertainment Corp., Class A | | | (665,778 | ) | | | (10,286,270 | ) |
Meredith Corp. | | | (272,042 | ) | | | (15,579,845 | ) |
Monro Muffler Brake, Inc. | | | (285,641 | ) | | | (21,797,265 | ) |
Norwegian Cruise Line Holdings Ltd.* | | | (266,422 | ) | | | (14,794,414 | ) |
Pearson PLC | | | (944,508 | ) | | | (10,649,108 | ) |
Shake Shack, Inc. Class A* | | | (235,539 | ) | | | (12,987,621 | ) |
Texas Roadhouse, Inc. | | | (151,613 | ) | | | (9,598,619 | ) |
Tiffany & Co. | | | (102,769 | ) | | | (9,767,166 | ) |
TripAdvisor, Inc.* | | | (125,079 | ) | | | (6,650,450 | ) |
Vail Resorts, Inc. | | | (44,796 | ) | | | (9,335,038 | ) |
Wayfair, Inc. Class A* | | | (106,049 | ) | | | (17,570,198 | ) |
| | | | | | | (250,250,997 | ) |
Energy—(2.4%) | | | | | | | | |
Apache Corp. | | | (398,671 | ) | | | (13,227,904 | ) |
Chesapeake Energy Corp.* | | | (3,135,335 | ) | | | (9,280,592 | ) |
Delek US Holdings, Inc. | | | (365,117 | ) | | | (12,917,839 | ) |
Devon Energy Corp. | | | (328,044 | ) | | | (9,680,578 | ) |
Matador Resources Co.* | | | (631,665 | ) | | | (11,748,969 | ) |
Murphy Oil Corp. | | | (580,774 | ) | | | (16,784,369 | ) |
PrairieSky Royalty Ltd. | | | (1,225,586 | ) | | | (17,853,629 | ) |
Range Resources Corp. | | | (774,647 | ) | | | (8,288,723 | ) |
Whiting Petroleum Corp.* | | | (369,086 | ) | | | (8,994,626 | ) |
| | | | | | | (108,777,229 | ) |
Finance—(8.0%) | | | | | | | | |
American Equity Investment Life Holding Co. | | | (234,358 | ) | | | (7,417,431 | ) |
Aozora Bank Ltd. | | | (204,600 | ) | | | (5,907,857 | ) |
Banco Bilbao Vizcaya Argentaria SA | | | (958,373 | ) | | | (5,944,634 | ) |
Bank of East Asia Ltd., (The) | | | (2,383,340 | ) | | | (8,297,586 | ) |
Bank of Hawaii Corp. | | | (70,332 | ) | | | (5,783,400 | ) |
Bankinter SA | | | (890,078 | ) | | | (7,306,352 | ) |
Canadian Western Bank | | | (341,516 | ) | | | (7,954,303 | ) |
China International Capital Corp. Ltd. | | | (2,568,000 | ) | | | (5,963,211 | ) |
CNO Financial Group, Inc. | | | (512,076 | ) | | | (8,720,654 | ) |
Cohen & Steers, Inc. | | | (293,996 | ) | | | (12,277,273 | ) |
Commonwealth Bank of Australia | | | (126,746 | ) | | | (6,649,755 | ) |
Community Bank System, Inc. | | | (271,368 | ) | | | (17,581,933 | ) |
Credit Suisse Group AG | | | (670,849 | ) | | | (8,273,517 | ) |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 21
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT RESEARCH FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Finance—(continued) | | | | | | | | |
Cullen/Frost Bankers, Inc. | | | (48,745 | ) | | $ | (5,053,882 | ) |
CVB Financial Corp. | | | (550,463 | ) | | | (12,545,052 | ) |
FGL Holdings* | | | (1,343,953 | ) | | | (11,154,810 | ) |
First Financial Bankshares, Inc. | | | (590,231 | ) | | | (38,276,480 | ) |
First Republic Bank | | | (110,602 | ) | | | (11,610,998 | ) |
Focus Financial Partners, Inc., Class A* | | | (304,176 | ) | | | (11,513,062 | ) |
Glacier Bancorp, Inc. | | | (341,835 | ) | | | (14,979,210 | ) |
Hiscox Ltd. | | | (488,126 | ) | | | (10,342,995 | ) |
ICICI Bank Ltd. - SP ADR | | | (535,016 | ) | | | (5,275,258 | ) |
Independent Bank Corp. | | | (94,586 | ) | | | (8,052,106 | ) |
KKR & Co, Inc., Class A | | | (518,204 | ) | | | (11,519,675 | ) |
LendingClub Corp.* | | | (1,520,857 | ) | | | (4,516,945 | ) |
MarketAxess Holdings, Inc. | | | (96,279 | ) | | | (23,480,522 | ) |
Prosperity Bancshares, Inc. | | | (110,944 | ) | | | (8,259,781 | ) |
RLI Corp. | | | (169,372 | ) | | | (11,944,113 | ) |
Trustmark Corp. | | | (382,518 | ) | | | (13,571,739 | ) |
UMB Financial Corp. | | | (71,844 | ) | | | (4,943,586 | ) |
United Bankshares, Inc. | | | (289,969 | ) | | | (11,131,910 | ) |
Voya Financial, Inc. | | | (201,352 | ) | | | (10,182,371 | ) |
Westamerica Bancorporation | | | (359,882 | ) | | | (23,133,215 | ) |
WisdomTree Investments, Inc. | | | (830,064 | ) | | | (6,457,898 | ) |
| | | | | | | (366,023,514 | ) |
Health Care—(2.2%) | | | | | | | | |
Align Technology, Inc.* | | | (27,619 | ) | | | (7,152,492 | ) |
DENTSPLY SIRONA, Inc. | | | (215,844 | ) | | | (9,013,645 | ) |
Genmab A/S* | | | (102,086 | ) | | | (17,618,536 | ) |
Glaukos Corp.* | | | (241,341 | ) | | | (17,900,262 | ) |
Healthcare Services Group, Inc. | | | (431,097 | ) | | | (16,459,284 | ) |
Insulet Corp.* | | | (146,294 | ) | | | (13,738,470 | ) |
Moderna, Inc.* | | | (443,506 | ) | | | (10,023,236 | ) |
Select Medical Holdings Corp.* | | | (539,401 | ) | | | (7,993,923 | ) |
| | | | | | | (99,899,848 | ) |
Real Estate Investment Trusts—(1.2%) | | |
Iron Mountain, Inc. | | | (366,350 | ) | | | (12,976,117 | ) |
Public Storage | | | (87,318 | ) | | | (18,466,884 | ) |
Redfin Corp.* | | | (794,733 | ) | | | (15,870,818 | ) |
Washington Prime Group, Inc. | | | (1,233,974 | ) | | | (7,132,370 | ) |
| | | | | | | (54,446,189 | ) |
Technology—(8.3%) | | | | | | | | |
2U, Inc.* | | | (254,912 | ) | | | (18,787,014 | ) |
ACI Worldwide, Inc.* | | | (457,570 | ) | | | (14,582,756 | ) |
Avalara, Inc.* | | | (223,898 | ) | | | (11,689,715 | ) |
Blackbaud, Inc. | | | (130,100 | ) | | | (10,048,924 | ) |
Cerner Corp.* | | | (174,965 | ) | | | (9,789,292 | ) |
CoStar Group, Inc.* | | | (36,026 | ) | | | (16,482,976 | ) |
Covetrus, Inc.* | | | (234,993 | ) | | | (8,408,050 | ) |
Cree, Inc.* | | | (290,810 | ) | | | (15,822,972 | ) |
Guidewire Software, Inc.* | | | (146,099 | ) | | | (13,403,122 | ) |
HubSpot, Inc.* | | | (63,775 | ) | | | (10,738,434 | ) |
Inovalon Holdings, Inc., Class A* | | | (860,044 | ) | | | (11,300,978 | ) |
Knowles Corp.* | | | (1,168,279 | ) | | | (19,019,582 | ) |
LiveRamp Holdings, Inc.* | | | (448,923 | ) | | | (24,129,611 | ) |
Manhattan Associates, Inc.* | | | (285,817 | ) | | | (15,648,481 | ) |
Medidata Solutions, Inc.* | | | (179,355 | ) | | | (13,455,212 | ) |
MercadoLibre, Inc.* | | | (90,402 | ) | | | (41,475,534 | ) |
National Instruments Corp. | | | (321,326 | ) | | | (15,018,777 | ) |
Omron Corp. | | | (322,900 | ) | | | (13,972,197 | ) |
Proofpoint, Inc.* | | | (103,626 | ) | | | (12,237,194 | ) |
| | NUMBER OF SHARES | | | VALUE | |
Technology—(continued) | | | | | | | | |
Pure Storage, Inc., Class A* | | | (719,295 | ) | | $ | (14,731,162 | ) |
Sea Ltd. - ADR* | | | (694,171 | ) | | | (14,924,676 | ) |
Shopify, Inc., Class A* | | | (132,751 | ) | | | (25,109,852 | ) |
Universal Display Corp. | | | (136,784 | ) | | | (20,413,644 | ) |
Zendesk, Inc.* | | | (138,341 | ) | | | (10,931,706 | ) |
| | | | | | | (382,121,861 | ) |
Transportation-(0.5%) | | | | | | | | |
American Airlines Group, Inc. | | | (293,799 | ) | | | (10,468,058 | ) |
Spirit Airlines, Inc.* | | | (210,620 | ) | | | (11,847,375 | ) |
| | | | | | | (22,315,433 | ) |
Utilities-(0.8%) | | | | | | | | |
Antero Midstream GP LP | | | (523,761 | ) | | | (6,688,428 | ) |
Keyera Corp. | | | (415,279 | ) | | | (10,196,181 | ) |
TransCanada Corp. | | | (242,319 | ) | | | (10,836,506 | ) |
Williams Cos, Inc. (The) | | | (415,671 | ) | | | (11,094,259 | ) |
| | | | | | | (38,815,374 | ) |
TOTAL COMMON STOCKS (Proceeds $(1,859,804,204)) | | | | | | | (2,057,645,026 | ) |
TOTAL SECURITIES SOLD SHORT—(44.9%) (Proceeds $(1,859,804,204)) | | | | (2,057,645,026 | ) |
OTHER ASSETS IN EXCESS OF LIABILITIES—45.3% | | | | | | | 2,074,255,819 | |
NET ASSETS—100.0% | | | | | | $ | 4,581,069,090 | |
ADR | — | American Depositary Receipt |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
* | — | Non-income producing. |
(a) | — | Seven-day yield as of February 28, 2019. |
† | — | Security position is either entirely or partially held in a segregated account as collateral for securities sold short. |
‡ | — | Security has been valued at fair market value using significant unobservable inputs as determined in good faith by or under the direction of The RBB fund, Inc.’s Board of Directors. As of February 28, 2019, these securities amounted to $124,972 or 0.0% of net assets. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
22 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT RESEARCH FUND | Portfolio Of Investments (continued) (unaudited) |
Contracts For Difference held by the Fund at February 28, 2019, are as follows:
REFERENCE COMPANY | | COUNTERPARTY | | EXPIRATION DATE | | FINANCING RATE | | PAYMENT FREQUENCY | | NUMBER OF CONTRACTS LONG/ (SHORT) | | NOTIONAL AMOUNT | | UNREALIZED APPRECIATION (DEPRECIATION) |
Long | | | | | | | | | | | | | | | | | | | | | | |
China | | | | | | | | | | | | | | | | | | | | | | |
Jiangsu Yanghe Brewery Joint-Stock Co., Ltd., Class A | | Goldman Sachs | | 9/15/2020 | | | 2.48 | % | | Monthly | | | 923,900 | | | $ | 15,330,139 | | | $ | 590,516 | |
Kweichow Moutai | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 152,700 | | | | 17,233,169 | | | | 722,073 | |
Wuliangye Yibin Co., Ltd., Class A | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 1,482,269 | | | | 15,832,064 | | | | 562,085 | |
| | | | | | | | | | | | | | | | | 48,395,372 | | | | 1,874,674 | |
Total Long | | | | | | | | | | | | | | | | | 48,395,372 | | | | 1,874,674 | |
Short | | | | | | | | | | | | | | | | | | | | | | |
Brazil | | | | | | | | | | | | | | | | | | | | | | |
Raia Drogasil SA | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (455,400 | ) | | $ | (7,971,607 | ) | | $ | (740,052 | ) |
China | | | | | | | | | | | | | | | | | | | | | | |
Semiconductor Manufacturing | | Goldman Sachs | | 12/31/2020 | | | 0.49 | | | Monthly | | | (19,013,600 | ) | | | (19,247,949 | ) | | | (240,606 | ) |
Indonesia | | | | | | | | | | | | | | | | | | | | | | |
Unilever Indonesia TBK PT | | Macquarie | | 9/18/2019 | | | 2.38 | | | Monthly | | | (2,432,800 | ) | | | (8,403,824 | ) | | | 98,348 | |
South Korea | | | | | | | | | | | | | | | | | | | | | | |
Amorepacific Corp. | | Macquarie | | 9/18/2019 | | | 2.38 | | | Monthly | | | (63,347 | ) | | | (11,247,229 | ) | | | (872,723 | ) |
Amore Pacific Group | | Macquarie | | 9/15/2020 | | | 2.38 | | | Monthly | | | (74,110 | ) | | | (4,825,580 | ) | | | (469,211 | ) |
Celltrion Inc. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (100,694 | ) | | | (18,266,744 | ) | | | 913,893 | |
Sillajen, Inc. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (125,448 | ) | | | (8,277,851 | ) | | | (116,964 | ) |
| | | | | | | | | | | | | | | | | (42,617,404 | ) | | | (545,005 | ) |
Taiwan | | | | | | | | | | | | | | | | | | | | | | |
AU Optronics Corp. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (50,614,000 | ) | | | (18,521,607 | ) | | | (473,957 | ) |
Eclat Textile Co., Ltd. | | Macquarie | | 9/18/2019 | | | 2.38 | | | Monthly | | | (869,000 | ) | | | (9,909,858 | ) | | | 58,352 | |
| | | | | | | | | | | | | | | | | (28,431,465 | ) | | | (415,605 | ) |
Total Short | | | | | | | | | | | | | | | | | (106,672,249 | ) | | | (1,842,920 | ) |
Net unrealized gain/(loss) on Contracts For Difference | | | | | | | | | | | | | | $ | 31,754 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 23
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS LONG/SHORT RESEARCH FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Common Stock | | | | | | | | | | | | | | | | |
Basic Industries | | $ | 187,994,145 | | | $ | 187,994,145 | | | $ | — | | | $ | — | |
Capital Goods | | | 425,665,761 | | | | 409,654,415 | | | | 16,011,346 | | | | — | |
Communications | | | 134,532,425 | | | | 134,532,425 | | | | — | | | | — | |
Consumer Durables | | | 126,112,447 | | | | 41,040,485 | | | | 85,071,962 | | | | — | |
Consumer Non-Durables | | | 317,822,481 | | | | 249,204,796 | | | | 68,617,685 | | | | — | |
Consumer Services | | | 568,393,202 | | | | 531,352,025 | | | | 37,041,177 | | | | — | |
Energy | | | 380,820,474 | | | | 329,806,174 | | | | 51,014,300 | | | | — | |
Finance | | | 941,014,843 | | | | 873,163,421 | | | | 67,851,422 | | | | — | |
Health Care | | | 438,664,816 | | | | 416,116,108 | | | | 22,548,708 | | | | — | |
Real Estate Investment Trusts | | | 29,286,409 | | | | 29,286,409 | | | | — | | | | — | |
Technology | | | 887,287,056 | | | | 795,439,503 | | | | 91,847,553 | | | | — | |
Transportation | | | 100,818,333 | | | | 100,818,333 | | | | — | | | | — | |
Utilities | | | 6,907,865 | | | | 6,907,865 | | | | — | | | | — | |
Warrants | | | 124,972 | | | | — | | | | — | | | | 124,972 | |
Short-Term Investments | | | 19,013,068 | | | | 19,013,068 | | | | — | | | | — | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | | 2,945,266 | | | | — | | | | 2,945,266 | | | | — | |
Total Assets | | $ | 4,567,403,563 | | | $ | 4,124,329,172 | | | $ | 442,949,419 | | | $ | 124,972 | |
| | | | | | | | | | | | | | | | |
| | | TOTAL | | | | LEVEL 1 | | | | LEVEL 2 | | | | LEVEL 3 | |
Securities Sold Short | | | | | | | | | | | | | | | | |
Basic Industries | | $ | (216,602,101 | ) | | $ | (184,953,195 | ) | | $ | (31,648,906 | ) | | $ | — | |
Capital Goods | | | (288,684,544 | ) | | | (135,032,173 | ) | | | (153,652,371 | ) | | | — | |
Communications | | | (26,958,593 | ) | | | (26,958,593 | ) | | | — | | | | — | |
Consumer Durables | | | (55,655,794 | ) | | | (55,655,794 | ) | | | — | | | | — | |
Consumer Non-Durables | | | (147,093,549 | ) | | | (116,859,438 | ) | | | (30,234,111 | ) | | | — | |
Consumer Services | | | (250,250,997 | ) | | | (239,601,889 | ) | | | (10,649,108 | ) | | | — | |
Energy | | | (108,777,229 | ) | | | (108,777,229 | ) | | | — | | | | — | |
Finance | | | (366,023,514 | ) | | | (315,611,124 | ) | | | (50,412,390 | ) | | | — | |
Health Care | | | (99,899,848 | ) | | | (82,281,312 | ) | | | (17,618,536 | ) | | | — | |
Real Estate Investment Trusts | | | (54,446,189 | ) | | | (54,446,189 | ) | | | — | | | | — | |
Technology | | | (382,121,861 | ) | | | (368,149,664 | ) | | | (13,972,197 | ) | | | — | |
Transportation | | | (22,315,433 | ) | | | (22,315,433 | ) | | | — | | | | — | |
Utilities | | | (38,815,374 | ) | | | (38,815,374 | ) | | | — | | | | — | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | | (2,913,512 | ) | | | — | | | | (2,913,512 | ) | | | — | |
Total Liabilities | | $ | (2,060,558,538 | ) | | $ | (1,749,457,407 | ) | | $ | (311,101,131 | ) | | $ | — | |
The accompanying notes are an integral part of the financial statements.
24 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS ALL-CAP VALUE FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
COMMON STOCKS—97.0% | | | | | | | | |
Basic Industries—1.8% | | | | | | | | |
FMC Corp.(a) | | | 123,035 | | | $ | 11,011,632 | |
Graphic Packaging Holding Co.(a) | | | 1,266,283 | | | | 15,423,327 | |
Mosaic Co., (The) | | | 295,673 | | | | 9,245,695 | |
| | | | | | | 35,680,654 | |
Capital Goods—7.3% | | | | | | | | |
AMETEK, Inc. | | | 81,796 | | | | 6,509,326 | |
Caterpillar, Inc. | | | 80,905 | | | | 11,111,493 | |
Cemex SAB de CV - SP ADR* | | | 1,100,045 | | | | 5,335,218 | |
CRH PLC - SP ADR(a) | | | 309,587 | | | | 9,826,291 | |
Cummins, Inc. | | | 67,266 | | | | 10,365,018 | |
Dover Corp.(a) | | | 153,407 | | | | 13,887,936 | |
General Dynamics Corp. | | | 79,707 | | | | 13,567,725 | |
Masco Corp. | | | 166,330 | | | | 6,247,355 | |
Owens Corning | | | 165,618 | | | | 8,269,307 | |
PACCAR, Inc.(a) | | | 155,400 | | | | 10,536,120 | |
Spirit AeroSystems Holdings, Inc. Class A(a) | | | 72,521 | | | | 7,165,075 | |
Trinseo SA | | | 108,029 | | | | 5,421,975 | |
United Technologies Corp. | | | 163,915 | | | | 20,599,198 | |
WESCO International, Inc.* | | | 197,849 | | | | 10,772,878 | |
World Fuel Services Corp. | | | 295,697 | | | | 8,187,850 | |
| | | | | | | 147,802,765 | |
Communications—0.5% | | | | | | | | |
Comcast Corp., Class A | | | 265,506 | | | | 10,267,117 | |
Consumer Durables—1.8% | | | | | | | | |
Fiat Chrysler Automobiles NV* | | | 285,723 | | | | 4,208,700 | |
Lear Corp. | | | 75,622 | | | | 11,499,838 | |
Sony Corp.-SP ADR | | | 453,253 | | | | 21,751,611 | |
| | | | | | | 37,460,149 | |
Consumer Non-Durables—2.9% | | | | | | | | |
Altria Group, Inc. | | | 185,254 | | | | 9,709,162 | |
Ambev SA-ADR(a) | | | 2,000,345 | | | | 9,061,563 | |
British American Tobacco PLC - SP ADR | | | 283,609 | | | | 10,419,794 | |
PepsiCo, Inc. | | | 253,750 | | | | 29,343,650 | |
| | | | | | | 58,534,169 | |
Consumer Services—7.4% | | | | | | | | |
CVS Health Corp. | | | 210,718 | | | | 12,185,822 | |
Dick’s Sporting Goods, Inc.(a) | | | 308,552 | | | | 12,052,041 | |
Dollar Tree, Inc.* | | | 78,716 | | | | 7,582,712 | |
eBay, Inc.*(a) | | | 483,184 | | | | 17,950,286 | |
Huron Consulting Group, Inc.* | | | 115,833 | | | | 5,307,468 | |
Interpublic Group of Cos., Inc., (The)(a) | | | 719,045 | | | | 16,559,606 | |
KAR Auction Services, Inc. | | | 109,277 | | | | 5,152,411 | |
Las Vegas Sands Corp. | | | 108,468 | | | | 6,663,189 | |
Lowe’s Cos., Inc. | | | 160,209 | | | | 16,836,364 | |
ManpowerGroup, Inc. | | | 109,971 | | | | 9,265,057 | |
Melco Resorts & Entertainment Ltd. - ADR | | | 308,284 | | | | 7,102,863 | |
Omnicom Group, Inc.(a) | | | 94,850 | | | | 7,180,145 | |
Robert Half International, Inc.(a) | | | 106,117 | | | | 7,236,118 | |
Target Corp. | | | 83,329 | | | | 6,053,019 | |
Tribune Media Co. Class A (a) | | | 169,715 | | | | 7,845,924 | |
Wyndham Destinations, Inc. | | | 139,098 | | | | 6,263,583 | |
| | | | | | | 151,236,608 | |
| | NUMBER OF SHARES | | | VALUE | |
Energy—5.2% | | | | | | | | |
Canadian Natural Resources Ltd. | | | 379,450 | | | $ | 10,776,380 | |
Cimarex Energy Co.(a) | | | 182,226 | | | | 13,103,872 | |
Diamondback Energy, Inc. | | | 158,698 | | | | 16,334,785 | |
Encana Corp. | | | 511,807 | | | | 3,710,601 | |
Marathon Oil Corp. | | | 1,052,678 | | | | 17,474,455 | |
Marathon Petroleum Corp. | | | 95,248 | | | | 5,906,328 | |
Parsley Energy, Inc., Class A* | | | 641,727 | | | | 11,640,928 | |
Phillips 66 | | | 106,568 | | | | 10,268,892 | |
Pioneer Natural Resources Co.(a) | | | 110,729 | | | | 15,607,253 | |
| | | | | | | 104,823,494 | |
Finance—29.7% | | | | | | | | |
Aflac, Inc. | | | 485,813 | | | | 23,872,851 | |
Air Lease Corp.(a) | | | 360,991 | | | | 13,486,624 | |
Alleghany Corp. | | | 33,656 | | | | 21,639,462 | |
Allstate Corp., (The)(a) | | | 239,104 | | | | 22,566,636 | |
American International Group, Inc.(a) | | | 750,059 | | | | 32,402,549 | |
Aon PLC | | | 124,066 | | | | 21,281,041 | |
Bank of America Corp. | | | 1,576,985 | | | | 45,858,724 | |
BB&T Corp.(a) | | | 481,728 | | | | 24,553,676 | |
Capital One Financial Corp. | | | 191,918 | | | | 16,040,506 | |
Charles Schwab Corp., (The) | | | 163,567 | | | | 7,525,718 | |
Chubb Ltd.(a) | | | 211,229 | | | | 28,283,563 | |
Citigroup, Inc. | | | 590,403 | | | | 37,773,984 | |
Discover Financial Services(a) | | | 160,028 | | | | 11,459,605 | |
Fifth Third Bancorp(a) | | | 353,717 | | | | 9,755,515 | |
Goldman Sachs Group, Inc., (The)(a) | | | 72,287 | | | | 14,218,853 | |
Huntington Bancshares, Inc.(a) | | | 1,122,305 | | | | 16,172,415 | |
JPMorgan Chase & Co. | | | 374,450 | | | | 39,077,602 | |
KeyCorp(a) | | | 1,658,881 | | | | 29,295,838 | |
Loews Corp.(a) | | | 452,954 | | | | 21,569,670 | |
MetLife, Inc. | | | 357,059 | | | | 16,135,496 | |
Prudential Financial, Inc.(a) | | | 190,913 | | | | 18,299,011 | |
Raymond James Financial, Inc. | | | 140,963 | | | | 11,640,725 | |
Renaissance Holdings Ltd. | | | 81,783 | | | | 12,026,190 | |
State Street Corp. | | | 158,023 | | | | 11,357,113 | |
Synchrony Financial | | | 352,776 | | | | 11,504,025 | |
TD Ameritrade Holding Corp. | | | 161,586 | | | | 9,102,139 | |
Torchmark Corp.(a) | | | 72,606 | | | | 5,994,351 | |
Travelers Cos., Inc., (The)(a) | | | 116,120 | | | | 15,433,509 | |
Wells Fargo & Co. | | | 576,353 | | | | 28,754,251 | |
White Mountains Insurance Group Ltd. | | | 21,812 | | | | 20,489,975 | |
WR Berkley Corp. | | | 83,035 | | | | 6,946,708 | |
| | | | | | | 604,518,325 | |
Health Care—19.6% | | | | | | | | |
Abbott Laboratories(a) | | | 360,346 | | | | 27,970,057 | |
Allergan PLC(a) | | | 90,442 | | | | 12,454,768 | |
AmerisourceBergen Corp. | | | 113,067 | | | | 9,418,481 | |
Anthem, Inc. | | | 64,006 | | | | 19,248,524 | |
Cigna Corp. | | | 65,850 | | | | 11,486,874 | |
Gilead Sciences, Inc. | | | 414,550 | | | | 26,954,041 | |
GlaxoSmithKline PLC - SP ADR | | | 264,917 | | | | 10,692,050 | |
Henry Schein, Inc.*(a) | | | 99,014 | | | | 5,871,530 | |
Jazz Pharmaceuticals PLC* | | | 72,391 | | | | 10,136,912 | |
Johnson & Johnson | | | 273,351 | | | | 37,350,681 | |
Laboratory Corp. of America Holdings* | | | 119,428 | | | | 17,704,007 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 25
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS ALL-CAP VALUE FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Health Care—(continued) | | | | | | | | |
McKesson Corp.(a) | | | 170,681 | | | $ | 21,703,796 | |
Medtronic PLC | | | 380,121 | | | | 34,400,950 | |
Merck & Co., Inc. | | | 585,093 | | | | 47,562,210 | |
Novartis AG-SP ADR | | | 327,053 | | | | 29,837,045 | |
Pfizer, Inc.(a) | | | 882,980 | | | | 38,277,183 | |
Roche Holding AG-SP ADR(a) | | | 321,684 | | | | 11,146,351 | |
UnitedHealth Group, Inc. | | | 64,806 | | | | 15,697,309 | |
Zimmer Biomet Holdings, Inc.(a) | | | 91,618 | | | | 11,371,626 | |
| | | | | | | 399,284,395 | |
Technology—20.2% | | | | | | | | |
Alliance Data Systems Corp.(a) | | | 94,934 | | | | 16,423,582 | |
Alphabet, Inc., Class A* | | | 13,892 | | | | 15,650,033 | |
Amdocs Ltd. | | | 108,283 | | | | 6,017,286 | |
Analog Devices, Inc.(a) | | | 59,939 | | | | 6,411,075 | |
Arrow Electronics, Inc.* | | | 130,935 | | | | 10,435,519 | |
Baidu, Inc. - SP ADR* | | | 40,691 | | | | 6,613,915 | |
Belden, Inc.(a) | | | 110,151 | | | | 6,806,230 | |
Cisco Systems, Inc. | | | 1,075,526 | | | | 55,679,981 | |
Cognizant Technology Solutions Corp., Class A | | | 77,608 | | | | 5,508,616 | |
DXC Technology Co. | | | 303,953 | | | | 20,018,345 | |
Eaton Corp. PLC | | | 212,477 | | | | 16,949,290 | |
EnerSys(a) | | | 175,349 | | | | 12,944,263 | |
Facebook, Inc. Class A* | | | 95,897 | | | | 15,482,571 | |
Fidelity National Information Services, Inc. | | | 62,417 | | | | 6,750,399 | |
First Data Corp., Class A*(a) | | | 338,236 | | | | 8,503,253 | |
Flex Ltd.* | | | 837,599 | | | | 8,828,293 | |
Fortive Corp.(a) | | | 80,627 | | | | 6,576,744 | |
Hewlett Packard Enterprise Co. | | | 1,205,783 | | | | 19,750,726 | |
HP, Inc. | | | 913,050 | | | | 18,014,476 | |
Jabil, Inc. | | | 450,407 | | | | 12,791,559 | |
KLA-Tencor Corp. | | | 55,491 | | | | 6,408,656 | |
Leidos Holdings, Inc.(a) | | | 98,676 | | | | 6,373,483 | |
Microsoft Corp. | | | 205,673 | | | | 23,041,546 | |
Momo, Inc. - SP ADR* | | | 247,075 | | | | 8,195,478 | |
NetApp, Inc. | | | 76,268 | | | | 4,972,674 | |
Oracle Corp.(a) | | | 210,531 | | | | 10,974,981 | |
Qorvo, Inc.*(a) | | | 299,966 | | | | 21,039,615 | |
Symantec Corp. | | | 538,289 | | | | 12,106,120 | |
TE Connectivity Ltd. | | | 247,875 | | | | 20,348,059 | |
Versum Materials, Inc. | | | 218,108 | | | | 10,687,292 | |
YY, Inc.-ADR* | | | 142,786 | | | | 10,066,413 | |
| | | | | | | 410,370,473 | |
| | NUMBER OF SHARES | | | VALUE | |
Transportation—0.6% | | | | | | |
Delta Air Lines, Inc.(a) | | | 243,148 | | | $ | 12,055,278 | |
TOTAL COMMON STOCKS (Cost $1,583,781,253) | | | | | | | 1,972,033,427 | |
RIGHTS—0.0% | | | | | | | | |
Technology—0.0% | | | | | | | | |
CVR Banctec Inc. - Escrow Shares*‡ | | | 14,327 | | | | 0 | |
TOTAL RIGHTS (Cost $0) | | | | | | | 0 | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL—26.0% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58%(b) | | | 528,806,686 | | | | 528,806,686 | |
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $528,806,686) | | | | | | | 528,806,686 | |
SHORT-TERM INVESTMENTS—2.9% | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – Treasury Portfolio, Institutional Class, 2.28%(b) | | | 58,005,078 | | | | 58,005,078 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $58,005,078) | | | | | | | 58,005,078 | |
TOTAL INVESTMENTS—125.9% (Cost $2,170,593,017) | | | | | | | 2,558,845,191 | |
LIABILITIES IN EXCESS OF OTHERASSETS—(25.9)% | | | | | | | (526,530,034 | ) |
NET ASSETS—100.0% | | | | | | $ | 2,032,315,157 | |
ADR | — | American Depositary Receipt |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
* | — | Non-income producing. |
(a) | ��� | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $516,880,743. |
(b) | — | Seven-day yield as of February 28, 2019. |
‡ | — | Security has been valued at fair market value using significant unobservable inputs as determined in good faith by or under the direction of The RBB fund, Inc.’s Board of Directors. As of February 28, 2019, these securities amounted to $0 or 0.0% of net assets. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
26 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS ALL-CAP VALUE FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Common Stock | | | | | | | | | | | | | | | | | | | | |
Basic Industries | | $ | 35,680,654 | | | $ | 35,680,654 | | | $ | — | | | $ | — | | | $ | — | |
Capital Goods | | | 147,802,765 | | | | 147,802,765 | | | | — | | | | — | | | | — | |
Communications | | | 10,267,117 | | | | 10,267,117 | | | | — | | | | — | | | | — | |
Consumer Durables | | | 37,460,149 | | | | 37,460,149 | | | | — | | | | — | | | | — | |
Consumer Non-Durables | | | 58,534,169 | | | | 58,534,169 | | | | — | | | | — | | | | — | |
Consumer Services | | | 151,236,608 | | | | 151,236,608 | | | | — | | | | — | | | | | |
Energy | | | 104,823,494 | | | | 104,823,494 | | | | — | | | | — | | | | — | |
Finance | | | 604,518,325 | | | | 604,518,325 | | | | — | | | | — | | | | — | |
Health Care | | | 399,284,395 | | | | 399,284,395 | | | | — | | | | — | | | | — | |
Technology | | | 410,370,473 | | | | 410,370,473 | | | | — | | | | — | | | | — | |
Transportation | | | 12,055,278 | | | | 12,055,278 | | | | — | | | | — | | | | — | |
Rights | | | — | | | | — | | | | — | | | | — | ** | | | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 528,806,686 | | | | — | | | | — | | | | — | | | | 528,806,686 | |
Short-Term Investments | | | 58,005,078 | | | | 58,005,078 | | | | — | | | | — | | | | — | |
Total Assets | | $ | 2,558,845,191 | | | $ | 2,030,038,505 | | | $ | — | | | $ | — | ** | | $ | 528,806,686 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amount presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
| |
** | Value equals zero as of the end of the reporting period. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 27
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
WPG PARTNERS SMALL/MICRO CAP VALUE FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
COMMON STOCKS—96.3% | | | | | | | | |
Basic Industries—5.0% | | | | | | | | |
Allegheny Technologies, Inc.*(a) | | | 21,600 | | | $ | 618,408 | |
Haynes International, Inc.(a) | | | 10,200 | | | | 358,836 | |
PH Glatfelter Co. | | | 4,547 | | | | 61,157 | |
Schweitzer-Mauduit International, Inc. | | | 6,418 | | | | 247,478 | |
| | | | | | | 1,285,879 | |
Capital Goods—13.3% | | | | | | | | |
Argan, Inc. | | | 4,554 | | | | 211,761 | |
Astec Industries, Inc. | | | 3,200 | | | | 122,112 | |
Carpenter Technology Corp. | | | 7,254 | | | | 340,503 | |
Dycom Industries, Inc.* | | | 4,439 | | | | 200,110 | |
FreightCar America, Inc.*(a) | | | 34,300 | | | | 265,825 | |
Granite Construction, Inc.(a) | | | 5,100 | | | | 237,456 | |
Great Lakes Dredge & Dock Corp.* | | | 42,157 | | | | 375,197 | |
KBR, Inc.(a) | | | 37,200 | | | | 735,072 | |
Landec Corp.* | | | 6,663 | | | | 85,553 | |
Matrix Service Co.* | | | 1,397 | | | | 29,183 | |
NN, Inc. | | | 18,921 | | | | 187,507 | |
Orion Group Holdings, Inc.* | | | 51,600 | | | | 219,300 | |
PGT Innovations, Inc.* | | | 8,769 | | | | 132,237 | |
Tutor Perini Corp.*(a) | | | 16,801 | | | | 316,195 | |
| | | | | | | 3,458,011 | |
Communications—0.6% | | | | | | | | |
Ooma, Inc.* | | | 9,400 | | | | 153,314 | |
Consumer Durables—4.5% | | | | | | | | |
Century Communities, Inc.* | | | 13,504 | | | | 308,296 | |
LGI Homes, Inc.*(a) | | | 5,100 | | | | 301,410 | |
Libbey, Inc.*(a) | | | 41,064 | | | | 161,792 | |
Tower International, Inc. | | | 10,495 | | | | 269,197 | |
TRI Pointe Group, Inc.*(a) | | | 9,200 | | | | 115,920 | |
| | | | | | | 1,156,615 | |
Consumer Non-Durables—0.4% | | | | | | | | |
elf Beauty, Inc.*(a) | | | 14,097 | | | | 112,071 | |
Consumer Services—7.9% | | | | | | | | |
Boot Barn Holdings, Inc.*(a) | | | 5,300 | | | | 151,050 | |
Covanta Holding Corp.(a) | | | 11,900 | | | | 202,062 | |
Del Taco Restaurants, Inc.* | | | 20,900 | | | | 216,106 | |
Hibbett Sports, Inc.*(a) | | | 9,600 | | | | 177,984 | |
ICF International, Inc. | | | 6,700 | | | | 505,984 | |
MDC Partners, Inc., Class A* | | | 31,900 | | | | 105,908 | |
Pitney Bowes, Inc.(a) | | | 20,000 | | | | 143,800 | |
Tailored Brands, Inc. | | | 10,000 | | | | 129,600 | |
Team, Inc.*(a) | | | 11,953 | | | | 186,706 | |
Tile Shop Holdings, Inc.(a) | | | 36,600 | | | | 233,508 | |
| | | | | | | 2,052,708 | |
Energy—7.2% | | | | | | | | |
Eclipse Resources Corp.*(a) | | | 90,100 | | | | 105,417 | |
Gulfport Energy Corp.* | | | 32,360 | | | | 247,877 | |
HighPoint Resources Corp.*(a) | | | 121,330 | | | | 314,245 | |
Mammoth Energy Services, Inc.(a) | | | 20,000 | | | | 459,800 | |
McDermott International, Inc.*(a) | | | 45,985 | | | | 389,953 | |
Solaris Oilfield Infrastructure, Inc. Class A(a) | | | 6,662 | | | | 113,254 | |
Superior Energy Services, Inc.*(a) | | | 23,594 | | | | 110,420 | |
TETRA Technologies, Inc.* | | | 58,554 | | | | 139,944 | |
| | | | | | | 1,880,910 | |
| | NUMBER OF SHARES | | | VALUE | |
Finance—25.5% | | | | | | | | |
Ameris Bancorp(a) | | | 9,376 | | | $ | 382,260 | |
Banner Corp. | | | 10,100 | | | | 627,513 | |
Central Pacific Financial Corp. | | | 16,941 | | | | 494,338 | |
CNO Financial Group, Inc. | | | 8,500 | | | | 144,755 | |
Essent Group Ltd.* | | | 6,800 | | | | 293,352 | |
First Foundation, Inc.*(a) | | | 18,800 | | | | 286,700 | |
First Interstate BancSystem, Inc. Class A | | | 10,200 | | | | 424,728 | |
Hanover Insurance Group Inc., (The) | | | 1,600 | | | | 189,936 | |
HomeStreet, Inc.*(a) | | | 16,909 | | | | 471,761 | |
Kearny Financial Corp.(a) | | | 10,758 | | | | 146,201 | |
Kemper Corp. | | | 7,500 | | | | 623,250 | |
Kennedy-Wilson Holdings, Inc. | | | 10,300 | | | | 214,034 | |
MGIC Investment Corp.* | | | 34,300 | | | | 445,214 | |
National Bank Holdings Corp., Class A | | | 9,296 | | | | 335,864 | |
Origin Bancorp, Inc.(a) | | | 6,677 | | | | 240,773 | |
Peapack Gladstone Financial Corp. | | | 9,322 | | | | 271,084 | |
Popular, Inc. | | | 14,400 | | | | 811,872 | |
United Community Banks, Inc. | | | 7,900 | | | | 218,751 | |
| | | | | | | 6,622,386 | |
Health Care—1.5% | | | | | | | | |
Accuray, Inc.*(a) | | | 32,500 | | | | 156,650 | |
PetIQ, Inc.*(a) | | | 5,046 | | | | 151,935 | |
Trinity Biotech PLC - SP ADR* | | | 29,400 | | | | 87,612 | |
| | | | | | | 396,197 | |
Real Estate Investment Trusts—10.2% | | | | | | | | |
Brixmor Property Group, Inc. | | | 15,400 | | | | 268,884 | |
Equity Commonwealth(a) | | | 9,600 | | | | 313,440 | |
Essential Properties Realty Trust, Inc. | | | 23,439 | | | | 397,760 | |
GEO Group Inc., (The)(a) | | | 5,200 | | | | 118,144 | |
Industrial Logistics Properties Trust | | | 14,600 | | | | 304,556 | |
Investors Real Estate Trust | | | 3,510 | | | | 211,934 | |
Ladder Capital Corp.(a) | | | 13,992 | | | | 256,753 | |
NexPoint Residential Trust, Inc. | | | 5,000 | | | | 179,700 | |
Piedmont Office Realty Trust, Inc. Class A | | | 19,817 | | | | 405,654 | |
UMH Properties, Inc.(a) | | | 13,800 | | | | 188,784 | |
| | | | | | | 2,645,609 | |
Technology—10.9% | | | | | | | | |
Acacia Communications, Inc.*(a) | | | 8,706 | | | | 464,465 | |
CommVault Systems, Inc.* | | | 3,100 | | | | 208,909 | |
Extreme Networks, Inc.* | | | 28,037 | | | | 230,464 | |
Generac Holdings, Inc.* | | | 8,556 | | | | 441,147 | |
Lumentum Holdings, Inc.* | | | 2,400 | | | | 119,400 | |
MicroStrategy, Inc. Class A* | | | 2,300 | | | | 325,450 | |
NeoPhotonics Corp.* | | | 32,300 | | | | 258,400 | |
NetScout Systems, Inc.*(a) | | | 15,400 | | | | 421,498 | |
QAD, Inc., Class A | | | 2,800 | | | | 126,728 | |
Ribbon Communications, Inc.* | | | 3,131 | | | | 16,125 | |
SMART Global Holdings, Inc.* | | | 7,607 | | | | 222,961 | |
| | | | | | | 2,835,547 | |
The accompanying notes are an integral part of the financial statements.
28 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
WPG PARTNERS SMALL/MICRO CAP VALUE FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Transportation—5.7% | | | | | | | | |
Air Transport Services Group, Inc.* | | | 5,227 | | | $ | 121,632 | |
Ardmore Shipping Corp.* | | | 62,100 | | | | 349,623 | |
Scorpio Tankers, Inc. | | | 12,156 | | | | 223,792 | |
Spirit Airlines, Inc.*(a) | | | 5,654 | | | | 318,038 | |
StealthGas, Inc.* | | | 51,700 | | | | 167,508 | |
YRC Worldwide, Inc.*(a) | | | 38,200 | | | | 292,994 | |
| | | | | | | 1,473,587 | |
Utilities—3.6% | | | | | | | | |
ALLETE, Inc. | | | 1,900 | | | | 153,995 | |
El Paso Electric Co. | | | 3,300 | | | | 177,540 | |
NorthWestern Corp. | | | 2,700 | | | | 185,058 | |
Portland General Electric Co. | | | 3,700 | | | | 185,518 | |
South Jersey Industries, Inc.(a) | | | 7,548 | | | | 218,515 | |
| | | | | | | 920,626 | |
TOTAL COMMON STOCKS (Cost $22,633,696) | | | | | | | 24,993,460 | |
WARRANTS—0.0% | | | | | | | | |
Energy—0.0% | | | | | | | | |
TETRA Technologies, Inc.*‡ | | | 20,950 | | | | 2,304 | |
TOTAL WARRANTS (Cost $4,475) | | | | | | | 2,304 | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL—30.9% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58%(b) | | | 8,031,303 | | | | 8,031,303 | |
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $8,031,303) | | | | | | | 8,031,303 | |
| | NUMBER OF SHARES | | | VALUE | |
SHORT-TERM INVESTMENTS—5.0% | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – Treasury Portfolio, Institutional Class, 2.28%(b) | | | 1,286,867 | | | $ | 1,286,867 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $1,286,867) | | | | | | | 1,286,867 | |
TOTAL INVESTMENTS—132.2% (Cost $31,956,341) | | | | | | | 34,313,934 | |
LIABILITIES IN EXCESS OF OTHER ASSETS—(32.2)% | | | | | | | (8,357,381 | ) |
NET ASSETS—100.0% | | | | | | $ | 25,956,553 | |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
* | — | Non-income producing. |
(a) | — | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $7,708,445. |
(b) | — | Seven-day yield as of February 28, 2019. |
‡ | — | Security has been valued at fair market value using significant unobservable inputs as determined in good faith by or under the direction of The RBB Fund, Inc.’s Board of Directors. As of February 28, 2019, these securities amounted to $2,304 or 0.0% of net assets. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 29
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
WPG PARTNERS SMALL/MICRO CAP VALUE FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Common Stock | | | | | | | | | | | | | | | | | | | | |
Basic Industries | | $ | 1,285,879 | | | $ | 1,285,879 | | | $ | — | | | $ | — | | | $ | — | |
Capital Goods | | | 3,458,011 | | | | 3,458,011 | | | | — | | | | — | | | | — | |
Communications | | | 153,314 | | | | 153,314 | | | | — | | | | — | | | | — | |
Consumer Durables | | | 1,156,615 | | | | 1,156,615 | | | | — | | | | — | | | | — | |
Consumer Non-Durables | | | 112,071 | | | | 112,071 | | | | — | | | | — | | | | — | |
Consumer Services | | | 2,052,708 | | | | 2,052,708 | | | | — | | | | — | | | | — | |
Energy | | | 1,880,910 | | | | 1,880,910 | | | | — | | | | — | | | | — | |
Finance | | | 6,622,386 | | | | 6,622,386 | | | | — | | | | — | | | | — | |
Health Care | | | 396,197 | | | | 396,197 | | | | — | | | | — | | | | — | |
Real Estate Investment Trusts | | | 2,645,609 | | | | 2,645,609 | | | | — | | | | | | | | | |
Technology | | | 2,835,547 | | | | 2,835,547 | | | | — | | | | — | | | | — | |
Transportation | | | 1,473,587 | | | | 1,473,587 | | | | — | | | | — | | | | — | |
Utilities | | | 920,626 | | | | 920,626 | | | | — | | | | — | | | | — | |
Warrants | | | 2,304 | | | | — | | | | — | | | | 2,304 | | | | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 8,031,303 | | | | — | | | | — | | | | — | | | | 8,031,303 | |
Short-Term Investments | | | 1,286,867 | | | | 1,286,867 | | | | — | | | | — | | | | — | |
Total Assets | | $ | 34,313,934 | | | $ | 26,280,327 | | | $ | — | | | $ | 2,304 | | | $ | 8,031,303 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amount presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
The accompanying notes are an integral part of the financial statements.
30 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL EQUITY FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
COMMON STOCKS—95.1% | | | | | | | | |
Australia—0.5% | | | | | | | | |
Woodside Petroleum Ltd. | | | 143,698 | | | $ | 3,682,478 | |
Bermuda—2.1% | | | | | | | | |
Everest Re Group Ltd. | | | 31,588 | | | | 7,142,362 | |
RenaissanceRe Holdings Ltd. | | | 52,395 | | | | 7,704,685 | |
| | | | | | | 14,847,047 | |
Canada—2.3% | | | | | | | | |
Canadian Natural Resources Ltd. | | | 184,347 | | | | 5,236,438 | |
Nutrien Ltd. | | | 141,737 | | | | 7,716,163 | |
Stars Group, Inc. (The)* | | | 162,672 | | | | 2,712,127 | |
| | | | | | | 15,664,728 | |
Denmark—1.0% | | | | | | | | |
Novo Nordisk A/S Class B | | | 143,274 | | | | 7,024,100 | |
France—6.0% | | | | | | | | |
Capgemini SA | | | 52,163 | | | | 6,234,945 | |
Cie Generale des Etablissements Michelin SCA | | | 32,400 | | | | 3,883,852 | |
Danone SA | | | 108,876 | | | | 8,223,329 | |
Kering SA | | | 11,449 | | | | 6,246,168 | |
TOTAL SA | | | 186,488 | | | | 10,614,661 | |
Vinci SA | | | 67,078 | | | | 6,401,973 | |
| | | | | | | 41,604,928 | |
Hong Kong—1.3% | | | | | | | | |
CK Hutchison Holdings Ltd. | | | 599,500 | | | | 6,378,720 | |
Melco Resorts & Entertainment Ltd. - ADR | | | 112,301 | | | | 2,587,415 | |
| | | | | | | 8,966,135 | |
Ireland—2.7% | | | | | | | | |
AIB Group PLC | | | 628,376 | | | | 2,959,534 | |
Bank of Ireland Group PLC | | | 510,772 | | | | 3,318,546 | |
CRH PLC | | | 398,797 | | | | 12,624,488 | |
| | | | | | | 18,902,568 | |
Japan—9.7% | | | | | | | | |
Asahi Group Holdings Ltd. | | | 188,200 | | | | 8,147,431 | |
Fuji Electric Co., Ltd. | | | 107,700 | | | | 3,400,671 | |
Haseko Corp. | | | 317,200 | | | | 3,974,800 | |
Matsumotokiyoshi Holdings Co., Ltd. | | | 109,100 | | | | 3,735,856 | |
Nippon Telegraph & Telephone Corp. | | | 252,100 | | | | 10,896,433 | |
Seven & i Holdings Co., Ltd. | | | 156,700 | | | | 6,896,626 | |
Shionogi & Co. Ltd. | | | 74,000 | | | | 4,735,219 | |
Sony Corp. | | | 266,300 | | | | 12,786,532 | |
Sumitomo Mitsui Financial Group, Inc. | | | 156,800 | | | | 5,571,622 | |
Toshiba Corp. | | | 241,200 | | | | 7,558,016 | |
| | | | | | | 67,703,206 | |
Luxembourg—0.3% | | | | | | | | |
Ternium SA-SP ADR | | | 80,861 | | | | 2,332,840 | |
Mexico—0.6% | | | | | | | | |
Cemex SAB de CV-SP ADR* | | | 816,548 | | | | 3,960,258 | |
Netherlands—2.0% | | | | | | | | |
ING Groep NV | | | 351,998 | | | | 4,652,753 | |
Koninklijke Ahold NV | | | 146,356 | | | | 3,771,919 | |
Royal Dutch Shell PLC, Class A | | | 179,876 | | | | 5,607,089 | |
| | | | | | | 14,031,761 | |
South Korea—0.8% | | | | | | | | |
KT Corp.-SP ADR* | | | 144,659 | | | | 1,934,091 | |
Samsung Electronics Co., Ltd. | | | 84,038 | | | | 3,363,354 | |
| | | | | | | 5,297,445 | |
| | NUMBER OF SHARES | | | VALUE | |
Switzerland—2.4% | | | | | | | | |
Glencore PLC* | | | 1,252,726 | | | $ | 5,047,189 | |
Roche Holding AG | | | 18,569 | | | | 5,153,348 | |
Swiss Re AG | | | 63,029 | | | | 6,230,427 | |
| | | | | | | 16,430,964 | |
United Kingdom—9.2% | | | | | | | | |
Aviva PLC | | | 923,206 | | | | 5,175,078 | |
Coca-Cola European Partners PLC | | | 162,989 | | | | 7,683,301 | |
GlaxoSmithKline PLC | | | 519,483 | | | | 10,353,661 | |
HSBC Holdings PLC | | | 545,899 | | | | 4,450,209 | |
Imperial Brands PLC | | | 319,867 | | | | 10,658,698 | |
Lloyds Banking Group PLC | | | 9,520,750 | | | | 8,017,218 | |
Nomad Foods Ltd.* | | | 224,117 | | | | 4,504,752 | |
Tullow Oil PLC* | | | 1,242,679 | | | | 3,638,927 | |
Unilever PLC | | | 135,328 | | | | 7,204,562 | |
Vodafone Group PLC | | | 1,315,569 | | | | 2,343,484 | |
| | | | | | | 64,029,890 | |
United States—54.2% | | | | | | | | |
Air Lease Corp. | | | 86,871 | | | | 3,245,501 | |
Allstate Corp. (The) | | | 68,500 | | | | 6,465,030 | |
Alphabet, Inc., Class C* | | | 12,095 | | | | 13,545,432 | |
American Express Co. | | | 77,839 | | | | 8,386,374 | |
Anthem, Inc. | | | 30,090 | | | | 9,048,966 | |
Berkshire Hathaway, Inc., Class B*(a) | | | 134,541 | | | | 27,083,103 | |
Biogen, Inc.* | | | 9,088 | | | | 2,980,955 | |
Chubb Ltd.(a) | | | 74,994 | | | | 10,041,697 | |
Cigna Corp. | | | 34,799 | | | | 6,070,338 | |
Cisco Systems, Inc. | | | 235,647 | | | | 12,199,445 | |
Citigroup, Inc. | | | 127,467 | | | | 8,155,339 | |
Comcast Corp., Class A | | | 251,525 | | | | 9,726,472 | |
CVS Health Corp. | | | 160,345 | | | | 9,272,751 | |
Diamondback Energy, Inc.(a) | | | 58,384 | | | | 6,009,465 | |
Dover Corp. | | | 41,543 | | | | 3,760,888 | |
DowDuPont, Inc.(a) | | | 86,931 | | | | 4,627,337 | |
Eaton Corp. PLC | | | 116,688 | | | | 9,308,202 | |
FMC Corp.(a) | | | 33,453 | | | | 2,994,043 | |
Goldman Sachs Group Inc., (The) | | | 44,433 | | | | 8,739,971 | |
GrafTech International Ltd.(a) | | | 282,680 | | | | 4,076,246 | |
Graphic Packaging Holding Co.(a) | | | 381,486 | | | | 4,646,499 | |
HP, Inc. | | | 139,771 | | | | 2,757,682 | |
Johnson & Johnson | | | 52,728 | | | | 7,204,754 | |
KAR Auction Services, Inc. | | | 100,916 | | | | 4,758,189 | |
KeyCorp | | | 468,719 | | | | 8,277,578 | |
Laboratory Corp. of America Holdings*(a) | | | 66,370 | | | | 9,838,689 | |
Lear Corp. | | | 30,724 | | | | 4,672,199 | |
Loews Corp. | | | 17,664 | | | | 841,160 | |
Lowe’s Cos., Inc. | | | 53,263 | | | | 5,597,409 | |
Marvell Technology Group Ltd.(a) | | | 321,391 | | | | 6,411,750 | |
Masco Corp. | | | 81,462 | | | | 3,059,713 | |
McKesson Corp.(a) | | | 52,101 | | | | 6,625,163 | |
Microsoft Corp. | | | 184,860 | | | | 20,709,866 | |
Molson Coors Brewing Co.(a) | | | 89,822 | | | | 5,538,424 | |
Mosaic Co. (The)(a) | | | 163,079 | | | | 5,099,480 | |
NetApp, Inc.(a) | | | 55,445 | | | | 3,615,014 | |
Oracle Corp.(a) | | | 177,962 | | | | 9,277,159 | |
Owens Corning | | | 84,800 | | | | 4,234,064 | |
Parsley Energy, Inc., Class A* | | | 173,159 | | | | 3,141,104 | |
Peabody Energy Corp. | | | 59,679 | | | | 1,841,097 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 31
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL EQUITY FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
United States—(continued) | | | | | | | | |
Pfizer, Inc.(a) | | | 205,361 | | | $ | 8,902,399 | |
Pioneer Natural Resources Co. | | | 43,956 | | | | 6,195,598 | |
PulteGroup, Inc. | | | 186,863 | | | | 5,045,301 | |
SYNNEX Corp.(a) | | | 44,408 | | | | 4,357,313 | |
Tapestry, Inc.(a) | | | 105,178 | | | | 3,674,919 | |
TE Connectivity Ltd. | | | 40,225 | | | | 3,302,070 | |
Trinseo SA | | | 34,597 | | | | 1,736,423 | |
Twenty-First Century Fox, Inc. Class A | | | 109,267 | | | | 5,510,335 | |
United Parcel Service, Inc., Class B | | | 64,287 | | | | 7,084,427 | |
United Technologies Corp. | | | 87,223 | | | | 10,961,314 | |
Verizon Communications, Inc. | | | 240,165 | | | | 13,670,192 | |
Vistra Energy Corp.*(a) | | | 291,914 | | | | 7,601,441 | |
Walmart, Inc. | | | 46,516 | | | | 4,604,619 | |
Wells Fargo & Co. | | | 211,649 | | | | 10,559,169 | |
| | | | | | | 377,090,068 | |
TOTAL COMMON STOCKS (Cost $620,501,340) | | | | | | | 661,568,416 | |
PREFERRED STOCKS—1.0% | | | | | | | | |
Brazil—0.5% | | | | | | | | |
Petroleo Brasileiro SA, 3.324% | | | 508,400 | | | | 3,645,012 | |
Germany—0.5% | | | | | | | | |
Volkswagen AG, 2.629% | | | 20,640 | | | | 3,539,105 | |
TOTAL PREFERRED STOCKS (Cost $6,674,738) | | | | | | | 7,184,117 | |
| | NUMBER OF SHARES | | | VALUE | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL—5.2% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58%(b) | | | 35,967,290 | | | $ | 35,967,290 | |
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL (Cost $35,967,290) | | | | | | | 35,967,290 | |
SHORT-TERM INVESTMENTS—3.9% | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – Treasury Portfolio, Institutional Class, 2.28%(b) | | | 26,777,391 | | | | 26,777,391 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $26,777,391) | | | | | | | 26,777,391 | |
TOTAL INVESTMENTS—105.2% (Cost $689,920,759) | | | | | | | 731,497,214 | |
LIABILITIES IN EXCESS OF OTHER ASSETS—(5.2)% | | | | | | | (35,980,947 | ) |
NET ASSETS—100.0% | | | | | | $ | 695,516,267 | |
ADR | — | American Depositary Receipt |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
* | — | Non-income producing. |
(a) | — | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $34,932,768. |
(b) | — | Seven-day yield as of February 28, 2019. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
32 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL EQUITY FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Common Stock | | | | | | | | | | | | | | | | | | | | |
Australia | | $ | 3,682,478 | | | $ | — | | | $ | 3,682,478 | | | $ | — | | | $ | — | |
Bermuda | | | 14,847,047 | | | | 14,847,047 | | | | — | | | | — | | | | — | |
Canada | | | 15,664,728 | | | | 15,664,728 | | | | — | | | | — | | | | — | |
Denmark | | | 7,024,100 | | | | — | | | | 7,024,100 | | | | — | | | | — | |
France | | | 41,604,928 | | | | — | | | | 41,604,928 | | | | — | | | | — | |
Hong Kong | | | 8,966,135 | | | | 2,587,415 | | | | 6,378,720 | | | | — | | | | — | |
Ireland | | | 18,902,568 | | | | — | | | | 18,902,568 | | | | — | | | | — | |
Japan | | | 67,703,206 | | | | — | | | | 67,703,206 | | | | — | | | | — | |
Luxembourg | | | 2,332,840 | | | | 2,332,840 | | | | — | | | | — | | | | — | |
Mexico | | | 3,960,258 | | | | 3,960,258 | | | | — | | | | — | | | | — | |
Netherlands | | | 14,031,761 | | | | — | | | | 14,031,761 | | | | — | | | | — | |
South Korea | | | 5,297,445 | | | | 1,934,091 | | | | 3,363,354 | | | | — | | | | — | |
Switzerland | | | 16,430,964 | | | | — | | | | 16,430,964 | | | | — | | | | — | |
United Kingdom | | | 64,029,890 | | | | 12,188,053 | | | | 51,841,837 | | | | — | | | | — | |
United States | | | 377,090,068 | | | | 377,090,068 | | | | — | | | | — | | | | — | |
Preferred Stock | | | | | | | | | | | | | | | | | | | | |
Brazil | | | 3,645,012 | | | | 3,645,012 | | | | — | | | | — | | | | — | |
Germany | | | 3,539,105 | | | | — | | | | 3,539,105 | | | | — | | | | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 35,967,290 | | | | — | | | | — | | | | — | | | | 35,967,290 | |
Short-Term Investments | | | 26,777,391 | | | | 26,777,391 | | | | — | | | | — | | | | — | |
Total Assets | | $ | 731,497,214 | | | $ | 461,026,903 | | | $ | 234,503,021 | | | $ | — | | | $ | 35,967,290 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amount presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 33
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL LONG/SHORT FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
LONG POSITIONS—100.2% | | | | | | | | |
COMMON STOCKS—96.0% | | | | | | | | |
Australia—0.5% | | | | | | | | |
Woodside Petroleum Ltd. | | | 165,459 | | | $ | 4,240,136 | |
Bermuda—2.3% | | | | | | | | |
Everest Re Group Ltd.† | | | 39,080 | | | | 8,836,379 | |
RenaissanceRe Holdings Ltd.†# | | | 71,141 | | | | 10,461,284 | |
| | | | | | | 19,297,663 | |
Canada—2.3% | | | | | | | | |
Canadian Natural Resources Ltd. | | | 227,976 | | | | 6,475,735 | |
Nutrien Ltd.† | | | 176,961 | | | | 9,633,757 | |
Stars Group, Inc. (The)* | | | 232,661 | | | | 3,879,009 | |
| | | | | | | 19,988,501 | |
Denmark—1.0% | | | | | | | | |
Novo Nordisk A/S Class B | | | 179,328 | | | | 8,791,671 | |
France—6.1% | | | | | | | | |
Capgemini SA | | | 65,314 | | | | 7,806,860 | |
Cie Generale des Etablissements Michelin SCA | | | 40,941 | | | | 4,907,678 | |
Danone SA | | | 134,049 | | | | 10,124,628 | |
Kering SA | | | 14,810 | | | | 8,079,811 | |
TOTAL SA | | | 245,326 | | | | 13,963,646 | |
Vinci SA | | | 78,594 | | | | 7,501,068 | |
| | | | | | | 52,383,691 | |
Hong Kong—1.4% | | | | | | | | |
CK Hutchison Holdings Ltd. | | | 789,000 | | | | 8,395,012 | |
Melco Resorts & Entertainment Ltd. - ADR | | | 156,364 | | | | 3,602,627 | |
| | | | | | | 11,997,639 | |
Ireland—2.8% | | | | | | | | |
AIB Group PLC | | | 782,875 | | | | 3,687,196 | |
Bank of Ireland Group PLC | | | 673,163 | | | | 4,373,619 | |
CRH PLC | | | 512,886 | | | | 16,236,139 | |
| | | | | | | 24,296,954 | |
Japan—9.9% | | | | | | | | |
Asahi Group Holdings Ltd. | | | 232,400 | | | | 10,060,909 | |
Fuji Electric Co., Ltd. | | | 149,300 | | | | 4,714,207 | |
Haseko Corp. | | | 391,900 | | | | 4,910,858 | |
Matsumotokiyoshi Holdings Co., Ltd. | | | 139,100 | | | | 4,763,131 | |
Nippon Telegraph & Telephone Corp. | | | 331,600 | | | | 14,332,635 | |
Seven & i Holdings Co., Ltd. | | | 175,000 | | | | 7,702,039 | |
Shionogi & Co. Ltd. | | | 92,900 | | | | 5,944,619 | |
Sony Corp. | | | 323,700 | | | | 15,542,622 | |
Sumitomo Mitsui Financial Group, Inc. | | | 203,000 | | | | 7,213,261 | |
Toshiba Corp. | | | 289,300 | | | | 9,065,233 | |
| | | | | | | 84,249,514 | |
Luxembourg—0.4% | | | | | | | | |
Ternium SA-SP ADR† | | | 112,587 | | | | 3,248,135 | |
Mexico—0.6% | | | | | | | | |
Cemex SAB de CV-SP ADR* | | | 1,088,598 | | | | 5,279,700 | |
Netherlands—1.5% | | | | | | | | |
ING Groep NV | | | 433,498 | | | | 5,730,029 | |
Royal Dutch Shell PLC, Class A | | | 236,745 | | | | 7,379,808 | |
| | | | | | | 13,109,837 | |
South Korea—0.7% | | | | | | | | |
KT Corp.-SP ADR* | | | 201,412 | | | | 2,692,878 | |
Samsung Electronics Co., Ltd. | | | 82,218 | | | | 3,290,515 | |
| | | | | | | 5,983,393 | |
| | NUMBER OF SHARES | | | VALUE | |
Switzerland—0.8% | | | | | | | | |
Glencore PLC* | | | 1,648,794 | | | $ | 6,642,933 | |
United Kingdom—9.7% | | | | | | | | |
Aviva PLC | | | 1,173,729 | | | | 6,579,397 | |
Coca-Cola European Partners PLC† | | | 208,690 | | | | 9,837,647 | |
GlaxoSmithKline PLC | | | 637,112 | | | | 12,698,090 | |
HSBC Holdings PLC | | | 695,046 | | | | 5,666,066 | |
Imperial Brands PLC | | | 406,629 | | | | 13,549,806 | |
Inchcape PLC | | | 401,033 | | | | 3,006,617 | |
Lloyds Banking Group PLC | | | 11,363,833 | | | | 9,569,238 | |
Nomad Foods Ltd.*† | | | 260,189 | | | | 5,229,799 | |
Tullow Oil PLC* | | | 1,640,133 | | | | 4,802,789 | |
Unilever PLC | | | 164,620 | | | | 8,764,003 | |
Vodafone Group PLC | | | 1,862,642 | | | | 3,318,010 | |
| | | | | | | 83,021,462 | |
United States—56.0% | | | | | | | | |
Air Lease Corp.† | | | 117,072 | | | | 4,373,810 | |
Allstate Corp. (The)† | | | 80,947 | | | | 7,639,778 | |
Alphabet, Inc., Class C*† | | | 14,987 | | | | 16,784,241 | |
American Express Co.† | | | 95,167 | | | | 10,253,293 | |
Anthem, Inc.†# | | | 36,924 | | | | 11,104,154 | |
Berkshire Hathaway, Inc., Class B*†# | | | 146,933 | | | | 29,577,613 | |
Biogen, Inc.*† | | | 12,399 | | | | 4,066,996 | |
Chubb Ltd.†# | | | 99,693 | | | | 13,348,893 | |
Cigna Corp.†# | | | 47,476 | | | | 8,281,713 | |
Cisco Systems, Inc.† | | | 307,436 | | | | 15,915,962 | |
Citigroup, Inc.† | | | 156,241 | | | | 9,996,299 | |
Comcast Corp., Class A †# | | | 330,173 | | | | 12,767,790 | |
CVS Health Corp.† | | | 204,270 | | | | 11,812,934 | |
Diamondback Energy, Inc. | | | 72,890 | | | | 7,502,568 | |
Dover Corp. | | | 51,396 | | | | 4,652,880 | |
DowDuPont, Inc.† | | | 108,146 | | | | 5,756,612 | |
Eaton Corp. PLC† | | | 140,997 | | | | 11,247,331 | |
FMC Corp. | | | 45,639 | | | | 4,084,690 | |
Goldman Sachs Group Inc., (The) | | | 56,690 | | | | 11,150,923 | |
GrafTech International Ltd. | | | 385,686 | | | | 5,561,592 | |
Graphic Packaging Holding Co. | | | 481,225 | | | | 5,861,320 | |
HP, Inc.† | | | 190,702 | | | | 3,762,550 | |
Johnson & Johnson†# | | | 68,795 | | | | 9,400,149 | |
KAR Auction Services, Inc. | | | 126,312 | | | | 5,955,611 | |
KeyCorp† | | | 598,968 | | | | 10,577,775 | |
Laboratory Corp. of America Holdings*† | | | 84,226 | | | | 12,485,662 | |
Lear Corp. | | | 41,919 | | | | 6,374,622 | |
Lowe’s Cos., Inc.† | | | 64,251 | | | | 6,752,138 | |
Marvell Technology Group Ltd. | | | 389,527 | | | | 7,771,064 | |
Masco Corp.†# | | | 136,367 | | | | 5,121,944 | |
McKesson Corp.† | | | 64,619 | | | | 8,216,952 | |
Microsoft Corp.† | | | 232,504 | | | | 26,047,423 | |
Molson Coors Brewing Co., Class B† | | | 124,869 | | | | 7,699,423 | |
Mosaic Co. (The) | | | 206,678 | | | | 6,462,821 | |
NetApp, Inc. | | | 65,733 | | | | 4,285,792 | |
Oracle Corp.†# | | | 254,819 | | | | 13,283,714 | |
Owens Corning | | | 110,734 | | | | 5,528,949 | |
Parsley Energy, Inc., Class A*† | | | 236,258 | | | | 4,285,720 | |
Peabody Energy Corp. | | | 80,377 | | | | 2,479,630 | |
Pfizer, Inc.†# | | | 267,922 | | | | 11,614,419 | |
Pioneer Natural Resources Co.† | | | 55,222 | | | | 7,783,541 | |
PulteGroup, Inc.# | | | 268,354 | | | | 7,245,558 | |
The accompanying notes are an integral part of the financial statements.
34 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
United States—(continued) | | | | | | | | |
SYNNEX Corp. | | | 55,968 | | | $ | 5,491,580 | |
Tapestry, Inc. | | | 127,406 | | | | 4,451,566 | |
TE Connectivity Ltd.† | | | 52,849 | | | | 4,338,374 | |
Trinseo SA† | | | 45,481 | | | | 2,282,691 | |
Twenty-First Century Fox, Inc. Class A | | | 157,260 | | | | 7,930,622 | |
United Parcel Service, Inc., Class B | | | 81,350 | | | | 8,964,770 | |
United Technologies Corp.† | | | 105,748 | | | | 13,289,351 | |
Verizon Communications, Inc.† | | | 313,331 | | | | 17,834,801 | |
Vistra Energy Corp.*† | | | 357,551 | | | | 9,310,628 | |
Walmart, Inc. # | | | 62,165 | �� | | | 6,153,713 | |
Wells Fargo & Co.† | | | 264,881 | | | | 13,214,913 | |
| | | | | | | 478,139,858 | |
TOTAL COMMON STOCKS (Cost $755,197,320) | | | | | | | 820,671,087 | |
PREFERRED STOCKS—1.1% | | | | | | | | |
Brazil—0.6% | | | | | | | | |
Petroleo Brasileiro SA, 3.324% | | | 634,300 | | | | 4,547,662 | |
Germany—0.5% | | | | | | | | |
Volkswagen AG, 2.784% | | | 26,136 | | | | 4,481,494 | |
TOTAL PREFERRED STOCKS (Cost $8,304,387) | | | | | | | 9,029,156 | |
SHORT-TERM INVESTMENTS—3.1% | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – Treasury Portfolio, Institutional Class, 2.28%(a) | | | 26,770,041 | | | | 26,770,041 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $26,770,041) | | | | | | | 26,770,041 | |
TOTAL INVESTMENTS—100.2% (Cost $790,271,748) | | | | | | | 856,470,284 | |
SECURITIES SOLD SHORT—(48.5%) | | | | | | | | |
COMMON STOCKS—(48.2%) | | | | | | | | |
Argentina—(0.4%) | | | | | | | | |
MercadoLibre, Inc.* | | | (8,327 | ) | | | (3,820,344 | ) |
Australia—(0.6%) | | | | | | | | |
Treasury Wine Estates Ltd. | | | (237,566 | ) | | | (2,523,600 | ) |
WiseTech Global Ltd. | | | (175,544 | ) | | | (2,397,314 | ) |
| | | | | | | (4,920,914 | ) |
Bermuda—(0.5%) | | | | | | | | |
Hiscox Ltd. | | | (209,063 | ) | | | (4,429,876 | ) |
Canada—(1.4%) | | | | | | | | |
First Quantum Minerals Ltd. | | | (143,831 | ) | | | (1,649,310 | ) |
Shopify, Inc., Class A* | | | (13,589 | ) | | | (2,570,359 | ) |
SNC-Lavalin Group, Inc. | | | (132,667 | ) | | | (3,664,612 | ) |
TransCanada Corp. | | | (86,719 | ) | | | (3,878,121 | ) |
| | | | | | | (11,762,402 | ) |
Chile—(0.2%) | | | | | | | | |
Latam Airlines Group SA - SP ADR | | | (145,320 | ) | | | (1,681,352 | ) |
China—(1.6%) | | | | | | | | |
AAC Technologies Holdings, Inc. | | | (632,000 | ) | | | (3,735,063 | ) |
China International Capital Corp. Ltd., Class H | | | (1,234,800 | ) | | | (2,867,357 | ) |
Pinduoduo, Inc. - ADR* | | | (134,039 | ) | | | (4,013,128 | ) |
Uni-President China Holdings Ltd. | | | (3,759,000 | ) | | | (3,343,265 | ) |
| | | | | | | (13,958,813 | ) |
Denmark—(0.3%) | | | | | | | | |
Genmab A/S* | | | (12,972 | ) | | | (2,238,776 | ) |
| | NUMBER OF SHARES | | | VALUE | |
France—(1.2%) | | | | | | | | |
Credit Agricole SA | | | (235,241 | ) | | $ | (3,010,752 | ) |
Hermes International | | | (5,931 | ) | | | (3,755,922 | ) |
Remy Cointreau SA | | | (24,747 | ) | | | (3,223,398 | ) |
| | | | | | | (9,990,072 | ) |
Hong Kong—(0.2%) | | | | | | | | |
Hong Kong & China Gas Co. Ltd. | | | (915,200 | ) | | | (2,118,458 | ) |
Italy—(0.3%) | | | | | | | | |
Brembo SpA | | | (219,577 | ) | | | (2,656,442 | ) |
Japan—(5.1%) | | | | | | | | |
Aeon Co., Ltd. | | | (162,600 | ) | | | (3,430,755 | ) |
Ain Holdings, Inc. | | | (42,200 | ) | | | (2,897,273 | ) |
Aozora Bank Ltd. | | | (59,000 | ) | | | (1,703,634 | ) |
Asics Corp. | | | (242,900 | ) | | | (3,246,496 | ) |
Calbee, Inc. | | | (79,600 | ) | | | (2,209,839 | ) |
CyberAgent, Inc. | | | (57,700 | ) | | | (1,795,460 | ) |
Hisamitsu Pharmaceutical Co., Inc. | | | (66,900 | ) | | | (3,308,558 | ) |
Makita Corp. | | | (98,100 | ) | | | (3,489,398 | ) |
MINEBEA MITSUMI, Inc. | | | (119,900 | ) | | | (1,929,687 | ) |
MISUMI Group, Inc. | | | (129,100 | ) | | | (3,140,362 | ) |
MS&AD Insurance Group Holdings, Inc. | | | (143,600 | ) | | | (4,322,939 | ) |
Nidec Corp. | | | (40,300 | ) | | | (4,887,592 | ) |
Omron Corp. | | | (55,300 | ) | | | (2,392,885 | ) |
Sony Financial Holdings, Inc. | | | (115,300 | ) | | | (2,189,164 | ) |
Yaskawa Electric Corp. | | | (90,700 | ) | | | (2,588,245 | ) |
| | | | | | | (43,532,287 | ) |
Netherlands—(0.2%) | | | | | | | | |
Cimpress NV* | | | (22,281 | ) | | | (1,838,182 | ) |
New Zealand—(0.3%) | | | | | | | | |
a2 Milk Co. Ltd.* | | | (293,739 | ) | | | (2,857,845 | ) |
Norway—(0.4%) | | | | | | | | |
Yara International ASA | | | (86,156 | ) | | | (3,623,094 | ) |
Singapore—(0.8%) | | | | | | | | |
Golden Agri-Resources Ltd. | | | (14,709,700 | ) | | | (2,979,857 | ) |
SATS Ltd. | | | (467,500 | ) | | | (1,770,352 | ) |
Sembcorp Marine Ltd. | | | (1,532,100 | ) | | | (1,933,927 | ) |
| | | | | | | (6,684,136 | ) |
Sweden—(0.3%) | | | | | | | | |
Saab AB, Class B | | | (74,873 | ) | | | (2,567,856 | ) |
Switzerland—(1.6%) | | | | | | | | |
Credit Suisse Group AG | | | (298,657 | ) | | | (3,683,308 | ) |
Geberit AG | | | (8,888 | ) | | | (3,544,536 | ) |
LafargeHolcim, Ltd.* | | | (53,197 | ) | | | (2,628,858 | ) |
Sika AG | | | (28,316 | ) | | | (3,824,885 | ) |
| | | | | | | (13,681,587 | ) |
United Kingdom—(4.4%) | | | | | | | | |
Antofagasta PLC | | | (256,697 | ) | | | (3,180,668 | ) |
ASOS PLC* | | | (71,575 | ) | | | (3,037,841 | ) |
Hargreaves Lansdown PLC | | | (184,110 | ) | | | (4,255,673 | ) |
LyondellBasell Industries NV, Class A | | | (38,094 | ) | | | (3,257,799 | ) |
Melrose Industries PLC | | | (1,301,921 | ) | | | (3,001,769 | ) |
Pearson PLC | | | (342,755 | ) | | | (3,864,483 | ) |
Pennon Group PLC | | | (314,847 | ) | | | (3,249,917 | ) |
Renishaw PLC | | | (98,541 | ) | | | (5,531,685 | ) |
RSA Insurance Group PLC | | | (307,699 | ) | | | (2,083,478 | ) |
Severn Trent PLC | | | (124,468 | ) | | | (3,334,008 | ) |
Weir Group PLC, (The) | | | (117,501 | ) | | | (2,555,509 | ) |
| | | | | | | (37,352,830 | ) |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 35
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
United States—(28.4%) | | | | | | | | |
2U, Inc.* | | | (35,447 | ) | | $ | (2,612,444 | ) |
AAON, Inc. | | | (66,596 | ) | | | (2,654,517 | ) |
Align Technology, Inc.* | | | (17,286 | ) | | | (4,476,555 | ) |
Allogene Therapeutics, Inc.* | | | (62,063 | ) | | | (1,966,776 | ) |
Antero Midstream GP LP | | | (214,176 | ) | | | (2,735,028 | ) |
Apache Corp. | | | (105,407 | ) | | | (3,497,404 | ) |
Axon Enterprise, Inc.* | | | (49,768 | ) | | | (2,679,011 | ) |
Badger Meter, Inc. | | | (40,937 | ) | | | (2,408,733 | ) |
Ball Corp. | | | (65,233 | ) | | | (3,573,464 | ) |
Blackbaud, Inc. | | | (21,334 | ) | | | (1,647,838 | ) |
Carvana Co.* | | | (60,015 | ) | | | (2,692,273 | ) |
Casey’s General Stores, Inc. | | | (15,984 | ) | | | (2,153,684 | ) |
Chegg, Inc.* | | | (46,343 | ) | | | (1,836,573 | ) |
Choice Hotels International, Inc. | | | (56,377 | ) | | | (4,501,140 | ) |
Cogent Communications Holdings, Inc. | | | (49,732 | ) | | | (2,422,446 | ) |
Cohen & Steers, Inc. | | | (74,680 | ) | | | (3,118,637 | ) |
Community Bank System, Inc. | | | (75,624 | ) | | | (4,899,679 | ) |
Compass Minerals International, Inc. | | | (73,279 | ) | | | (3,838,354 | ) |
Covetrus, Inc.* | | | (83,822 | ) | | | (2,999,151 | ) |
Cracker Barrel Old Country Store, Inc. | | | (13,190 | ) | | | (2,136,648 | ) |
Cree, Inc.* | | | (60,021 | ) | | | (3,265,743 | ) |
CVB Financial Corp. | | | (150,893 | ) | | | (3,438,851 | ) |
Delek US Holdings, Inc. | | | (86,932 | ) | | | (3,075,654 | ) |
Exact Sciences Corp.* | | | (24,696 | ) | | | (2,247,336 | ) |
First Financial Bankshares, Inc. | | | (76,473 | ) | | | (4,959,274 | ) |
Focus Financial Partners, Inc., Class A* | | | (67,433 | ) | | | (2,552,339 | ) |
GCP Applied Technologies, Inc.* | | | (129,144 | ) | | | (3,870,446 | ) |
Greif, Inc., Class A | | | (109,360 | ) | | | (4,396,272 | ) |
GTT Communications, Inc.* | | | (57,207 | ) | | | (1,788,291 | ) |
Hamilton Lane, Inc., Class A | | | (51,755 | ) | | | (2,415,923 | ) |
Healthcare Services Group, Inc. | | | (131,598 | ) | | | (5,024,412 | ) |
Helmerich & Payne, Inc. | | | (52,840 | ) | | | (2,863,928 | ) |
Hertz Global Holdings, Inc.* | | | (175,613 | ) | | | (3,354,208 | ) |
Inovalon Holdings, Inc., Class A* | | | (109,745 | ) | | | (1,442,049 | ) |
iRobot Corp.* | | | (26,944 | ) | | | (3,369,617 | ) |
John Bean Technologies Corp. | | | (12,958 | ) | | | (1,214,165 | ) |
KKR & Co, Inc., Class A | | | (89,242 | ) | | | (1,983,850 | ) |
Leggett & Platt, Inc. | | | (104,681 | ) | | | (4,754,611 | ) |
Manhattan Associates, Inc.* | | | (39,494 | ) | | | (2,162,297 | ) |
MarketAxess Holdings, Inc. | | | (16,391 | ) | | | (3,997,437 | ) |
Matador Resources Co.* | | | (208,221 | ) | | | (3,872,911 | ) |
Mattel, Inc.* | | | (169,853 | ) | | | (2,449,280 | ) |
Medidata Solutions, Inc.* | | | (28,358 | ) | | | (2,127,417 | ) |
MGP Ingredients, Inc. | | | (21,076 | ) | | | (1,725,071 | ) |
Middleby Corp., (The)* | | | (26,735 | ) | | | (3,277,444 | ) |
Moderna, Inc.* | | | (121,986 | ) | | | (2,756,884 | ) |
National Beverage Corp. | | | (21,438 | ) | | | (1,470,432 | ) |
National Instruments Corp. | | | (39,772 | ) | | | (1,858,943 | ) |
National Oilwell Varco, Inc. | | | (84,621 | ) | | | (2,381,235 | ) |
Netflix, Inc.* | | | (5,863 | ) | | | (2,099,540 | ) |
Nevro Corp.* | | | (43,959 | ) | | | (2,025,191 | ) |
NewMarket Corp. | | | (3,232 | ) | | | (1,418,848 | ) |
Power Integrations, Inc. | | | (69,256 | ) | | | (5,059,843 | ) |
Prosperity Bancshares, Inc. | | | (76,857 | ) | | | (5,722,004 | ) |
Public Storage | | | (9,006 | ) | | | (1,904,679 | ) |
Pure Storage, Inc., Class A* | | | (128,371 | ) | | | (2,629,038 | ) |
Quaker Chemical Corp. | | | (22,651 | ) | | | (4,733,832 | ) |
| | NUMBER OF SHARES | | | VALUE | |
United States—(continued) | | | | | | | | |
RLI Corp. | | | (61,998 | ) | | $ | (4,372,099 | ) |
RPM International, Inc. | | | (66,094 | ) | | | (3,824,860 | ) |
SiteOne Landscape Supply, Inc.* | | | (20,992 | ) | | | (1,127,480 | ) |
Tesla, Inc.* | | | (25,684 | ) | | | (8,215,798 | ) |
Texas Roadhouse, Inc. | | | (48,588 | ) | | | (3,076,106 | ) |
Tiffany & Co. | | | (41,450 | ) | | | (3,939,408 | ) |
TransDigm Group, Inc.* | | | (13,435 | ) | | | (5,831,999 | ) |
Trex Co., Inc.* | | | (56,987 | ) | | | (4,271,176 | ) |
TripAdvisor, Inc.* | | | (69,337 | ) | | | (3,686,648 | ) |
Triumph Group, Inc. | | | (75,273 | ) | | | (1,743,323 | ) |
Universal Display Corp. | | | (19,614 | ) | | | (2,927,193 | ) |
US Silica Holdings, Inc. | | | (194,208 | ) | | | (2,893,699 | ) |
Vail Resorts, Inc. | | | (15,045 | ) | | | (3,135,228 | ) |
Wayfair, Inc. Class A* | | | (21,152 | ) | | | (3,504,463 | ) |
Wesco Aircraft Holdings, Inc.* | | | (181,936 | ) | | | (1,544,637 | ) |
Westamerica Bancorporation | | | (64,495 | ) | | | (4,145,739 | ) |
Williams Cos, Inc. (The) | | | (139,638 | ) | | | (3,726,938 | ) |
Workday, Inc., Class A* | | | (15,027 | ) | | | (2,974,294 | ) |
Workiva, Inc.* | | | (92,262 | ) | | | (4,562,356 | ) |
World Wrestling Entertainment, Inc., Class A | | | (23,147 | ) | | | (1,937,404 | ) |
Zendesk, Inc.* | | | (32,624 | ) | | | (2,577,948 | ) |
| | | | | | | (242,558,446 | ) |
TOTAL COMMON STOCKS (Proceeds $(394,464,327)) | | | | | | | (412,273,712 | ) |
PREFERRED STOCKS—(0.3%) | | | | | | | | |
Brazil—(0.3%) | | | | | | | | |
Gerdau SA-SP ADR, 2.349% | | | (585,441 | ) | | | (2,371,036 | ) |
TOTAL PREFERRED STOCKS (Proceeds $(2,273,484)) | | | | | | | (2,371,036 | ) |
TOTAL SECURITIES SOLD SHORT—(48.5%) (Proceeds $(396,737,811)) | | | | | | | (414,644,748 | ) |
| | | | | | | | | |
| | NUMBER OF CONTRACTS | | | NOTIONAL AMOUNT | | | | |
OPTIONS WRITTEN††—(0.7%) | | | | | | | | | | | | |
Call Options Written—(0.7%) | | | | | | | | | | | | |
Anthem, Inc. | | | | | | | | | | | | |
Expiration: 06/21/2019, Exercise Price: 310.00 | | | (284 | ) | | | (8,540,732 | ) | | | (298,200 | ) |
Berkshire Hathaway, Inc. | | | | | | | | | | | | |
Expiration: 03/15/2019, Exercise Price: 220.00 | | | (425 | ) | | | (8,555,250 | ) | | | (2,550 | ) |
Chubb Ltd. | | | | | | | | | | | | |
Expiration: 08/16/2019, Exercise Price: 130.00 | | | (615 | ) | | | (8,234,850 | ) | | | (495,075 | ) |
Cigna Corp. | | | | | | | | | | | | |
Expiration: 07/19/2019, Exercise Price: 190.00 | | | (304 | ) | | | (5,302,976 | ) | | | (179,360 | ) |
The accompanying notes are an integral part of the financial statements.
36 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF CONTRACTS | | | NOTIONAL AMOUNT | | | VALUE | |
Call Options Written—(continued) | | | | | | | |
Comcast Corp. | | | | | | | | | | | | |
Expiration: 06/21/2019, Exercise Price: 40.00 | | | (2,306 | ) | | | (8,917,302 | ) | | $ | (292,862 | ) |
Johnson & Johnson | | | | | | | | | | | | |
Expiration: 04/18/2019, Exercise Price: 130.00 | | | (603 | ) | | | (8,239,392 | ) | | | (524,610 | ) |
Masco Corp. | | | | | | | | | | | | |
Expiration: 07/19/2019, Exercise Price: 30.00 | | | (1,363 | ) | | | (5,119,428 | ) | | | (1,104,030 | ) |
Oracle Corp. | | | | | | | | | | | | |
Expiration: 06/21/2019, Exercise Price: 50.00 | | | (1,915 | ) | | | (9,982,895 | ) | | | (708,550 | ) |
Pfizer, Inc. | | | | | | | | | | | | |
Expiration: 06/21/2019, Exercise Price: 40.00 | | | (2,006 | ) | | | (8,696,010 | ) | | | (832,490 | ) |
PulteGroup, Inc. | | | | | | | | | | | | |
Expiration: 04/18/2019, Exercise Price: 26.00 | | | (2,226 | ) | | | (6,010,200 | ) | | | (385,098 | ) |
RenaissanceRe Holdings Ltd. | | | | | | | | | | | | |
Expiration: 07/19/2019, Exercise Price: 140.00 | | | (575 | ) | | | (8,455,375 | ) | | | (675,625 | ) |
Walmart, Inc. | | | | | | | | | | | | |
Expiration: 03/15/2019, Exercise Price: 97.50 | | | (580 | ) | | | (5,741,420 | ) | | | (133,400 | ) |
TOTAL CALL OPTIONS WRITTEN (Premiums received $(5,338,829)) | | | | | | (5,631,850 | ) |
TOTAL OPTIONS WRITTEN (Premiums received $(5,338,829)) | | | | | | (5,631,850 | ) |
OTHER ASSETS IN EXCESS OF LIABILITIES—49.0% | | | | | | | | | | | 418,407,915 | |
NET ASSETS—100.0% | | | | | | | $ | 854,601,601 | |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
(a) | — | 7 day yield as of February 28, 2019. |
* | — | Non-income producing. |
† | — | Security position is either entirely or partially held in a segregated account as collateral for securities sold short. |
# | — | Security segregated as collateral for options written. |
†† | — | Primary risk exposure is equity contracts. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 37
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
Contracts For Difference held by the Fund at February 28, 2019, are as follows:
REFERENCE COMPANY | | COUNTERPARTY | | EXPIRATION DATE | | FINANCING RATE | | PAYMENT FREQUENCY | | NUMBER OF CONTRACTS LONG/ (SHORT) | | NOTIONAL AMOUNT | | UNREALIZED APPRECIATION (DEPRECIATION) |
Short | | | | | | | | | | | | | | | | | | | | | | |
Australia | | | | | | | | | | | | | | | | | | | | | | |
Afterpay Touch Group Ltd. | | Morgan Stanley | | 9/15/2020 | | | 1.50 | % | | Monthly | | | (132,003 | ) | | $ | (1,722,973 | ) | | $ | 64,788 | |
India | | | | | | | | | | | | | | | | | | | | | | |
Axis Bank | | Morgan Stanley | | 9/15/2020 | | | 2.40 | | | Monthly | | | (22,809 | ) | | | (1,133,088 | ) | | | (24,203 | ) |
Indonesia | | | | | | | | | | | | | | | | | | | | | | |
Unilever Indonesia TBK PT | | Macquarie | | 9/18/2019 | | | 2.39 | | | Monthly | | | (1,397,000 | ) | | | (4,825,774 | ) | | | 56,213 | |
Philippines | | | | | | | | | | | | | | | | | | | | | | |
BDO Unibank Inc. | | Macquarie | | 9/18/2019 | | | 2.39 | | | Monthly | | | (1,236,730 | ) | | | (3,049,163 | ) | | | 8,516 | |
South Korea | | | | | | | | | | | | | | | | | | | | | | |
Celltrion Inc. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (21,643 | ) | | | (3,926,224 | ) | | | 196,258 | |
Sillajen Inc. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (64,494 | ) | | | (4,255,721 | ) | | | (60,863 | ) |
| | | | | | | | | | | | | | | | | (8,181,945 | ) | | | 135,395 | |
Taiwan | | | | | | | | | | | | | | | | | | | | | | |
AU Optronics Corp. | | Macquarie | | 9/15/2020 | | | 2.38 | | | Monthly | | | (5,670,000 | ) | | | (2,074,871 | ) | | | (53,135 | ) |
Cheng Shin Rubber | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (931,000 | ) | | | (1,323,208 | ) | | | (32,471 | ) |
| | | | | | | | | | | | | | | | | (3,398,079 | ) | | | (85,606 | ) |
Total Short | | | | | | | | | | | | | | | | | (22,311,022 | ) | | | 155,103 | |
Net unrealized gain/(loss) on Contracts For Difference | | | | | | | | | | | | | | | $ | 155,103 | |
The accompanying notes are an integral part of the financial statements.
38 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS GLOBAL LONG/SHORT FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Common Stock | | | | | | | | | | | | | | | | |
Australia | | $ | 4,240,136 | | | $ | — | | | $ | 4,240,136 | | | $ | — | |
Bermuda | | | 19,297,663 | | | | 19,297,663 | | | | — | | | | — | |
Canada | | | 19,988,501 | | | | 19,988,501 | | | | — | | | | — | |
Denmark | | | 8,791,671 | | | | — | | | | 8,791,671 | | | | — | |
France | | | 52,383,691 | | | | — | | | | 52,383,691 | | | | — | |
Hong Kong | | | 11,997,639 | | | | 3,602,627 | | | | 8,395,012 | | | | — | |
Ireland | | | 24,296,954 | | | | — | | | | 24,296,954 | | | | — | |
Japan | | | 84,249,514 | | | | — | | | | 84,249,514 | | | | — | |
Luxembourg | | | 3,248,135 | | | | 3,248,135 | | | | — | | | | — | |
Mexico | | | 5,279,700 | | | | 5,279,700 | | | | — | | | | — | |
Netherlands | | | 13,109,837 | | | | — | | | | 13,109,837 | | | | — | |
South Korea | | | 5,983,393 | | | | 2,692,878 | | | | 3,290,515 | | | | — | |
Switzerland | | | 6,642,933 | | | | — | | | | 6,642,933 | | | | — | |
United Kingdom | | | 83,021,462 | | | | 15,067,446 | | | | 67,954,016 | | | | — | |
United States | | | 478,139,858 | | | | 478,139,858 | | | | — | | | | — | |
Preferred Stock | | | | | | | | | | | | | | | | |
Brazil | | | 4,547,662 | | | | 4,547,662 | | | | — | | | | — | |
Germany | | | 4,481,494 | | | | — | | | | 4,481,494 | | | | — | |
Short-Term Investments | | | 26,770,041 | | | | 26,770,041 | | | | — | | | | — | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | | 325,775 | | | | — | | | | 325,775 | | | | — | |
Total Assets | | $ | 856,796,059 | | | $ | 578,634,511 | | | $ | 278,161,548 | | | $ | — | |
| | | | | | | | | | | | |
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Securities Sold Short | | | | | | | | | | | | | | | | |
Argentina | | $ | (3,820,344 | ) | | $ | (3,820,344 | ) | | $ | — | | | $ | — | |
Australia | | | (4,920,914 | ) | | | — | | | | (4,920,914 | ) | | | — | |
Bermuda | | | (4,429,876 | ) | | | — | | | | (4,429,876 | ) | | | — | |
Canada | | | (11,762,402 | ) | | | (11,762,402 | ) | | | — | | | | — | |
Chile | | | (1,681,352 | ) | | | (1,681,352 | ) | | | — | | | | — | |
China | | | (13,958,813 | ) | | | (4,013,128 | ) | | | (9,945,685 | ) | | | — | |
Denmark | | | (2,238,776 | ) | | | — | | | | (2,238,776 | ) | | | — | |
France | | | (9,990,072 | ) | | | — | | | | (9,990,072 | ) | | | — | |
Hong Kong | | | (2,118,458 | ) | | | — | | | | (2,118,458 | ) | | | — | |
Italy | | | (2,656,442 | ) | | | — | | | | (2,656,442 | ) | | | — | |
Japan | | | (43,532,287 | ) | | | — | | | | (43,532,287 | ) | | | — | |
Netherlands | | | (1,838,182 | ) | | | (1,838,182 | ) | | | — | | | | — | |
New Zealand | | | (2,857,845 | ) | | | — | | | | (2,857,845 | ) | | | — | |
Norway | | | (3,623,094 | ) | | | — | | | | (3,623,094 | ) | | | — | |
Singapore | | | (6,684,136 | ) | | | — | | | | (6,684,136 | ) | | | — | |
Sweden | | | (2,567,856 | ) | | | — | | | | (2,567,856 | ) | | | — | |
Switzerland | | | (13,681,587 | ) | | | — | | | | (13,681,587 | ) | | | — | |
United Kingdom | | | (37,352,830 | ) | | | (3,257,799 | ) | | | (34,095,031 | ) | | | — | |
United States | | | (242,558,446 | ) | | | (242,558,446 | ) | | | — | | | | — | |
Options Written | | | | | | | | | | | | | | | | |
Equity Contracts | | | (5,631,850 | ) | | | (4,461,150 | ) | | | (1,170,700 | ) | | | — | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | | (170,672 | ) | | | — | | | | (170,672 | ) | | | — | |
Total Liabilities | | $ | (418,076,234 | ) | | $ | (273,392,803 | ) | | $ | (144,683,431 | ) | | $ | — | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 39
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
LONG POSITIONS—95.3% | | | | | | | | |
COMMON STOCKS—63.4% | | | | | | | | |
Argentina—0.5% | | | | | | | | |
Banco Macro SA - ADR | | | 2,226 | | | $ | 112,413 | |
YPF SA - SP ADR† | | | 12,150 | | | | 171,801 | |
| | | | | | | 284,214 | |
Belgium—0.7% | | | | | | | | |
Anheuser-Busch InBev SA - SP ADR | | | 5,349 | | | | 418,078 | |
Brazil—4.4% | | | | | | | | |
Ambev SA | | | 57,200 | | | | 262,080 | |
JBS SA | | | 49,400 | | | | 177,943 | |
Movida Participacoes SA | | | 120,300 | | | | 368,316 | |
Petroleo Brasileiro SA - SP ADR | | | 17,944 | | | | 282,080 | |
Qualicorp SA | | | 119,600 | | | | 490,035 | |
Tegma Gestao Logistica SA | | | 40,400 | | | | 297,287 | |
TIM Participacoes SA | | | 125,400 | | | | 397,952 | |
Transmissora Alianca de Energia Eletrica SA | | | 18,500 | | | | 123,181 | |
Tupy SA | | | 74,600 | | | | 366,828 | |
| | | | | | | 2,765,702 | |
China—9.0% | | | | | | | | |
Alibaba Group Holding Ltd. - SP ADR* | | | 18,960 | | | | 3,470,249 | |
China Construction Bank Corp., Class H | | | 292,000 | | | | 259,959 | |
China Meidong Auto Holdings Ltd. | | | 998,000 | | | | 451,339 | |
Ping An Insurance Group Co. of China Ltd., Class H | | | 27,000 | | | | 285,426 | |
TAL Education Group - ADR* | | | 3,040 | | | | 108,224 | |
Tencent Holdings Ltd. | | | 4,600 | | | | 196,987 | |
Tencent Holdings Ltd. - ADR | | | 19,505 | | | | 835,009 | |
Tencent Music Entertainment Group - ADR* | | | 1 | | | | 18 | |
| | | | | | | 5,607,211 | |
Hong Kong—5.0% | | | | | | | | |
China Mobile Ltd. - SP ADR | | | 7,780 | | | | 409,928 | |
China Unicom Hong Kong Ltd. - ADR | | | 16,356 | | | | 193,001 | |
Galaxy Entertainment Group Ltd. | | | 19,000 | | | | 134,742 | |
K Wah International Holdings Ltd. | | | 1,285,000 | | | | 692,234 | |
Melco Resorts & Entertainment Ltd. - ADR | | | 23,327 | | | | 537,454 | |
SJM Holdings Ltd. | | | 725,000 | | | | 816,595 | |
Xinyi Glass Holdings Ltd. | | | 318,000 | | | | 364,467 | |
| | | | | | | 3,148,421 | |
Hungary—1.4% | | | | | | | | |
OTP Bank PLC | | | 14,878 | | | | 629,243 | |
Waberer’s International Nyrt* | | | 38,625 | | | | 253,238 | |
| | | | | | | 882,481 | |
India—4.6% | | | | | | | | |
Aurobindo Pharma Ltd. | | | 37,335 | | | | 373,764 | |
Bajaj Auto Ltd. | | | 15,442 | | | | 630,107 | |
Gujarat State Petronet Ltd. | | | 277,275 | | | | 613,292 | |
Infosys Ltd. | | | 77,375 | | | | 801,183 | |
Tech Mahindra Ltd. | | | 39,900 | | | | 465,707 | |
| | | | | | | 2,884,053 | |
Indonesia—0.5% | | | | | | | | |
Bank Rakyat Indonesia Persero Tbk PT | | | 1,131,700 | | | | 309,376 | |
Israel—0.4% | | | | | | | | |
Mellanox Technologies Ltd.* | | | 2,199 | | | | 236,261 | |
| | NUMBER OF SHARES | | | VALUE | |
Macao—1.5% | | | | | | | | |
Wynn Macau Ltd. | | | 371,600 | | | $ | 918,040 | |
Mexico—3.4% | | | | | | | | |
Concentradora Fibra Danhos SA de CV | | | 246,800 | | | | 351,741 | |
Credito Real SAB de CV SOFOM ER | | | 407,300 | | | | 410,439 | |
Fibra Uno Administracion SA de CV | | | 268,800 | | | | 373,477 | |
Macquarie Mexico Real Estate Management SA de CV | | | 447,200 | | | | 520,922 | |
Qualitas Controladora SAB de CV | | | 99,600 | | | | 252,856 | |
Vista Oil & Gas SAB de CV* | | | 28,288 | | | | 203,929 | |
| | | | | | | 2,113,364 | |
Netherlands—1.1% | | | | | | | | |
Heineken Holding NV | | | 3,451 | | | | 333,473 | |
Heineken NV | | | 3,232 | | | | 325,332 | |
| | | | | | | 658,805 | |
Philippines—0.3% | | | | | | | | |
Robinsons Land Corp. | | | 455,300 | | | | 206,095 | |
Poland—0.2% | | | | | | | | |
Bank Polska Kasa Opieki SA | | | 4,213 | | | | 125,998 | |
Portugal—0.5% | | | | | | | | |
Jeronimo Martins SGPS SA | | | 21,777 | | | | 327,774 | |
Russia—1.7% | | | | | | | | |
Gazprom Neft PJSC | | | 55,290 | | | | 274,964 | |
Sberbank of Russia PJSC - SP ADR | | | 31,658 | | | | 403,640 | |
Yandex NV, Class A* | | | 11,111 | | | | 382,218 | |
| | | | | | | 1,060,822 | |
Singapore—1.5% | | | | | | | | |
DBS Group Holdings Ltd. | | | 25,700 | | | | 471,178 | |
United Overseas Bank Ltd. | | | 24,700 | | | | 455,243 | |
| | | | | | | 926,421 | |
South Africa—9.0% | | | | | | | | |
Adcock Ingram Holdings Ltd. | | | 129,947 | | | | 597,323 | |
Astral Foods Ltd. | | | 40,999 | | | | 474,170 | |
AVI Ltd. | | | 32,024 | | | | 203,454 | |
Barloworld Ltd. | | | 55,112 | | | | 492,450 | |
Clover Industries Ltd. | | | 274,263 | | | | 434,929 | |
Distell Group Holdings Ltd. | | | 44,295 | | | | 375,364 | |
Liberty Holdings Ltd. | | | 62,523 | | | | 456,931 | |
Motus Holdings Ltd.* | | | 42,803 | | | | 276,762 | |
MultiChoice Group Ltd.* | | | 7,314 | | | | 54,516 | |
Naspers Ltd., Class N | | | 7,314 | | | | 1,577,405 | |
RMB Holdings Ltd. | | | 39,124 | | | | 222,007 | |
Telkom SA SOC Ltd. | | | 98,670 | | | | 488,797 | |
| | | | | | | 5,654,108 | |
South Korea—5.7% | | | | | | | | |
DGB Financial Group, Inc. | | | 43,225 | | | | 325,606 | |
Hyundai Hy Communications & Network Co. Ltd. | | | 23,725 | | | | 88,269 | |
Hyundai Mobis Co. Ltd. | | | 3,409 | | | | 667,458 | |
Industrial Bank of Korea | | | 22,392 | | | | 277,528 | |
Innocean Worldwide, Inc.* | | | 2,489 | | | | 154,691 | |
KB Financial Group, Inc. | | | 17,020 | | | | 670,806 | |
Kia Motors Corp. | | | 6,715 | | | | 218,099 | |
KT Corp. - SP ADR*† | | | 75,442 | | | | 1,008,660 | |
LG Uplus Corp. | | | 14,073 | | | | 187,422 | |
| | | | | | | 3,598,539 | |
Switzerland—0.4% | | | | | | | | |
Glencore PLC | | | 56,273 | | | | 226,722 | |
The accompanying notes are an integral part of the financial statements.
40 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF SHARES | | | VALUE | |
Taiwan—0.9% | | | | | | | | |
CTBC Financial Holding Co. Ltd. | | | 455,000 | | | $ | 307,494 | |
Fubon Financial Holding Co. Ltd. | | | 193,000 | | | | 284,871 | |
| | | | | | | 592,365 | |
Thailand—1.1% | | | | | | | | |
Hana Microelectronics PCL | | | 198,500 | | | | 225,239 | |
Quality Houses PCL | | | 1,998,200 | | | | 194,010 | |
Tisco Financial Group PCL | | | 108,300 | | | | 300,672 | |
| | | | | | | 719,921 | |
Turkey—1.5% | | | | | | | | |
Mavi Giyim Sanayi Ve Ticaret AS, Class B | | | 81,312 | | | | 631,556 | |
Ulker Biskuvi Sanayi AS | | | 89,307 | | | | 324,221 | |
| | | | | | | 955,777 | |
United Arab Emirates—1.5% | | | | | | | | |
Aramex PJSC | | | 537,143 | | | | 641,998 | |
Emaar Malls PJSC | | | 602,005 | | | | 287,687 | |
| | | | | | | 929,685 | |
United Kingdom—0.4% | | | | | | | | |
Atrium European Real Estate Ltd.* | | | 59,643 | | | | 229,981 | |
United States—6.2% | | | | | | | | |
Air Lease Corp. | | | 27,594 | | | | 1,030,912 | |
Broadcom, Inc. | | | 381 | | | | 104,912 | |
FMC Corp. | | | 3,688 | | | | 330,076 | |
Freeport-McMoRan, Inc. | | | 4,217 | | | | 54,399 | |
Las Vegas Sands Corp. | | | 17,964 | | | | 1,103,529 | |
Philip Morris International, Inc. | | | 14,666 | | | | 1,275,062 | |
| | | | | | | 3,898,890 | |
TOTAL COMMON STOCKS (Cost $37,144,760) | | | | | | | 39,679,104 | |
PREFERRED STOCKS—3.7% | | | | | | | | |
Brazil—0.3% | | | | | | | | |
Cia de Transmissao de Energia Eletrica Paulista, 16.111% | | | 7,500 | | | | 153,548 | |
Russia—0.6% | | | | | | | | |
Sberbank of Russia PJSC, 6.742% | | | 142,960 | | | | 389,904 | |
South Korea—2.8% | | | | | | | | |
Samsung Electronics Co., Ltd., 3.936% | | | 54,614 | | | | 1,746,102 | |
TOTAL PREFERRED STOCKS (Cost $2,018,662) | | | | | | | 2,289,554 | |
| | NUMBER OF SHARES | | | VALUE | |
RIGHTS—0.0% | | | | | | | | |
Taiwan—0.0% | | | | | | | | |
CTBC Financial Holding Co. Ltd.*‡ | | | 3,059 | | | $ | 0 | |
TOTAL RIGHTS (Cost $0) | | | | | | | 0 | |
WARRANTS—0.0% | | | | | | | | |
Mexico—0.0% | | | | | | | | |
Vista Oil & Gas SAB de CV*‡ | | | 13,133 | | | | 1,362 | |
TOTAL WARRANTS (Cost $0) | | | | | | | 1,362 | |
SHORT-TERM INVESTMENTS—28.2% | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – Treasury Portfolio, Institutional Class, 2.28%(a) | | | 17,652,981 | | | | 17,652,981 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $17,652,981) | | | | | | | 17,652,981 | |
TOTAL INVESTMENTS—95.3% (Cost $56,816,403) | | | | | | | 59,623,001 | |
OTHER ASSETS IN EXCESS OF LIABILITIES—4.7% | | | | | | | 2,947,097 | |
NET ASSETS—100.0% | | | | | | $ | 62,570,098 | |
ADR | — | American Depositary Receipt |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
* | — | Non-income producing. |
† | — | Security position is either entirely or partially held in a segregated account as collateral for securities sold short. |
‡ | — | Security has been valued at fair market value using significant unobservable inputs as determined in good faith by or under the direction of The RBB fund, Inc.’s Board of Directors. As of February 28, 2019, these securities amounted to $1,362 or 0.0% of net assets. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 41
BOSTON PARTNERS INVESTMENT FUNDS | February28, 2019 |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
Contracts For Difference held by the Fund at February 28, 2019, are as follows:
| | | | | | | | | | | NUMBER OF | | | | | | |
| | | | | | | | | | | CONTRACTS | | | | | UNREALIZED |
REFERENCE | | | | EXPIRATION | | FINANCING | | PAYMENT | | LONG/ | | NOTIONAL | | APPRECIATION |
COMPANY | | COUNTERPARTY | | DATE | | RATE | | FREQUENCY | | (SHORT) | | AMOUNT | | (DEPRECIATION) |
Long | | | | | | | | | | | | | | | | | | | | | | |
Brazil | | | | | | | | | | | | | | | | | | | | | | |
Mahle Metal Leve SA | | Goldman Sachs | | 9/15/2020 | | | 2.48 | % | | Monthly | | | 47,600 | | | $ | 331,387 | | | $ | (14,387 | ) |
China | | | | | | | | | | | | | | | | | | | | | | |
Agricultural Bank of China | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 676,000 | | | | 323,840 | | | | 5,924 | |
Baidu Inc.-SP ADR | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 3,576 | | | | 581,243 | | | | (35,827 | ) |
China Telecom Corp. Ltd., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.98 | | | Monthly | | | 172,000 | | | | 93,095 | | | | (1,168 | ) |
Henan Shuang Inv. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 72,656 | | | | 262,489 | | | | (5,120 | ) |
Jiangsu Yanghe Brewery Joint-Stock Co., Ltd., Class A | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 39,300 | | | | 652,099 | | | | 25,102 | |
Kweichow Moutai Co. Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 8,700 | | | | 981,850 | | | | 38,824 | |
Shanghai Haohai Biological Technology Co., Ltd., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.98 | | | Monthly | | | 57,400 | | | | 351,173 | | | | 38,435 | |
SINOPEC Engineering | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 423,500 | | | | 384,978 | | | | (19,836 | ) |
Tencent Holdings Ltd. | | Goldman Sachs | | 12/31/2021 | | | 0.98 | | | Monthly | | | 37,300 | | | | 1,597,307 | | | | (3,809 | ) |
Tencent Music-SP ADR | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | 9 | | | | 120 | | | | 0 | |
Weichai Power Co. | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 186,000 | | | | 258,957 | | | | (2,747 | ) |
Wuliangye Yibin Co., Ltd., Class A | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 128,100 | | | | 1,368,232 | | | | 47,699 | |
| | | | | | | | | | | | | | | | | 6,855,383 | | | | 87,477 | |
Egypt | | | | | | | | | | | | | | | | | | | | | | |
Commercial International Bank Egypt SAE | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 90,782 | | | | 363,666 | | | | (20,519 | ) |
Hong Kong | | | | | | | | | | | | | | | | | | | | | | |
Champion REIT | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 523,000 | | | | 418,291 | | | | 17,023 | |
CK Hutchison Holdings Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 50,000 | | | | 532,003 | | | | 13,281 | |
Fortune REIT NPV | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 199,000 | | | | 245,374 | | | | 6,440 | |
Hang Lung Properties | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 146,000 | | | | 344,711 | | | | (268 | ) |
Link REITI NPV | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 11,000 | | | | 124,423 | | | | (67 | ) |
Swire Properties, Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 149,000 | | | | 598,112 | | | | 5,631 | |
WH Group Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 621,500 | | | | 551,118 | | | | (36,616 | ) |
Wharf Real Estate | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 74,000 | | | | 519,570 | | | | 5,099 | |
| | | | | | | | | | | | | | | | | 3,333,602 | | | | 10,523 | |
Israel | | | | | | | | | | | | | | | | | | | | | | |
Gazit Globe Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.25 | | | Monthly | | | 51,553 | | | | 402,518 | | | | (14,724 | ) |
Tamar Petroleum Ltd. NPV | | Goldman Sachs | | 9/15/2020 | | | 0.25 | | | Monthly | | | 34,603 | | | | 148,667 | | | | 506 | |
| | | | | | | | | | | | | | | | | 551,185 | | | | (14,218 | ) |
Japan | | | | | | | | | | | | | | | | | | | | | | |
Suzuki Motor Co. | | Goldman Sachs | | 9/15/2020 | | | -0.10 | | | Monthly | | | 12,200 | | | | 626,464 | | | | (6,670 | ) |
Mexico | | | | | | | | | | | | | | | | | | | | | | |
Grupo GicSA SA de CV | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 1,264,700 | | | | 422,411 | | | | 11,930 | |
South Korea | | | | | | | | | | | | | | | | | | | | | | |
Bnk Financial Group | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 65,109 | | | | 410,097 | | | | 3,318 | |
FILA Korea Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 5,823 | | | | 287,504 | | | | 30,742 | |
Hana Financial Group, Inc. | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 24,822 | | | | 856,819 | | | | 11,627 | |
KT Corp. | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 2,504 | | | | 63,254 | | | | 2,263 | |
Samsung Electronics Co., Ltd. | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 34,367 | | | | 1,375,430 | | | | (16,233 | ) |
SK Hynix Inc. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 6,889 | | | | 428,009 | | | | (20,265 | ) |
| | | | | | | | | | | | | | | | | 3,421,113 | | | | 11,452 | |
Taiwan | | | | | | | | | | | | | | | | | | | | | | |
Foxconn Technology Co. Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 213,000 | | | | 436,205 | | | | 15,376 | |
Taiwan Semiconductor Manufacturing Co., Ltd. | | Goldman Sachs | | 12/31/2021 | | | 2.48 | | | Monthly | | | 154,251 | | | | 1,183,679 | | | | 37,705 | |
Tripod Technology, Corp. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 113,000 | | | | 346,150 | | | | 37,106 | |
| | | | | | | | | | | | | | | | | 1,966,034 | | | | 90,187 | |
The accompanying notes are an integral part of the financial statements.
42 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
| | | | | | | | | | | NUMBER OF | | | | | | |
| | | | | | | | | | | CONTRACTS | | | | | UNREALIZED |
REFERENCE | | | | EXPIRATION | | FINANCING | | PAYMENT | | LONG/ | | NOTIONAL | | APPRECIATION |
COMPANY | | COUNTERPARTY | | DATE | | RATE | | FREQUENCY | | (SHORT) | | AMOUNT | | (DEPRECIATION) |
Turkey | | | | | | | | | | | | | | | | | | | | | | |
Yatas | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 162,724 | | | $ | 178,125 | | | $ | 8,387 | |
United Kingdom | | | | | | | | | | | | | | | | | | | | | | |
Georgia Capital | | Goldman Sachs | | 9/15/2020 | | | 0.73 | | | Monthly | | | 26,828 | | | | 392,128 | | | | (10,954 | ) |
TBC Bank Group PLC | | Goldman Sachs | | 9/15/2020 | | | 0.73 | | | Monthly | | | 22,927 | | | | 457,354 | | | | 68,402 | |
| | | | | | | | | | | | | | | | | 849,482 | | | | 57,448 | |
Total Long | | | | | | | | | | | | | | | | | 18,898,852 | | | | 221,610 | |
Short | | | | | | | | | | | | | | | | | | | | | | |
Brazil | | | | | | | | | | | | | | | | | | | | | | |
Raia Drogasil SA | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (21,200 | ) | | $ | (371,098 | ) | | $ | (34,075 | ) |
Canada | | | | | | | | | | | | | | | | | | | | | | |
Franco Nevada Corp. Com. | | Goldman Sachs | | 9/15/2020 | | | 1.73 | | | Monthly | | | (5,814 | ) | | | (438,010 | ) | | | 9,337 | |
Chile | | | | | | | | | | | | | | | | | | | | | | |
Sociedad Quimica Mineral | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (7,024 | ) | | | (289,529 | ) | | | (899 | ) |
China | | | | | | | | | | | | | | | | | | | | | | |
AAC Technologies Holdings | | Goldman Sachs | | 9/15/2020 | | | 0.43 | | | Monthly | | | (68,500 | ) | | | (404,829 | ) | | | 28,875 | |
China International Capital Corp. Ltd. Class H | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (173,200 | ) | | | (402,192 | ) | | | (28,919 | ) |
China Life Insurance Co., Ltd., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (143,000 | ) | | | (394,949 | ) | | | (34,940 | ) |
China Modern Dairy | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (754,000 | ) | | | (108,437 | ) | | | (3,795 | ) |
China Pacific Insurance Group, Ltd., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (115,200 | ) | | | (433,440 | ) | | | (11,470 | ) |
Cosco Shipping Holdings Co., Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (1,066,500 | ) | | | (464,236 | ) | | | (28,462 | ) |
Dongfang Electric Corp. Ltd., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (557,800 | ) | | | (432,030 | ) | | | (9,330 | ) |
Huadian Power International Corp. Ltd., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (848,000 | ) | | | (371,615 | ) | | | 8,687 | |
Huaneng Power International Inc., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (494,000 | ) | | | (304,285 | ) | | | 10,409 | |
IMAX China Holding Inc. | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (153,700 | ) | | | (401,395 | ) | | | (11,406 | ) |
Meituan Dianping | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (51,137 | ) | | | (396,540 | ) | | | (32,518 | ) |
New China Life Insurance Co., Ltd., Class H | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (81,300 | ) | | | (393,410 | ) | | | (31,912 | ) |
Parkson Retail Group Ltd. | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (850,000 | ) | | | (77,922 | ) | | | 36 | |
Pinduoduo Inc.-SP ADR | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (10,370 | ) | | | (310,478 | ) | | | (9,243 | ) |
Semiconductor Manufacturing Co., Ltd. | | Goldman Sachs | | 12/31/2020 | | | 0.39 | | | Monthly | | | (418,000 | ) | | | (423,152 | ) | | | (5,278 | ) |
Shanhai Electric, Class H | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (1,084,000 | ) | | | (402,015 | ) | | | (11,214 | ) |
Zhaojin Mining | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (389,500 | ) | | | (415,223 | ) | | | 10,710 | |
| | | | | | | | | | | | | | | | | (6,136,148 | ) | | | (159,770 | ) |
France | | | | | | | | | | | | | | | | | | | | | | |
Edenred | | Goldman Sachs | | 9/15/2020 | | | -0.37 | | | Monthly | | | (4,843 | ) | | | (214,791 | ) | | | (8,822 | ) |
Hong Kong | | | | | | | | | | | | | | | | | | | | | | |
China Power International | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (1,525,000 | ) | | | (384,361 | ) | | | 9,996 | |
China Resources Beer Holdings Co., Ltd. | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (96,000 | ) | | | (357,792 | ) | | | 21,370 | |
China Taiping Insurance Holdings Co., Ltd. | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (44,400 | ) | | | (137,475 | ) | | | (4,540 | ) |
Fullshare Holdings | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (932,500 | ) | | | (186,523 | ) | | | (7,624 | ) |
HK Electric Investments & HK Electric Investments Ltd. | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (424,500 | ) | | | (442,359 | ) | | | (4,820 | ) |
Hong Kong & China Gas Co., Ltd. | | Goldman Sachs | | 12/31/2021 | | | 0.39 | | | Monthly | | | (115,320 | ) | | | (266,937 | ) | | | (8,643 | ) |
Lee & Man Paper | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (97,000 | ) | | | (89,287 | ) | | | (1,295 | ) |
Nine Dragons Paper | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (85,000 | ) | | | (88,088 | ) | | | 4,613 | |
Sinofert Holdings Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.39 | | | Monthly | | | (2,600,000 | ) | | | (337,810 | ) | | | (3,559 | ) |
Xiaomi Corp., Class B | | Citibank | | 9/15/2020 | | | 0.00 | | | Monthly | | | (309,200 | ) | | | (470,486 | ) | | | (23,026 | ) |
| | | | | | | | | | | | | | | | | (2,761,118 | ) | | | (17,528 | ) |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 43
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
| | | | | | | | | | | NUMBER OF | | | | | | |
| | | | | | | | | | | CONTRACTS | | | | | UNREALIZED |
REFERENCE | | | | EXPIRATION | | FINANCING | | PAYMENT | | LONG/ | | NOTIONAL | | APPRECIATION |
COMPANY | | COUNTERPARTY | | DATE | | RATE | | FREQUENCY | | (SHORT) | | AMOUNT | | (DEPRECIATION) |
India | | | | | | | | | | | | | | | | | | | | | | |
Axis Bank | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (6,368 | ) | | $ | (316,345 | ) | | $ | (6,850 | ) |
Dr. Reddys Labs Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (4,286 | ) | | | (161,496 | ) | | | (5,411 | ) |
ICICI Bank Ltd.-SP ADR | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (27,818 | ) | | | (274,285 | ) | | | (6,819 | ) |
State Bank of India | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (6,895 | ) | | | (261,261 | ) | | | (5,351 | ) |
| | | | | | | | | | | | | | | | | (1,013,387 | ) | | | (24,431 | ) |
Indonesia | | | | | | | | | | | | | | | | | | | | | | |
Jasa Marga | | Macquarie | | 9/18/2019 | | | 2.38 | | | Monthly | | | (325,700 | ) | | | (120,740 | ) | | | (2,991 | ) |
PT Bank Mandiri (Persero) TBK | | Macquarie | | 9/15/2020 | | | 2.38 | | | Monthly | | | (273,800 | ) | | | (138,536 | ) | | | 1,206 | |
Unilever Indonesia TBK PT | | Macquarie | | 9/18/2019 | | | 2.38 | | | Monthly | | | (124,500 | ) | | | (430,071 | ) | | | 5,020 | |
| | | | | | | | | | | | | | | | | (689,347 | ) | | | 3,235 | |
Isreal | | | | | | | | | | | | | | | | | | | | | | |
Nova Measuring Intstruments Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (12,713 | ) | | | (314,011 | ) | | | (1,633 | ) |
Malaysia | | | | | | | | | | | | | | | | | | | | | | |
Telekom Malaysia Berhad | | Morgan Stanley | | 9/15/2020 | | | 2.40 | | | Monthly | | | (497,500 | ) | | | (373,285 | ) | | | (20,981 | ) |
Mexico | | | | | | | | | | | | | | | | | | | | | | |
El Puerto de Liver | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (58,200 | ) | | | (365,172 | ) | | | (565 | ) |
Grupo Televisa SAB-SP ADR | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (6,514 | ) | | | (76,084 | ) | | | 6,358 | |
Telesites SAB CV | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (572,700 | ) | | | (361,476 | ) | | | (16,711 | ) |
| | | | | | | | | | | | | | | | | (802,732 | ) | | | (10,918 | ) |
Norway | | | | | | | | | | | | | | | | | | | | | | |
Yara International | | Goldman Sachs | | 9/15/2020 | | | 0.75 | | | Monthly | | | (9,896 | ) | | | (416,154 | ) | | | (15,871 | ) |
Philippines | | | | | | | | | | | | | | | | | | | | | | |
BDO Unibank Inc. | | Macquarie | | 9/18/2019 | | | 2.38 | | | Monthly | | | (118,970 | ) | | | (293,321 | ) | | | 854 | |
Poland | | | | | | | | | | | | | | | | | | | | | | |
CD Projekt S.A. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (7,843 | ) | | | (394,002 | ) | | | (29,634 | ) |
KGHM Polska Miedz | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (12,493 | ) | | | (333,979 | ) | | | (19,274 | ) |
mBank SA | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (1,697 | ) | | | (191,487 | ) | | | 1,605 | |
Orange Polska SA | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (91,504 | ) | | | (131,081 | ) | | | (637 | ) |
PKN Orlen SA | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (4,763 | ) | | | (128,152 | ) | | | (2,470 | ) |
| | | | | | | | | | | | | | | | | (1,178,701 | ) | | | (50,410 | ) |
Singapore | | | | | | | | | | | | | | | | | | | | | | |
Golden Agri-Resources | | Goldman Sachs | | 9/15/2020 | | | 1.76 | | | Monthly | | | (1,726,900 | ) | | | (349,831 | ) | | | (24,276 | ) |
Sats Ltd. NPV | | Goldman Sachs | | 9/15/2020 | | | 1.76 | | | Monthly | | | (101,000 | ) | | | (382,472 | ) | | | (1,644 | ) |
SembCorp. Marine Ltd. | | Morgan Stanley | | 12/31/2021 | | | 1.76 | | | Monthly | | | (344,000 | ) | | | (434,222 | ) | | | (32,933 | ) |
Singapore Press Holdings Ltd. | | Goldman Sachs | | 9/15/2020 | | | 1.76 | | | Monthly | | | (54,900 | ) | | | (99,707 | ) | | | 543 | |
| | | | | | | | | | | | | | | | | (1,266,232 | ) | | | (58,310 | ) |
South Africa | | | | | | | | | | | | | | | | | | | | | | |
Aspen Pharmacare Holdings Ltd. | | Goldman Sachs | | 9/15/2020 | | | 6.60 | | | Monthly | | | (34,404 | ) | | | (339,778 | ) | | | 14,113 | |
MMI Holdings Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.00 | | | Monthly | | | (166,902 | ) | | | (184,047 | ) | | | 4,152 | |
Tiger Brands Ltd. | | Goldman Sachs | | 9/15/2020 | | | 6.60 | | | Monthly | | | (15,318 | ) | | | (288,888 | ) | | | 1,204 | |
| | | | | | | | | | | | | | | | | (812,713 | ) | | | 19,469 | |
South Korea | | | | | | | | | | | | | | | | | | | | | | |
Amorepacific Group | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (3,708 | ) | | | (241,442 | ) | | | (24,747 | ) |
Celltrion Health | | Macquarie | | 9/18/2019 | | | 2.38 | | | Monthly | | | (4,036 | ) | | | (249,950 | ) | | | 13,033 | |
Celltrion Inc. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (1,803 | ) | | | (327,079 | ) | | | 16,367 | |
CJ CGV Co., Ltd. | | Morgan Stanley | | 9/15/2020 | | | 2.40 | | | Monthly | | | (3,321 | ) | | | (129,641 | ) | | | 4,738 | |
EO Technics Co. Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (6,717 | ) | | | (351,573 | ) | | | (24,380 | ) |
Kakao Corp. | | Goldman Sachs | | 12/31/2021 | | | 2.40 | | | Monthly | | | (1,769 | ) | | | (162,530 | ) | | | (5,893 | ) |
Paradise Co. Ltd. | | Morgan Stanley | | 12/31/2021 | | | 2.40 | | | Monthly | | | (27,040 | ) | | | (441,847 | ) | | | (8,575 | ) |
Sillajen Inc. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (4,634 | ) | | | (305,781 | ) | | | (4,312 | ) |
SK Networks Co. Ltd. | | Morgan Stanley | | 9/15/2020 | | | 2.40 | | | Monthly | | | (65,511 | ) | | | (343,265 | ) | | | 5,800 | |
| | | | | | | | | | | | | | | | | (2,553,108 | ) | | | (27,969 | ) |
The accompanying notes are an integral part of the financial statements.
44 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | Portfolio Of Investments (continued) (unaudited) |
| | | | | | | | | | | NUMBER OF | | | | | | |
| | | | | | | | | | | CONTRACTS | | | | | UNREALIZED |
REFERENCE | | | | EXPIRATION | | FINANCING | | PAYMENT | | LONG/ | | NOTIONAL | | APPRECIATION |
COMPANY | | COUNTERPARTY | | DATE | | RATE | | FREQUENCY | | (SHORT) | | AMOUNT | | (DEPRECIATION) |
Taiwan | | | | | | | | | | | | | | | | | | | | | | |
Advantech Co., Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (19,000 | ) | | $ | (144,759 | ) | | $ | (4,318 | ) |
Cheng Shin Rubber | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (222,000 | ) | | | (315,523 | ) | | | (7,760 | ) |
China Airlines | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (1,110,000 | ) | | | (364,258 | ) | | | (4,467 | ) |
Eclat Textile Co., Ltd. | | Goldman Sachs | | 9/18/2019 | | | 2.40 | | | Monthly | | | (11,500 | ) | | | (131,143 | ) | | | 821 | |
Epistar Corp. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (427,000 | ) | | | (376,165 | ) | | | 4,422 | |
First Financial Holding Co. | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (474,000 | ) | | | (320,195 | ) | | | (4,267 | ) |
United Microelectronics Corp. - SP ADR | | Goldman Sachs | | 9/15/2020 | | | 2.40 | | | Monthly | | | (104,482 | ) | | | (193,292 | ) | | | (999 | ) |
| | | | | | | | | | | | | | | | | (1,845,335 | ) | | | (16,568 | ) |
Thailand | | | | | | | | | | | | | | | | | | | | | | |
Airports of Thailand PCL | | Morgan Stanley | | 9/15/2020 | | | 2.40 | | | Monthly | | | (202,200 | ) | | | (433,013 | ) | | | 12,643 | |
Bumrungrad Hospital | | Morgan Stanley | | 9/15/2020 | | | 2.40 | | | Monthly | | | (59,800 | ) | | | (353,818 | ) | | | 3,087 | |
| | | | | | | | | | | | | | | | | (786,831 | ) | | | 15,730 | |
Total Short | | | | | | | | | | | | | | | | | (22,555,851 | ) | | | (399,560 | ) |
Net unrealized gain/(loss) on Contracts For Difference | | | | | | | | | | $ | (177,950 | ) |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 45
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS LONG/SHORT FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Common Stock | | | | | | | | | | | | | | | | |
Argentina | | $ | 284,214 | | | $ | 284,214 | | | $ | — | | | $ | — | |
Belgium | | | 418,078 | | | | 418,078 | | | | — | | | | — | |
Brazil | | | 2,765,702 | | | | 2,765,702 | | | | — | | | | — | |
China | | | 5,607,211 | | | | 4,864,839 | | | | 742,372 | | | | — | |
Hong Kong | | | 3,148,421 | | | | 1,140,383 | | | | 2,008,038 | | | | — | |
Hungary | | | 882,481 | | | | 253,238 | | | | 629,243 | | | | — | |
India | | | 2,884,053 | | | | 373,764 | | | | 2,510,289 | | | | — | |
Indonesia | | | 309,376 | | | | — | | | | 309,376 | | | | — | |
Israel | | | 236,261 | | | | 236,261 | | | | — | | | | — | |
Macao | | | 918,040 | | | | — | | | | 918,040 | | | | — | |
Mexico | | | 2,113,364 | | | | 2,113,364 | | | | �� | | | | — | |
Netherlands | | | 658,805 | | | | — | | | | 658,805 | | | | — | |
Philippines | | | 206,095 | | | | — | | | | 206,095 | | | | — | |
Poland | | | 125,998 | | | | — | | | | 125,998 | | | | — | |
Portugal | | | 327,774 | | | | — | | | | 327,774 | | | | — | |
Russia | | | 1,060,822 | | | | 785,858 | | | | 274,964 | | | | — | |
Singapore | | | 926,421 | | | | — | | | | 926,421 | | | | — | |
South Africa | | | 5,654,108 | | | | 1,624,000 | | | | 4,030,108 | | | | — | |
South Korea | | | 3,598,539 | | | | 1,163,351 | | | | 2,435,188 | | | | — | |
Switzerland | | | 226,722 | | | | — | | | | 226,722 | | | | — | |
Taiwan | | | 592,365 | | | | — | | | | 592,365 | | | | — | |
Thailand | | | 719,921 | | | | — | | | | 719,921 | | | | — | |
Turkey | | | 955,777 | | | | 324,221 | | | | 631,556 | | | | — | |
United Arab Emirates | | | 929,685 | | | | 641,998 | | | | 287,687 | | | | — | |
United Kingdom | | | 229,981 | | | | 229,981 | | | | — | | | | — | |
United States | | | 3,898,890 | | | | 3,898,890 | | | | — | | | | — | |
Preferred Stock | | | | | | | | | | | | | | | | |
Brazil | | | 153,548 | | | | 153,548 | | | | — | | | | — | |
Russia | | | 389,904 | | | | — | | | | 389,904 | | | | — | |
South Korea | | | 1,746,102 | | | | — | | | | 1,746,102 | | | | — | |
Rights | | | — | | | | — | | | | — | | | | — | ** |
Warrant | | | 1,362 | | | | — | | | | — | | | | 1,362 | |
Short-Term Investments | | | 17,652,981 | | | | 17,652,981 | | | | — | | | | — | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | | 630,819 | | | | — | | | | 630,819 | | | | — | |
Total Assets | | $ | 60,253,820 | | | $ | 38,924,671 | | | $ | 21,327,787 | | | $ | 1,362 | |
|
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | $ | (808,769 | ) | | $ | — | | | $ | (808,769 | ) | | $ | — | |
Total Liabilities | | $ | (808,769 | ) | | $ | — | | | $ | (808,769 | ) | | $ | — | |
** Value equals zero as of the end of the reporting period.
The accompanying notes are an integral part of the financial statements.
46 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS FUND | Portfolio Of Investments (unaudited) |
| | NUMBER OF | | | | |
| | SHARES | | | VALUE | |
COMMON STOCKS—80.1% | | | | | | | | |
Argentina—0.5% | | | | | | | | |
Banco Macro SA - ADR | | | 332 | | | $ | 16,766 | |
YPF SA - SP ADR | | | 1,810 | | | | 25,594 | |
| | | | | | | 42,360 | |
Belgium—0.7% | | | | | | | | |
Anheuser-Busch InBev - SP ADR | | | 805 | | | | 62,919 | |
Brazil—4.9% | | | | | | | | |
Ambev SA | | | 8,800 | | | | 40,320 | |
JBS SA | | | 7,500 | | | | 27,016 | |
Mahle-Metal Leve SA | | | 7,000 | | | | 48,733 | |
Movida Participacoes SA | | | 18,100 | | | | 55,416 | |
Petroleo Brasileiro SA - SP ADR | | | 2,696 | | | | 42,381 | |
Qualicorp SA | | | 17,800 | | | | 72,932 | |
Tegma Gestao Logistica SA | | | 6,100 | | | | 44,887 | |
TIM Participacoes SA | | | 19,000 | | | | 60,296 | |
Transmissora Alianca de Energia Eletrica SA | | | 2,800 | | | | 18,644 | |
Tupy SA | | | 11,300 | | | | 55,565 | |
| | | | | | | 466,190 | |
China—14.6% | | | | | | | | |
Agricultural Bank of China Ltd., Class H | | | 100,000 | | | | 47,905 | |
Alibaba Group Holding Ltd. - SP ADR* | | | 2,833 | | | | 518,524 | |
Baidu, Inc. - SP ADR* | | | 536 | | | | 87,121 | |
China Construction Bank Corp., Class H | | | 43,000 | | | | 38,282 | |
China Meidong Auto Holdings Ltd. | | | 136,000 | | | | 61,505 | |
China Telecom Corp. Ltd., Class H | | | 28,000 | | | | 15,155 | |
Ping An Insurance Group Co. of China Ltd., Class H | | 4,500 | | | | 47,571 | |
Shanghai Haohai Biological Technology Co., Ltd., Class H | | | 8,700 | | | | 53,227 | |
Sinopec Engineering Group Co. Ltd., Class H | | | 63,000 | | | | 57,269 | |
TAL Education Group - ADR* | | | 457 | | | | 16,269 | |
Tencent Holdings Ltd. | | | 6,300 | | | | 269,787 | |
Tencent Holdings Ltd. - ADR | | | 2,868 | | | | 122,779 | |
Tencent Music Entertainment Group - ADR* | | | 1 | | | | 18 | |
Weichai Power Co. Ltd., Class H | | | 27,000 | | | | 37,591 | |
| | | | | | | 1,373,003 | |
Egypt—0.6% | | | | | | | | |
Commercial International Bank Egypt SAE | | | 13,431 | | | | 53,805 | |
Hong Kong—5.8% | | | | | | | | |
China Mobile Ltd. - SP ADR | | | 1,189 | | | | 62,649 | |
China Unicom Hong Kong Ltd. - ADR | | | 2,501 | | | | 29,512 | |
Galaxy Entertainment Group Ltd. | | | 2,000 | | | | 14,183 | |
K Wah International Holdings Ltd. | | | 191,000 | | | | 102,892 | |
Melco Resorts & Entertainment Ltd. - ADR | | | 3,478 | | | | 80,133 | |
SJM Holdings Ltd. | | | 108,000 | | | | 121,645 | |
WH Group Ltd. | | | 93,000 | | | | 82,468 | |
Xinyi Glass Holdings Ltd. | | | 48,000 | | | | 55,014 | |
| | | | | | | 548,496 | |
Hungary—1.4% | | | | | | | | |
OTP Bank PLC | | | 2,218 | | | | 93,807 | |
Waberer’s International Nyrt* | | | 5,750 | | | | 37,699 | |
| | | | | | | 131,506 | |
| | NUMBER OF | | | | |
| | SHARES | | | VALUE | |
India—3.9% | | | | | | | | |
Bajaj Auto Ltd. | | | 2,228 | | | $ | 90,913 | |
Gujarat State Petronet Ltd. | | | 40,321 | | | | 89,184 | |
Infosys Ltd. - SP ADR | | | 11,465 | | | | 122,905 | |
Tech Mahindra Ltd. | | | 5,814 | | | | 67,860 | |
| | | | | | | 370,862 | |
Indonesia—0.5% | | | | | | | | |
Bank Rakyat Indonesia Persero Tbk PT | | | 169,600 | | | | 46,364 | |
Israel—0.4% | | | | | | | | |
Mellanox Technologies Ltd.* | | | 337 | | | | 36,207 | |
Japan—1.0% | | | | | | | | |
Suzuki Motor Corp. | | | 1,900 | | | | 97,564 | |
Macao—1.4% | | | | | | | | |
Wynn Macau Ltd. | | | 55,200 | | | | 136,372 | |
Mexico—4.0% | | | | | | | | |
Concentradora Fibra Danhos SA de CV | | | 36,600 | | | | 52,163 | |
Credito Real SAB de CV SOFOM ER | | | 61,300 | | | | 61,772 | |
Fibra Uno Administracion SA de CV | | | 40,000 | | | | 55,577 | |
Grupo GICSA SA de CV* | | | 195,100 | | | | 65,163 | |
Macquarie Mexico Real Estate Management SA de CV | | | 66,600 | | | | 77,579 | |
Qualitas Controladora SAB de CV | | | 14,800 | | | | 37,573 | |
Vista Oil & Gas SAB de CV* | | | 3,960 | | | | 28,548 | |
| | | | | | | 378,375 | |
Netherlands—1.0% | | | | | | | | |
Heineken Holding NV | | | 522 | | | | 50,441 | |
Heineken NV | | | 482 | | | | 48,518 | |
| | | | | | | 98,959 | |
Philippines—0.3% | | | | | | | | |
Robinsons Land Corp. | | | 69,700 | | | | 31,550 | |
Poland—0.2% | | | | | | | | |
Bank Polska Kasa Opieki SA | | | 631 | | | | 18,871 | |
Portugal—0.5% | | | | | | | | |
Jeronimo Martins SGPS SA | | | 3,305 | | | | 49,745 | |
Russia—1.3% | | | | | | | | |
Sberbank of Russia PJSC - SP ADR | | | 4,719 | | | | 60,167 | |
Yandex NV, Class A* | | | 1,684 | | | | 57,930 | |
| | | | | | | 118,097 | |
Singapore—1.4% | | | | | | | | |
DBS Group Holdings Ltd. | | | 3,700 | | | | 67,835 | |
United Overseas Bank Ltd. | | | 3,600 | | | | 66,351 | |
| | | | | | | 134,186 | |
South Africa—8.8% | | | | | | | | |
Adcock Ingram Holdings Ltd. | | | 17,739 | | | | 81,540 | |
Astral Foods Ltd. | | | 6,054 | | | | 70,017 | |
AVI Ltd. | | | 4,859 | | | | 30,870 | |
Barloworld Ltd. | | | 8,295 | | | | 74,120 | |
Clover Industries Ltd. | | | 38,824 | | | | 61,567 | |
Distell Group Holdings Ltd. | | | 6,614 | | | | 56,048 | |
Liberty Holdings Ltd. | | | 9,476 | | | | 69,253 | |
Motus Holdings Ltd.* | | | 6,395 | | | | 41,350 | |
MultiChoice Group Ltd.* | | | 1,091 | | | | 8,132 | |
Naspers Ltd. | | | 1,091 | | | | 235,295 | |
RMB Holdings Ltd. | | | 5,863 | | | | 33,269 | |
Telkom SA SOC Ltd. | | | 14,648 | | | | 72,564 | |
| | | | | | | 834,025 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 47
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS FUND | Portfolio Of Investments (continued) (unaudited) |
| | NUMBER OF | | | | |
| | SHARES | | | VALUE | |
South Korea—11.2% | | | | | | | | |
BNK Financial Group, Inc. | | | 9,786 | | | $ | 61,638 | |
DGB Financial Group, Inc. | | | 6,529 | | | | 49,182 | |
Fila Korea Ltd. | | | 874 | | | | 43,153 | |
Hana Financial Group, Inc. | | | 3,731 | | | | 128,789 | |
Hyundai Hy Communications & Network Co. Ltd. | | | 3,498 | | | | 13,014 | |
Hyundai Mobis Co. Ltd. | | | 512 | | | | 100,246 | |
Industrial Bank of Korea | | | 3,334 | | | | 41,322 | |
Innocean Worldwide* | | | 376 | | | | 23,368 | |
KB Financial Group, Inc. | | | 2,557 | | | | 100,778 | |
Kia Motors Corp. | | | 1,000 | | | | 32,479 | |
KT Corp. - SP ADR* | | | 12,029 | | | | 160,828 | |
LG Uplus Corp. | | | 2,098 | | | | 27,941 | |
Samsung Electronics Co., Ltd. | | | 5,165 | | | | 206,713 | |
SK Hynix, Inc. | | | 1,044 | | | | 64,863 | |
| | | | | | | 1,054,314 | |
Switzerland—0.4% | | | | | | | | |
Glencore PLC | | | 8,466 | | | | 34,109 | |
Taiwan—2.9% | | | | | | | | |
CTBC Financial Holding Co. Ltd. | | | 66,000 | | | | 44,604 | |
Fubon Financial Holding Co. Ltd. | | | 29,000 | | | | 42,804 | |
Taiwan Semiconductor Manufacturing Co. Ltd. | | | 24,000 | | | | 184,169 | |
| | | | | | | 271,577 | |
Thailand—1.2% | | | | | | | | |
Hana Microelectronics PCL | | | 30,400 | | | | 34,495 | |
Quality Houses PCL | | | 306,000 | | | | 29,710 | |
Tisco Financial Group PCL | | | 16,500 | | | | 45,809 | |
| | | | | | | 110,014 | |
Turkey—1.8% | | | | | | | | |
Mavi Giyim Sanayi Ve Ticaret AS, Class B | | | 12,337 | | | | 95,822 | |
Ulker Biskuvi Sanayi AS | | | 13,551 | | | | 49,196 | |
Yatas Yatak ve Yorgan Sanayi ve Ticaret AS* | | | 24,237 | | | | 26,531 | |
| | | | | | | 171,549 | |
United Arab Emirates—1.5% | | | | | | | | |
Aramex PJSC | | | 79,749 | | | | 95,317 | |
Emaar Malls PJSC | | | 88,163 | | | | 42,131 | |
| | | | | | | 137,448 | |
United Kingdom—1.7% | | | | | | | | |
Atrium European Real Estate Ltd.* | | | 8,890 | | | | 34,279 | |
Georgia Capital PLC* | | | 3,968 | | | | 57,998 | |
TBC Bank Group PLC | | | 3,448 | | | | 68,782 | |
| | | | | | | 161,059 | |
United States—6.2% | | | | | | | | |
Air Lease Corp. | | | 4,112 | | | | 153,624 | |
Broadcom, Inc. | | | 57 | | | | 15,696 | |
FMC Corp. | | | 563 | | | | 50,388 | |
Freeport-McMoRan, Inc. | | | 635 | | | | 8,192 | |
Las Vegas Sands Corp. | | | 2,669 | | | | 163,957 | |
Philip Morris International, Inc. | | | 2,211 | | | | 192,224 | |
| | | | | | | 584,081 | |
TOTAL COMMON STOCKS (Cost $7,433,237) | | | | | | | 7,553,607 | |
| | NUMBER OF | | | | |
| | SHARES | | | VALUE | |
PREFERRED STOCKS—0.2% | | | | | | | | |
Brazil—0.2% | | | | | | | | |
Cia de Transmissao de Energia Eletrica Paulista—12.028% | | | 1,100 | | | $ | 22,520 | |
TOTAL PREFERRED STOCKS (Cost $19,699) | | | | | | | 22,520 | |
RIGHTS—0.0% | | | | | | | | |
Taiwan—0.0% | | | | | | | | |
CTBC Financial Holding Co. Ltd.*‡ | | | 430 | | | | 0 | |
TOTAL RIGHTS (Cost $0) | | | | | | | 0 | |
SHORT-TERM INVESTMENTS—19.4% | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – Institutional Class, Treasury Portfolio, 2.28%(a) | | | 1,829,395 | | | | 1,829,395 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $1,829,395) | | | | | | | 1,829,395 | |
TOTAL INVESTMENTS—99.7% (Cost $9,282,331) | | | | | | | 9,405,522 | |
OTHER ASSETS IN EXCESS OF LIABILITIES—0.3% | | | | | | | 30,226 | |
NET ASSETS—100.0% | | | | | | $ | 9,435,748 | |
ADR | — | American Depositary Receipt |
PLC | — | Public Limited Company |
SP ADR | — | Sponsored American Depositary Receipt |
* | — | Non-income producing. |
(a) | — | Seven-day yield as of February 28, 2019. |
‡ | — | Security has been valued at fair market value using significant unobservable inputs as determined in good faith by or under the direction of The RBB Fund, Inc.’s Board of Directors. As of February 28, 2019, these securities amounted to $0 or 0.0% of net assets. |
| | |
| | Industry classifications may be different than those used for compliance monitoring purposes. |
The accompanying notes are an integral part of the financial statements.
48 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS FUND | Portfolio Of Investments (continued) (unaudited) |
Contracts For Difference held by the Fund at February 28, 2019, are as follows:
| | | | | | | | | | | NUMBER OF | | | | | | |
| | | | | | | | | | | CONTRACTS | | | | | UNREALIZED |
REFERENCE | | | | EXPIRATION | | FINANCING | | PAYMENT | | LONG/ | | NOTIONAL | | APPRECIATION |
COMPANY | | COUNTERPARTY | | DATE | | RATE | | FREQUENCY | | (SHORT) | | AMOUNT | | (DEPRECIATION) |
Long | | | | | | | | | | | | | | | | | | | | | | |
China | | | | | | | | | | | | | | | | | | | | | | |
Henan Shuang Inv. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | % | | Monthly | | | 10,800 | | | $ | 39,018 | | | $ | (761 | ) |
Jiangsu Yanghe Brewery Joint-Stock Co., Ltd., Class A | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 5,900 | | | | 97,898 | | | | 3,775 | |
Kweichow Moutai | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 1,300 | | | | 146,713 | | | | 5,721 | |
Wuliangye Yibin Co., Ltd., Class A | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 19,100 | | | | 204,006 | | | | 7,089 | |
| | | | | | | | | | | | | | | | | 487,635 | | | | 15,824 | |
Hong Kong | | | | | | | | | | | | | | | | | | | | | | |
Champion REIT | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 79,000 | | | | 63,183 | | | | 2,570 | |
CK Hutchison Holdings Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 7,000 | | | | 74,480 | | | | 1,857 | |
Fortune Real Estate Investors NPV REIT | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 30,000 | | | | 36,991 | | | | 939 | |
Hang Lung Properties Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 22,000 | | | | 51,943 | | | | (41 | ) |
Link Real Estate I NPV | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 1,500 | | | | 16,967 | | | | (6 | ) |
Swire Properties Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 22,200 | | | | 89,115 | | | | 838 | |
Wharf Real Estate | | Goldman Sachs | | 9/15/2020 | | | 0.98 | | | Monthly | | | 10,000 | | | | 70,212 | | | | 687 | |
| | | | | | | | | | | | | | | | | 402,891 | | | | 6,844 | |
Israel | | | | | | | | | | | | | | | | | | | | | | |
Gazit-Globe Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.25 | | | Monthly | | | 7,237 | | | | 56,506 | | | | (2,067 | ) |
Tamar Petroleum Ltd. | | Goldman Sachs | | 9/15/2020 | | | 0.25 | | | Monthly | | | 5,153 | | | | 22,139 | | | | 75 | |
| | | | | | | | | | | | | | | | | 78,645 | | | | (1,992 | ) |
Russia | | | | | | | | | | | | | | | | | | | | | | |
Gazprom Neft PJSC | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 8,230 | | | | 40,929 | | | | (1,241 | ) |
Sberbank of Russia PJSC | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 21,220 | | | | 57,874 | | | | 1,486 | |
| | | | | | | | | | | | | | | | | 98,803 | | | | 245 | |
South Korea | | | | | | | | | | | | | | | | | | | | | | |
Samsung Electronics Co., Ltd. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 8,067 | | | | 257,916 | | | | (2,097 | ) |
Taiwan | | | | | | | | | | | | | | | | | | | | | | |
Foxconn Tech Co. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 32,000 | | | | 65,533 | | | | 2,308 | |
Tripod Technology Corp. | | Goldman Sachs | | 9/15/2020 | | | 2.48 | | | Monthly | | | 17,000 | | | | 52,076 | | | | 5,583 | |
| | | | | | | | | | | | | | | | | 117,609 | | | | 7,891 | |
Total Long | | | | | | | | | | | | | | | | | 1,443,499 | | | | 26,715 | |
Net unrealized gain/(loss) on Contracts For Difference | | | | | | | | | | $ | 26,715 | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 49
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
BOSTON PARTNERS EMERGING MARKETS FUND | Portfolio Of Investments (concluded) (unaudited) |
A summary of the inputs used to value the Fund’s investments carried at fair value as of February 28, 2019 is as follows (see Notes to Portfolio of Investments):
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Common Stock | | | | | | | | | | | | | | | | |
Argentina | | $ | 42,360 | | | $ | 42,360 | | | $ | — | | | $ | — | |
Belgium | | | 62,919 | | | | 62,919 | | | | — | | | | — | |
Brazil | | | 466,190 | | | | 466,190 | | | | — | | | | — | |
China | | | 1,373,003 | | | | 806,216 | | | | 566,787 | | | | — | |
Egypt | | | 53,805 | | | | — | | | | 53,805 | | | | — | |
Hong Kong | | | 548,496 | | | | 172,294 | | | | 376,202 | | | | — | |
Hungary | | | 131,506 | | | | 37,699 | | | | 93,807 | | | | — | |
India | | | 370,862 | | | | 122,905 | | | | 247,957 | | | | — | |
Indonesia | | | 46,364 | | | | — | | | | 46,364 | | | | — | |
Israel | | | 36,207 | | | | 36,207 | | | | — | | | | — | |
Macao | | | 136,372 | | | | — | | | | 136,372 | | | | — | |
Japan | | | 97,564 | | | | — | | | | 97,564 | | | | — | |
Mexico | | | 378,375 | | | | 378,375 | | | | — | | | | — | |
Netherlands | | | 98,959 | | | | — | | | | 98,959 | | | | — | |
Philippines | | | 31,550 | | | | — | | | | 31,550 | | | | — | |
Poland | | | 18,871 | | | | — | | | | 18,871 | | | | — | |
Portugal | | | 49,745 | | | | — | | | | 49,745 | | | | — | |
Russia | | | 118,097 | | | | 118,097 | | | | — | | | | — | |
Singapore | | | 134,186 | | | | — | | | | 134,186 | | | | — | |
South Africa | | | 834,025 | | | | 239,839 | | | | 594,186 | | | | — | |
South Korea | | | 1,054,314 | | | | 184,196 | | | | 870,118 | | | | — | |
Switzerland | | | 34,109 | | | | — | | | | 34,109 | | | | — | |
Taiwan | | | 271,577 | | | | — | | | | 271,577 | | | | — | |
Thailand | | | 110,014 | | | | — | | | | 110,014 | | | | — | |
Turkey | | | 171,549 | | | | 49,196 | | | | 122,353 | | | | — | |
United Arab Emirates | | | 137,448 | | | | 95,317 | | | | 42,131 | | | | — | |
United Kingdom | | | 161,059 | | | | 161,059 | | | | — | | | | — | |
United States | | | 584,081 | | | | 584,081 | | | | — | | | | — | |
Preferred Stock | | | | | | | | | | | | | | | | |
Brazil | | | 22,520 | | | | 22,520 | | | | — | | | | — | |
Rights | | | — | | | | — | | | | — | | | | — | ** |
Short-Term Investments | | | 1,829,395 | | | | 1,829,395 | | | | — | | | | — | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | | 32,928 | | | | — | | | | 32,928 | | | | — | |
Total Assets | | $ | 9,438,450 | | | $ | 5,408,865 | | | $ | 4,029,585 | | | $ | — | |
| | | | | | | | | | | | | | | | |
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | |
Contracts For Difference | | | | | | | | | | | | | | | | |
Equity Contracts | | $ | (6,213 | ) | | $ | — | | | $ | (6,213 | ) | | $ | — | |
Total Liabilities | | $ | (6,213 | ) | | $ | — | | | $ | (6,213 | ) | | $ | — | |
** Value equals zero as of the end of the reporting period.
The accompanying notes are an integral part of the financial statements.
50 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
STATEMENTS OF ASSETS AND LIABILITIES(unaudited) | |
| | Boston Partners Small Cap Value Fund II | | | Boston Partners Long/Short Equity Fund | | | Boston Partners Long/Short Research Fund | |
ASSETS | | | | | | | | | | | | |
Investments in securities, at value†^ | | $ | 555,158,289 | | | $ | 350,129,723 | | | $ | 4,545,445,229 | |
Investments purchased with proceeds from securities lending collateral, at value* | | | 170,373,006 | | | | 54,729,523 | | | | — | |
Short-term investments, at value** | | | 24,566,381 | | | | 2,029,092 | | | | 19,013,068 | |
Cash | | | — | | | | — | | | | 18,688,029 | |
Receivables | | | | | | | | | | | | |
Investments sold | | | 3,358,034 | | | | 742,520 | | | | 22,956,801 | |
Foreign currency deposits with brokers for securities sold short# | | | — | | | | 3,066,122 | | | | 354,678,028 | |
Deposits with brokers for contracts for difference | | | — | | | | — | | | | 8,520,000 | |
Deposits with brokers for securities sold short | | | — | | | | 180,645,608 | | | | 1,699,760,462 | |
Capital shares sold | | | 307,429 | | | | 327,756 | | | | 5,502,438 | |
Dividends and interest | | | 564,740 | | | | 636,810 | | | | 13,986,226 | |
Due from advisor | | | — | | | | — | | | | — | |
Unrealized appreciation on contracts for difference◊ | | | — | | | | — | | | | 2,945,266 | |
Prepaid expenses and other assets | | | 41,847 | | | | 36,310 | | | | 247,207 | |
Total assets | | | 754,369,726 | | | | 592,343,464 | | | | 6,691,742,754 | |
LIABILITIES | | | | | | | | | | | | |
Securities sold short, at fair value‡ | | | — | | | | 180,086,335 | | | | 2,057,645,026 | |
Options written, at value+◊ | | | — | | | | 256,275 | | | | — | |
Payables | | | | | | | | | | | | |
Securities lending collateral | | | 170,373,006 | | | | 54,729,523 | | | | — | |
Investments purchased | | | — | | | | 2,466,374 | | | | 34,789,977 | |
Capital shares redeemed | | | 442,016 | | | | 931,425 | | | | 8,296,196 | |
Due to prime broker | | | — | | | | — | | | | — | |
Investment advisory fees | | | 453,623 | | | | 621,461 | | | | 4,538,087 | |
Custodian fees | | | 4,920 | | | | 8,248 | | | | — | |
Distribution and service fees | | | 106,322 | | | | 16,817 | | | | — | |
Dividends on securities sold short | | | — | | | | 104,517 | | | | 1,526,503 | |
Administration and accounting fees | | | 28,281 | | | | 60,793 | | | | 344,240 | |
Transfer agent fees | | | 45,220 | | | | 92,946 | | | | 360,985 | |
Unrealized depreciation on contracts for difference◊ | | | — | | | | — | | | | 2,913,512 | |
Other accrued expenses and liabilities | | | 35,352 | | | | 66,718 | | | | 259,138 | |
Total liabilities | | | 171,488,740 | | | | 239,441,432 | | | | 2,110,673,664 | |
Net Assets | | $ | 582,880,986 | | | $ | 352,902,032 | | | $ | 4,581,069,090 | |
NET ASSETS CONSIST OF: | | | | | | | | | | | | |
Par value | | $ | 24,629 | | | $ | 19,743 | | | $ | 303,553 | |
Paid-in Capital | | | 488,104,664 | | | | 294,071,047 | | | | 4,085,867,429 | |
Total Distributable earnings/(loss) | | | 94,751,693 | | | | 58,811,242 | | | | 494,898,108 | |
Net Assets | | $ | 582,880,986 | | | $ | 352,902,032 | | | $ | 4,581,069,090 | |
INSTITUTIONAL CLASS | | | | | | | | | | | | |
Net assets | | $ | 446,525,961 | | | $ | 317,039,306 | | | $ | 4,495,701,869 | |
Shares outstanding | | | 18,661,231 | | | | 17,566,136 | | | | 297,775,920 | |
Net asset value, offering and redemption price per share | | $ | 23.93 | | | $ | 18.05 | | | $ | 15.10 | |
INVESTOR CLASS | | | | | | | | | | | | |
Net assets | | $ | 136,355,025 | | | $ | 35,862,726 | | | $ | 85,367,221 | |
Shares outstanding | | | 5,967,332 | | | | 2,177,274 | | | | 5,777,392 | |
Net asset value, offering and redemption price per share | | $ | 22.85 | | | $ | 16.47 | | | $ | 14.78 | |
† | Investments in securities, at cost | | $ | 468,631,505 | | | $ | 281,770,179 | | | $ | 3,736,518,916 | |
^ | Includes market value of securities on loan | | $ | 164,342,194 | | | $ | 52,788,759 | | | $ | — | |
* | Investments purchased with proceeds from securities lending collateral, at cost | | $ | 170,373,006 | | | $ | 54,729,523 | | | $ | — | |
** | Short-term investments, at cost | | $ | 24,566,381 | | | $ | 2,029,092 | | | $ | 19,013,068 | |
# | Foreign currency, at cost | | $ | — | | | $ | 2,972,699 | | | $ | 354,459,385 | |
‡ | Proceeds received, securities sold short | | $ | — | | | $ | 177,724,833 | | | $ | 1,859,804,204 | |
+ | Premiums received, options written | | $ | — | | | $ | 843,970 | | | $ | — | |
◊ | Primary risk exposure is equity contracts | | | | | | | | | | | | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 51
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
STATEMENTS OF ASSETS AND LIABILITIES(continued) (unaudited) | |
| | Boston Partners All-Cap Value Fund | | | WPG Partners Small/Micro Cap Value Fund | | | Boston Partners Global Equity Fund | |
ASSETS | | | | | | | | | | | | |
Investments in securities, at value†^ | | $ | 1,972,033,427 | | | $ | 24,995,764 | | | $ | 668,752,533 | |
Investments purchased with proceeds from securities lending collateral, at value* | | | 528,806,686 | | | | 8,031,303 | | | | 35,967,290 | |
Short-term investments, at value** | | | 58,005,078 | | | | 1,286,867 | | | | 26,777,391 | |
Cash | | | — | | | | — | | | | — | |
Receivables | | | | | | | | | | | | |
Investments sold | | | — | | | | 293,132 | | | | 4,004,158 | |
Foreign currency deposits with brokers for securities sold short# | | | — | | | | — | | | | — | |
Deposits with brokers for contracts for difference | | | — | | | | — | | | | — | |
Deposits with brokers for securities sold short | | | — | | | | — | | | | — | |
Capital shares sold | | | 1,500,345 | | | | — | | | | 81,496 | |
Dividends and interest | | | 4,368,268 | | | | 24,239 | | | | 2,529,472 | |
Due from advisor | | | — | | | | — | | | | — | |
Unrealized appreciation on contracts for difference◊ | | | — | | | | — | | | | — | |
Prepaid expenses and other assets | | | 125,934 | | | | 11,156 | | | | 42,281 | |
Total assets | | | 2,564,839,738 | | | | 34,642,461 | | | | 738,154,621 | |
LIABILITIES | | | | | | | | | | | | |
Securities sold short, at fair value‡ | | | — | | | | — | | | | — | |
Options written, at value+◊ | | | — | | | | — | | | | — | |
Payables | | | | | | | | | | | | |
Securities lending collateral | | | 528,806,686 | | | | 8,031,303 | | | | 35,967,290 | |
Investments purchased | | | — | | | | 607,121 | | | | 5,937,396 | |
Capital shares redeemed | | | 2,257,160 | | | | — | | | | 141,721 | |
Due to prime broker | | | — | | | | — | | | | — | |
Investment advisory fees | | | 1,172,758 | | | | 12,537 | | | | 473,799 | |
Custodian fees | | | 6,485 | | | | 2,968 | | | | 13,682 | |
Distribution and service fees | | | 118,664 | | | | — | | | | — | |
Dividends on securities sold short | | | — | | | | — | | | | — | |
Administration and accounting fees | | | 102,405 | | | | 2,596 | | | | 29,740 | |
Transfer agent fees | | | 16,822 | | | | 2,067 | | | | 51,818 | |
Unrealized depreciation on contracts for difference◊ | | | — | | | | — | | | | — | |
Other accrued expenses and liabilities | | | 43,601 | | | | 27,316 | | | | 22,908 | |
Total liabilities | | | 532,524,581 | | | | 8,685,908 | | | | 42,638,354 | |
Net Assets | | $ | 2,032,315,157 | | | $ | 25,956,553 | | | $ | 695,516,267 | |
NET ASSETS CONSIST OF: | | | | | | | | | | | | |
Par value | | $ | 82,493 | | | $ | 1,786 | | | $ | 43,230 | |
Paid-in Capital | | | 1,679,026,085 | | | | 26,159,598 | | | | 672,553,551 | |
Total Distributable earnings/(loss) | | | 353,206,579 | | | | (204,831 | ) | | | 22,919,486 | |
Net Assets | | $ | 2,032,315,157 | | | $ | 25,956,553 | | | $ | 695,516,267 | |
INSTITUTIONAL CLASS | | | | | | | | | | | | |
Net assets | | $ | 1,666,198,420 | | | $ | 25,956,553 | | | $ | 695,516,267 | |
Shares outstanding | | | 67,574,583 | | | | 1,786,160 | | | | 43,229,605 | |
Net asset value, offering and redemption price per share | | $ | 24.66 | | | $ | 14.53 | | | $ | 16.09 | |
INVESTOR CLASS | | | | | | | | | | | | |
Net assets | | $ | 366,116,737 | | | $ | — | | | $ | — | |
Shares outstanding | | | 14,918,298 | | | | — | | | | — | |
Net asset value, offering and redemption price per share | | $ | 24.54 | | | $ | — | | | $ | — | |
† | Investments in securities, at cost | | $ | 1,583,781,253 | | | $ | 22,638,171 | | | $ | 627,176,078 | |
^ | Includes market value of securities on loan | | $ | 516,880,743 | | | $ | 7,708,445 | | | $ | 34,932,768 | |
* | Investments purchased with proceeds from securities lending collateral, at cost | | $ | 528,806,686 | | | $ | 8,031,303 | | | $ | 35,967,290 | |
** | Short-term investments, at cost | | $ | 58,005,078 | | | $ | 1,286,867 | | | $ | 26,777,391 | |
# | Foreign currency, at cost | | $ | — | | | $ | — | | | $ | — | |
‡ | Proceeds received, securities sold short | | $ | — | | | $ | — | | | $ | — | |
+ | Premiums received, options written | | $ | — | | | $ | — | | | $ | — | |
◊ | Primary risk exposure is equity contracts | | | | | | | | | | | | |
The accompanying notes are an integral part of the financial statements.
52 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | February 28, 2019 |
STATEMENTS OF ASSETS AND LIABILITIES(concluded) (unaudited) | |
| | Boston Partners Global Long/Short Fund | | | Boston Partners Emerging Markets Long/Short Fund | | | Boston Partners Emerging Markets Fund | |
ASSETS | | | | | | | | | | | | |
Investments in securities, at value†^ | | $ | 829,700,243 | | | $ | 41,970,020 | | | $ | 7,576,127 | |
Investments purchased with proceeds from securities lending collateral, at value* | | | — | | | | — | | | | — | |
Short-term investments, at value** | | | 26,770,041 | | | | 17,652,981 | | | | 1,829,395 | |
Cash | | | — | | | | — | | | | — | |
Receivables | | | | | | | | | | | | |
Investments sold | | | 11,545,862 | | | | 286,114 | | | | 43,300 | |
Foreign currency deposits with brokers for securities sold short # | | | — | | | | — | | | | — | |
Deposits with brokers for contracts for difference | | | 3,340,000 | | | | 3,643,469 | | | | — | |
Deposits with brokers for securities sold short | | | 415,260,450 | | | | — | | | | — | |
Capital shares sold | | | 924,943 | | | | 3,176 | | | | — | |
Dividends and interest | | | 4,202,213 | | | | 150,055 | | | | 20,338 | |
Due from advisor | | | | | | | — | | | | 5,956 | |
Unrealized appreciation on contracts for difference◊ | | | 325,775 | | | | 630,819 | | | | 32,928 | |
Prepaid expenses and other assets | | | 62,190 | | | | 16,984 | | | | 8,847 | |
Total assets | | | 1,292,131,717 | | | | 64,353,618 | | | | 9,516,891 | |
LIABILITIES | | | | | | | | | | | | |
Securities sold short, at fair value‡ | | | 414,644,748 | | | | — | | | | — | |
Options written, at value+◊ | | | 5,631,850 | | | | — | | | | — | |
Payables | | | | | | | | | | | | |
Securities lending collateral | | | — | | | | — | | | | — | |
Investments purchased | | | 13,422,962 | | | | 758,481 | | | | 23,615 | |
Capital shares redeemed | | | 1,992,119 | | | | 9,687 | | | | — | |
Due to prime broker | | | — | | | | 18,960 | | | | — | |
Investment advisory fees | | | 1,001,996 | | | | 95,696 | | | | — | |
Custodian fees | | | 49,388 | | | | 22,735 | | | | 20,856 | |
Distribution and service fees | | | 283 | | | | — | | | | — | |
Dividends on securities sold short | | | 423,220 | | | | — | | | | — | |
Administration and accounting fees | | | 50,850 | | | | 12,896 | | | | 8,921 | |
Transfer agent fees | | | 66,553 | | | | 4,301 | | | | 810 | |
Unrealized depreciation on contracts for difference◊ | | | 170,672 | | | | 808,769 | | | | 6,213 | |
Other accrued expenses and liabilities | | | 75,475 | | | | 51,995 | | | | 20,728 | |
Total liabilities | | | 437,530,116 | | | | 1,783,520 | | | | 81,143 | |
Net Assets | | $ | 854,601,601 | | | $ | 62,570,098 | | | $ | 9,435,748 | |
NET ASSETS CONSIST OF: | | | | | | | | | | | | |
Par value | | $ | 79,245 | | | $ | 6,149 | | | $ | 1,031 | |
Paid-in Capital | | | 819,194,545 | | | | 67,803,414 | | | | 10,308,360 | |
Total Distributable earnings/(loss) | | | 35,327,811 | | | | (5,239,465 | ) | | | (873,643 | ) |
Net Assets | | $ | 854,601,601 | | | $ | 62,570,098 | | | $ | 9,435,748 | |
INSTITUTIONAL CLASS | | | | | | | | | | | | |
Net assets | | $ | 832,640,411 | | | $ | 62,570,098 | | | $ | 9,435,748 | |
Shares outstanding | | | 77,186,059 | | | | 6,148,690 | | | | 1,031,376 | |
Net asset value, offering and redemption price per share | | $ | 10.79 | | | $ | 10.18 | | | $ | 9.15 | |
INVESTOR CLASS | | | | | | | | | | | | |
Net assets | | $ | 21,961,190 | | | $ | — | | | $ | — | |
Shares outstanding | | | 2,058,667 | | | | — | | | | — | |
Net asset value, offering and redemption price per share | | $ | 10.67 | | | $ | — | | | $ | — | |
† | Investments in securities, at cost | | $ | 763,501,707 | | | $ | 39,163,422 | | | $ | 7,452,936 | |
^ | Includes market value of securities on loan | | $ | — | | | $ | — | | | $ | — | |
* | Investments purchased with proceeds from securities lending collateral, at cost | | $ | — | | | $ | — | | | $ | — | |
** | Short-term investments, at cost | | $ | 26,770,041 | | | $ | 17,652,981 | | | $ | 1,829,395 | |
# | Foreign currency, at cost | | $ | — | | | $ | — | | | $ | — | |
‡ | Proceeds received, securities sold short | | $ | 396,737,811 | | | $ | — | | | $ | — | |
+ | Premiums received, options written | | $ | 5,338,829 | | | $ | — | | | $ | — | |
◊ | Primary risk exposure is equity contracts | | | | | | | | | | | | |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 53
BOSTON PARTNERS INVESTMENT FUNDS | For the Six Months Ended February 28, 2019 |
STATEMENTS OF OPERATIONS(unaudited) | |
| | Boston Partners Small Cap Value Fund II | | | Boston Partners Long/Short Equity Fund | | | Boston Partners Long/Short Research Fund | |
Investment Income | | | | | | | | | | | | |
Dividends † | | $ | 5,125,759 | | | $ | 4,038,607 | | | $ | 56,307,682 | |
Interest | | | 199,471 | | | | 80,775 | | | | 1,837,828 | |
Income from securities loaned (Note 8) | | | 136,174 | | | | 102,266 | | | | — | |
Prime broker interest income | | | — | | | | 271,476 | | | | 16,898,468 | |
Total investment income | | | 5,461,404 | | | | 4,493,124 | | | | 75,043,978 | |
| | | | | | | | | | | | |
Expenses | | | | | | | | | | | | |
Advisory fees (Note 2) | | | 2,790,469 | | | | 6,075,082 | | | | 35,801,748 | |
Distribution fees (Investor Class) (Note 2) | | | 161,362 | | | | 54,466 | | | | 128,579 | |
Transfer agent fees (Note 2) | | | 249,367 | | | | 198,277 | | | | 1,509,007 | |
Administration and accounting fees (Note 2) | | | 85,592 | | | | 111,100 | | | | 868,409 | |
Printing and shareholder reporting fees | | | 30,444 | | | | 28,438 | | | | 205,978 | |
Audit and tax service fees | | | 17,725 | | | | 23,979 | | | | 31,576 | |
Legal fees | | | 16,267 | | | | 20,099 | | | | 202,337 | |
Director fees | | | 15,478 | | | | 22,164 | | | | 162,294 | |
Custodian fees (Note 2) | | | 10,988 | | | | 69,608 | | | | 236,963 | |
Officer fees | | | 9,636 | | | | 13,882 | | | | 111,325 | |
Other expenses | | | 31,653 | | | | 31,142 | | | | 134,748 | |
Dividend expense on securities sold short | | | — | | | | 678,306 | | | | 17,425,845 | |
Prime broker interest expense | | | — | | | | — | | | | — | |
Total expenses before waivers and/or reimbursements | | | 3,418,981 | | | | 7,326,543 | | | | 56,818,809 | |
Less: advisory fees waived (Note 2) | | | (5,649 | ) | | | (210 | ) | | | (2,535 | ) |
Waivers and/or reimbursements net of amounts recouped (Note 2) | | | (194,949 | ) | | | (19,547 | ) | | | — | |
Net expenses after waivers and/or reimbursements net of amounts recouped | | | 3,218,383 | | | | 7,306,786 | | | | 56,816,274 | |
Net investment income/(loss) | | | 2,243,021 | | | | (2,813,662 | ) | | | 18,227,704 | |
| | | | | | | | | | | | |
Net realized gain/(loss) from: | | | | | | | | | | | | |
Investment securities | | | 10,178,757 | | | | 12,023,729 | | | | (63,945,847 | ) |
Purchased options ** | | | — | | | | (115,263 | ) | | | — | |
Securities sold short | | | — | | | | (3,485,193 | ) | | | (28,334,043 | ) |
Options written ** | | | — | | | | 3,598,332 | | | | — | |
Contracts for difference ** | | | — | | | | — | | | | 5,507,290 | |
Foreign currency transactions | | | 6 | | | | (91,284 | ) | | | (20,188,649 | ) |
Net change in unrealized appreciation/(depreciation) on: | | | | | | | | | | | | |
Investment securities | | | (62,954,247 | ) | | | (101,084,581 | ) | | | (462,398,038 | ) |
Purchased options ** | | | — | | | | 122,212 | | | | — | |
Securities sold short | | | — | | | | 58,999,435 | | | | 200,353,901 | |
Options written ** | | | — | | | | (2,512,235 | ) | | | — | |
Contracts for difference ** | | | — | | | | — | | | | 3,685,664 | |
Foreign currency translation | | | 26 | | | | 30,077 | | | | 16,328,692 | |
Net realized and unrealized gain/(loss) | | | (52,775,458 | ) | | | (32,514,771 | ) | | | (348,991,030 | ) |
Net increase/(decrease) in net assets resulting from operations | | $ | (50,532,437 | ) | | $ | (35,328,433 | ) | | $ | (330,763,326 | ) |
† Net of foreign withholding taxes of | | $ | (11,145 | ) | | $ | (48,583 | ) | | $ | (813,981 | ) |
** Primary risk exposure is equity contracts.
The accompanying notes are an integral part of the financial statements.
54 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | For the Six Months Ended February 28, 2019 |
STATEMENTS OF OPERATIONS(continued) (unaudited) | |
| | Boston Partners All-Cap Value Fund | | | WPG Partners Small/Micro Cap Value Fund | | | Boston Partners Global Equity Fund | |
Investment Income | | | | | | | | | | | | |
Dividends † | | $ | 21,675,908 | | | $ | 202,332 | | | $ | 6,254,482 | |
Interest | | | 481,289 | | | | 5,065 | | | | 299,416 | |
Income from securities loaned (Note 8) | | | 325,172 | | | | 15,001 | | | | 65,129 | |
Prime broker interest income | | | — | | | | — | | | | — | |
Total investment income | | | 22,482,369 | | | | 222,398 | | | | 6,619,027 | |
| | | | | | | | | | | | |
Expenses | | | | | | | | | | | | |
Advisory fees (Note 2) | | | 7,326,115 | | | | 107,312 | | | | 2,936,647 | |
Distribution fees (Investor Class) (Note 2) | | | 536,513 | | | | — | | | | — | |
Transfer agent fees (Note 2) | | | 502,929 | | | | 6,846 | | | | 197,174 | |
Administration and accounting fees (Note 2) | | | 307,685 | | | | 11,887 | | | | 91,278 | |
Printing and shareholder reporting fees | | | 80,925 | | | | 34 | | | | 7,542 | |
Audit and tax service fees | | | 17,760 | | | | 17,252 | | | | 22,378 | |
Legal fees | | | 58,921 | | | | 420 | | | | 16,539 | |
Director fees | | | 50,015 | | | | 726 | | | | 15,446 | |
Custodian fees (Note 2) | | | 33,574 | | | | 5,365 | | | | 44,603 | |
Officer fees | | | 37,028 | | | | 313 | | | | 11,511 | |
Other expenses | | | 73,388 | | | | 13,474 | | | | 20,583 | |
Dividend expense on securities sold short | | | — | | | | — | | | | — | |
Prime broker interest expense | | | — | | | | — | | | | — | |
Total expenses before waivers and/or reimbursements | | | 9,024,853 | | | | 163,629 | | | | 3,363,701 | |
Less: advisory fees waived (Note 2) | | | (8,554 | ) | | | (97 | ) | | | (4,499 | ) |
Waivers and/or reimbursements net of amounts recouped (Note 2) | | | (121,083 | ) | | | (16,176 | ) | | | (271,926 | ) |
Net expenses after waivers and/or reimbursements net of amounts recouped | | | 8,895,216 | | | | 147,356 | | | | 3,087,276 | |
Net investment income/(loss) | | | 13,587,153 | | | | 75,042 | | | | 3,531,751 | |
| | | | | | | | | | | | |
Net realized gain/(loss) from: | | | | | | | | | | | | |
Investment securities | | | (6,926,203 | ) | | | (1,495,994 | ) | | | (12,688,435 | ) |
Purchased options ** | | | — | | | | — | | | | — | |
Securities sold short | | | — | | | | — | | | | — | |
Options written ** | | | — | | | | — | | | | — | |
Contracts for difference ** | | | — | | | | — | | | | — | |
Foreign currency transactions | | | — | | | | — | | | | (63,690 | ) |
Net change in unrealized appreciation/(depreciation) on: | | | | | | | | | | | | |
Investment securities | | | (159,274,143 | ) | | | (2,209,162 | ) | | | (36,224,716 | ) |
Purchased options ** | | | — | | | | — | | | | — | |
Securities sold short | | | — | | | | — | | | | — | |
Options written ** | | | — | | | | — | | | | — | |
Contracts for difference ** | | | — | | | | — | | | | — | |
Foreign currency translation | | | (56 | ) | | | — | | | | (6,560 | ) |
Net realized and unrealized gain/(loss) | | | (166,200,402 | ) | | | (3,705,156 | ) | | | (48,983,401 | ) |
Net increase/(decrease) in net assets resulting from operations | | $ | (152,613,249 | ) | | $ | (3,630,114 | ) | | $ | (45,451,650 | ) |
† Net of foreign withholding taxes of | | $ | (43,255 | ) | | $ | (793 | ) | | $ | (154,137 | ) |
** Primary risk exposure is equity contracts.
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 55
BOSTON PARTNERS INVESTMENT FUNDS | For the Six Months Ended February 28, 2019 |
STATEMENTS OF OPERATIONS(concluded) (unaudited) |
| | | | | | | | | |
| | Boston Partners Global Long/Short Fund | | | Boston Partners Emerging Markets Long/Short Fund | | | Boston Partners Emerging Markets Fund | |
Investment Income | | | | | | | | | | | | |
Dividends † | | $ | 8,487,385 | | | $ | 289,773 | | | $ | 46,505 | |
Interest | | | 298,537 | | | | 181,483 | | | | 14,725 | |
Income from securities loaned (Note 8) | | | — | | | | — | | | | — | |
Prime broker interest income | | | 2,795,919 | | | | 142 | | | | — | |
Total investment income | | | 11,581,841 | | | | 471,398 | | | | 61,230 | |
| | | | | | | | | | | | |
Expenses | | | | | | | | | | | | |
Advisory fees (Note 2) | | | 6,641,708 | | | | 547,496 | | | | 34,530 | |
Distribution fees (Investor Class) (Note 2) | | | 27,618 | | | | — | | | | — | |
Transfer agent fees (Note 2) | | | 287,578 | | | | 10,161 | | | | 451 | |
Administration and accounting fees (Note 2) | | | 134,270 | | | | 37,045 | | | | 16,064 | |
Printing and shareholder reporting fees | | | 42,834 | | | | 3,406 | | | | 200 | |
Audit and tax service fees | | | 33,393 | | | | 40,140 | | | | 19,813 | |
Legal fees | | | 30,760 | | | | 24,833 | | | | 966 | |
Director fees | | | 23,567 | | | | 1,239 | | | | 686 | |
Custodian fees (Note 2) | | | 42,788 | | | | 62,842 | | | | 44,454 | |
Officer fees | | | 17,089 | | | | 1,368 | | | | 128 | |
Other expenses | | | 41,742 | | | | 14,617 | | | | 15,953 | |
Dividend expense on securities sold short | | | 2,297,501 | | | | — | | | | — | |
Prime broker interest expense | | | — | | | | — | | | | — | |
Total expenses before waivers and/or reimbursements | | | 9,620,848 | | | | 743,147 | | | | 133,245 | |
Less: advisory fees waived (Note 2) | | | (3,617 | ) | | | (2,803 | ) | | | (287 | ) |
Waivers and/or reimbursements net of amounts recouped (Note 2) | | | — | | | | (156,272 | ) | | | (89,002 | ) |
Net expenses after waivers and/or reimbursements net of amounts recouped | | | 9,617,231 | | | | 584,072 | | | | 43,956 | |
Net investment income/(loss) | | | 1,964,610 | | | | (112,674 | ) | | | 17,274 | |
| | | | | | | | | | | | |
Net realized gain/(loss) from: | | | | | | | | | | | | |
Investment securities | | | (23,054,062 | ) | | | (4,633,244 | ) | | | (870,229 | ) |
Purchased options ** | | | — | | | | — | | | | — | |
Securities sold short | | | 12,854,389 | | | | (7,799 | ) | | | — | |
Options written ** | | | 3,488,048 | | | | — | | | | — | |
Contracts for difference ** | | | (437,545 | ) | | | (1,711,614 | ) | | | 25,453 | |
Foreign currency transactions | | | (346,306 | ) | | | 8,826 | | | | 1,089 | |
Net change in unrealized appreciation/(depreciation) on: | | | | | | | | | | | | |
Investment securities | | | (47,047,168 | ) | | | 5,433,479 | | | | 955,386 | |
Purchased options ** | | | — | | | | — | | | | — | |
Securities sold short | | | 11,402,735 | | | | — | | | | — | |
Options written ** | | | (716,982 | ) | | | — | | | | — | |
Contracts for difference ** | | | 489,874 | | | | (512,026 | ) | | | 9,699 | |
Foreign currency translation | | | (52,486 | ) | | | 15,489 | | | | 1,465 | |
Net realized and unrealized gain/(loss) | | | (43,419,503 | ) | | | (1,406,889 | ) | | | 122,863 | |
Net increase/(decrease) in net assets resulting from operations | | $ | (41,454,893 | ) | | $ | (1,519,563 | ) | | $ | 140,137 | |
† Net of foreign withholding taxes of | | $ | (232,070 | ) | | $ | (38,814 | ) | | $ | (6,465 | ) |
** Primary risk exposure is equity contracts.
The accompanying notes are an integral part of the financial statements.
56 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
STATEMENTS OF CHANGES IN NET ASSETS(unaudited)
| | Boston Partners Small Cap Value Fund II | | | Boston Partners Long/Short Equity Fund | |
| | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20181 | | | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20182 | |
Increase/(decrease) in net assets from operations: | | | | | | | | | | | | | | | | |
Net investment income/(loss) | | $ | 2,243,021 | | | $ | 4,165,801 | | | $ | (2,813,662 | ) | | $ | (14,763,953 | ) |
Net realized gain/(loss) from investments and foreign currency | | | 10,178,763 | | | | 35,653,755 | | | | 11,930,321 | | | | 47,534,690 | |
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | | | (62,954,221 | ) | | | 45,398,570 | | | | (44,445,092 | ) | | | (37,259,134 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (50,532,437 | ) | | | 85,218,126 | | | | (35,328,433 | ) | | | (4,488,397 | ) |
| | | | | | | | | | | | | | | | |
Dividends and distributions to shareholders: | | | | | | | | | | | | | | | | |
Institutional Class | | | (24,782,417 | ) | | | (18,300,268 | ) | | | (39,629,576 | ) | | | (6,788,431 | ) |
Investor Class | | | (7,438,014 | ) | | | (6,400,727 | ) | | | (3,570,596 | ) | | | (720,622 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (32,220,431 | ) | | | (24,700,995 | ) | | | (43,200,172 | ) | | | (7,509,053 | ) |
| | | | | | | | | | | | | | | | |
Capital transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 56,192,382 | | | | 137,345,450 | | | | 26,146,462 | | | | 102,603,910 | |
Reinvestment of distributions | | | 24,557,730 | | | | 18,092,538 | | | | 33,235,863 | | | | 5,867,217 | |
Shares redeemed | | | (46,231,231 | ) | | | (86,288,343 | ) | | | (321,062,110 | ) | | | (304,621,729 | ) |
Investor Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 19,436,235 | | | | 30,319,317 | | | | 2,579,524 | | | | 4,713,036 | |
Reinvestment of distributions | | | 7,318,410 | | | | 6,316,311 | | | | 3,529,676 | | | | 716,185 | |
Shares redeemed | | | (16,133,187 | ) | | | (67,753,640 | ) | | | (18,490,115 | ) | | | (38,713,922 | ) |
Net increase/(decrease) in net assets from capital transactions | | | 45,140,339 | | | | 38,031,633 | | | | (274,060,700 | ) | | | (229,435,303 | ) |
Total increase/(decrease) in net assets | | | (37,612,529 | ) | | | 98,548,764 | | | | (352,589,305 | ) | | | (241,432,753 | ) |
| | | | | | | | | | | | | | | | |
Net assets: | | | | | | | | | | | | | | | | |
Beginning of period | | | 620,493,515 | | | | 521,944,751 | | | | 705,491,337 | | | | 946,924,090 | |
End of period | | $ | 582,880,986 | | | $ | 620,493,515 | | | $ | 352,902,032 | | | $ | 705,491,337 | |
| | | | | | | | | | | | | | | | |
Share transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Shares sold | | | 2,313,736 | | | | 5,166,089 | | | | 1,397,745 | | | | 4,718,662 | |
Shares reinvested | | | 1,148,094 | | | | 703,990 | | | | 1,866,135 | | | | 270,753 | |
Shares redeemed | | | (1,963,291 | ) | | | (3,235,880 | ) | | | (17,455,860 | ) | | | (14,202,057 | ) |
Net increase/(decrease) | | | 1,498,539 | | | | 2,634,199 | | | | (14,191,980 | ) | | | (9,212,642 | ) |
Investor Class | | | | | | | | | | | | | | | | |
Shares sold | | | 885,393 | | | | 1,188,640 | | | | 150,488 | | | | 235,731 | |
Shares reinvested | | | 358,044 | | | | 256,656 | | | | 217,077 | | | | 35,827 | |
Shares redeemed | | | (716,160 | ) | | | (2,664,694 | ) | | | (1,058,920 | ) | | | (1,953,565 | ) |
Net increase/(decrease) | | | 527,277 | | | | (1,219,398 | ) | | | (691,355 | ) | | | (1,682,007 | ) |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders was as follows: Institutional class had $(3,131,857) of net investment income and $(15,168,411) of net realized capital gains, and Investor class had $(786,948) of net investment income and $(5,613,779) of net realized capital gains during the year ended August 31, 2018. Undistributed/accumulated income net investment income/(loss) as of August 31, 2018 was $881,294. |
(2) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders was as follows: Institutional class had $(6,788,431) of net realized capital gains and Investor class had $(720,622) of net realized capital gains during the year ended August 31, 2018. Undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $(9,628,861). |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 57
BOSTON PARTNERS INVESTMENT FUNDS
STATEMENTS OF CHANGES IN NET ASSETS(continued) (unaudited)
| | Boston Partners Long/Short Research Fund | | | Boston Partners All-Cap Value Fund | |
| | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20181 | | | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20182 | |
Increase/(decrease) in net assets from operations: | | | | | | | | | | | | | | | | |
Net investment income/(loss) | | $ | 18,227,704 | | | $ | (11,588,999 | ) | | $ | 13,587,153 | | | $ | 16,073,569 | |
Net realized gain/(loss) from investments and foreign currency | | | (106,961,249 | ) | | | 397,873,928 | | | | (6,926,203 | ) | | | 86,287,963 | |
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | | | (242,029,781 | ) | | | (240,490,868 | ) | | | (159,274,199 | ) | | | 157,628,381 | |
Net increase/(decrease) in net assets resulting from operations | | | (330,763,326 | ) | | | 145,794,061 | | | | (152,613,249 | ) | | | 259,989,913 | |
| | | | | | | | | | | | | | | | |
Dividends and distributions to shareholders: | | | | | | | | | | | | | | | | |
Institutional Class | | | (288,844,600 | ) | | | — | | | | (94,784,961 | ) | | | (62,734,347 | ) |
Investor Class | | | (5,365,883 | ) | | | — | | | | (24,143,563 | ) | | | (18,907,620 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (294,210,483 | ) | | | — | | | | (118,928,524 | ) | | | (81,641,967 | ) |
| | | | | | | | | | | | | | | | |
Capital transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 683,150,322 | | | | 1,725,502,798 | | | | 262,225,822 | | | | 566,133,074 | |
Reinvestment of distributions | | | 123,003,382 | | | | — | | | | 80,182,626 | | | | 52,423,689 | |
Shares redeemed | | | (2,333,711,394 | ) | | | (1,590,765,868 | ) | | | (319,389,349 | ) | | | (272,556,668 | ) |
Investor Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 14,829,343 | | | | 41,658,580 | | | | 31,634,992 | | | | 167,523,956 | |
Reinvestment of distributions | | | 5,351,175 | | | | — | | | | 23,512,998 | | | | 18,427,873 | |
Shares redeemed | | | (42,382,075 | ) | | | (139,470,682 | ) | | | (139,022,683 | ) | | | (142,782,079 | ) |
Net increase/(decrease) in net assets from capital transactions | | | (1,549,759,247 | ) | | | 36,924,828 | | | | (60,855,594 | ) | | | 389,169,845 | |
Total increase/(decrease) in net assets | | | (2,174,733,056 | ) | | | 182,718,889 | | | | (332,397,367 | ) | | | 567,517,791 | |
| | | | | | | | | | | | | | | | |
Net assets: | | | | | | | | | | | | | | | | |
Beginning of period | | | 6,755,802,146 | | | | 6,573,083,257 | | | | 2,364,712,524 | | | | 1,797,194,733 | |
End of period | | $ | 4,581,069,090 | | | $ | 6,755,802,146 | | | $ | 2,032,315,157 | | | $ | 2,364,712,524 | |
| | | | | | | | | | | | | | | | |
Share transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Shares sold | | | 44,339,943 | | | | 102,372,358 | | | | 10,728,664 | | | | 21,023,815 | |
Shares reinvested | | | 8,361,889 | | | | — | | | | 3,484,686 | | | | 2,009,340 | |
Shares redeemed | | | (153,764,964 | ) | | | (94,541,695 | ) | | | (13,175,194 | ) | | | (10,090,987 | ) |
Net increase/(decrease) | | | (101,063,132 | ) | | | 7,830,663 | | | | 1,038,156 | | | | 12,942,168 | |
Investor Class | | | | | | | | | | | | | | | | |
Shares sold | | | 937,253 | | | | 2,523,186 | | | | 1,244,380 | | | | 6,274,736 | |
Shares reinvested | | | 371,609 | | | | — | | | | 1,026,320 | | | | 709,583 | |
Shares redeemed | | | (2,821,528 | ) | | | (8,459,226 | ) | | | (5,794,751 | ) | | | (5,334,043 | ) |
Net increase/(decrease) | | | (1,512,666 | ) | | | (5,936,040 | ) | | | (3,524,051 | ) | | | 1,650,276 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $286,748. |
(2) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders were as follows: Institutional class had $(10,210,846) of net investment income and $(52,523,501) of net realized capital gains, and Investor class had $(2,182,624) of net investment income and $(16,724,996) of net realized capital gains during the year ended August 31, 2018. Undistributed/accumulated income net investment income/(loss) as of August 31, 2018 was $11,901,867. |
The accompanying notes are an integral part of the financial statements.
58 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
STATEMENTS OF CHANGES IN NET ASSETS(continued) (unaudited)
| | WPG Partners Small/Micro Cap Value Fund | | | Boston Partners Global Equity Fund | |
| | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20181 | | | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20182 | |
Increase/(decrease) in net assets from operations: | | | | | | | | | | | | | | | | |
Net investment income/(loss) | | $ | 75,042 | | | $ | 74,602 | | | $ | 3,531,751 | | | $ | 5,648,895 | |
Net realized gain/(loss) from investments and foreign currency | | | (1,495,994 | ) | | | 2,038,801 | | | | (12,752,125 | ) | | | 46,424,704 | |
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | | | (2,209,162 | ) | | | 2,659,733 | | | | (36,231,276 | ) | | | 7,281,436 | |
Net increase/(decrease) in net assets resulting from operations | | | (3,630,114 | ) | | | 4,773,136 | | | | (45,451,650 | ) | | | 59,355,035 | |
| | | | | | | | | | | | | | | | |
Dividends and distributions to shareholders: | | | | | | | | | | | | | | | | |
Institutional Class | | | (1,821,699 | ) | | | (2,123,333 | ) | | | (51,164,406 | ) | | | (12,913,571 | ) |
Investor Class | | | — | | | | — | | | | — | | | | — | |
Net decrease in net assets from dividends and distributions to shareholders | | | (1,821,699 | ) | | | (2,123,333 | ) | | | (51,164,406 | ) | | | (12,913,571 | ) |
| | | | | | | | | | | | | | | | |
Capital transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 113,448 | | | | 504,946 | | | | 144,032,785 | | | | 46,439,179 | |
Reinvestment of distributions | | | 1,747,841 | | | | 2,038,894 | | | | 50,626,116 | | | | 12,899,308 | |
Shares redeemed | | | (2,888,671 | ) | | | (3,539,266 | ) | | | (68,797,479 | ) | | | (30,033,769 | ) |
Investor Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | — | | | | — | | | | — | | | | — | |
Reinvestment of distributions | | | — | | | | — | | | | — | | | | — | |
Shares redeemed | | | — | | | | — | | | | — | | | | — | |
Net increase/(decrease) in net assets from capital transactions | | | (1,027,382 | ) | | | (995,426 | ) | | | 125,861,422 | | | | 29,304,718 | |
Total increase/(decrease) in net assets | | | (6,479,195 | ) | | | 1,654,377 | | | | 29,245,366 | | | | 75,746,182 | |
| | | | | | | | | | | | | | | | |
Net assets: | | | | | | | | | | | | | | | | |
Beginning of period | | | 32,435,748 | | | | 30,781,371 | | | | 666,270,901 | | | | 590,524,719 | |
End of period | | $ | 25,956,553 | | | $ | 32,435,748 | | | $ | 695,516,267 | | | $ | 666,270,901 | |
| | | | | | | | | | | | | | | | |
Share transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Shares sold | | | 8,644 | | | | 29,909 | | | | 8,433,719 | | | | 2,527,611 | |
Shares reinvested | | | 132,714 | | | | 123,869 | | | | 3,304,577 | | | | 711,097 | |
Shares redeemed | | | (206,898 | ) | | | (210,808 | ) | | | (4,077,988 | ) | | | (1,624,118 | ) |
Net increase/(decrease) | | | (65,540 | ) | | | (57,030 | ) | | | 7,660,308 | | | | 1,614,590 | |
Investor Class | | | | | | | | | | | | | | | | |
Shares sold | | | — | | | | — | | | | — | | | | — | |
Shares reinvested | | | — | | | | — | | | | — | | | | — | |
Shares redeemed | | | — | | | | — | | | | — | | | | — | |
Net increase/(decrease) | | | — | | | | — | | | | — | | | | — | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders were $(107,927) of net investment income and $(2,015,406) of net realized capital gains during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $84,436. |
(2) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders were $(4,011,353) of net investment income and $(8,902,218) of net realized capital gains during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $5,216,327. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 59
BOSTON PARTNERS INVESTMENT FUNDS
STATEMENTS OF CHANGES IN NET ASSETS(continued) (unaudited)
| | Boston Partners Global Long/Short Fund | | | Boston Partners Emerging Markets Long/Short Fund | |
| | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20181 | | | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Year Ended August 31, 20182 | |
Increase/(decrease) in net assets from operations: | | | | | | | | | | | | | | | | |
Net investment income/(loss) | | $ | 1,964,610 | | | $ | (996,353 | ) | | $ | (112,674 | ) | | $ | (308,213 | ) |
Net realized gain/(loss) from investments and foreign currency | | | (7,495,476 | ) | | | 35,621,213 | | | | (6,343,831 | ) | | | 8,592 | |
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | | | (35,924,027 | ) | | | (17,081,700 | ) | | | 4,936,942 | | | | (5,868,792 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (41,454,893 | ) | | | 17,543,160 | | | | (1,519,563 | ) | | | (6,168,413 | ) |
| | | | | | | | | | | | | | | | |
Dividends and distributions to shareholders: | | | | | | | | | | | | | | | | |
Institutional Class | | | (16,137,470 | ) | | | — | | | | (318,952 | ) | | | (3,359,798 | ) |
Investor Class | | | (390,012 | ) | | | — | | | | — | | | | — | |
Net decrease in net assets from dividends and distributions to shareholders | | | (16,527,482 | ) | | | — | | | | (318,952 | ) | | | (3,359,798 | ) |
| | | | | | | | | | | | | | | | |
Capital transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 232,434,247 | | | | 287,667,267 | | | | 13,544,806 | | | | 28,375,843 | |
Reinvestment of distributions | | | 14,614,857 | | | | — | | | | 312,795 | | | | 3,358,724 | |
Shares redeemed | | | (271,051,194 | ) | | | (399,562,572 | ) | | | (7,694,060 | ) | | | (20,790,252 | ) |
Investor Class | | | | | | | | | | | | | | | | |
Proceeds from shares sold | | | 4,411,352 | | | | 11,181,778 | | | | — | | | | — | |
Reinvestment of distributions | | | 384,274 | | | | — | | | | — | | | | — | |
Shares redeemed | | | (5,433,143 | ) | | | (21,869,620 | ) | | | — | | | | — | |
Net increase/(decrease) in net assets from capital transactions | | | (24,639,607 | ) | | | (122,583,147 | ) | | | 6,163,541 | | | | 10,944,315 | |
Total increase/(decrease) in net assets | | | (82,621,982 | ) | | | (105,039,987 | ) | | | 4,325,026 | | | | 1,416,104 | |
| | | | | | | | | | | | | | | | |
Net assets: | | | | | | | | | | | | | | | | |
Beginning of period | | | 937,223,583 | | | | 1,042,263,570 | | | | 58,245,072 | | | | 56,828,968 | |
End of period | | $ | 854,601,601 | | | $ | 937,223,583 | | | $ | 62,570,098 | | | $ | 58,245,072 | |
| | | | | | | | | | | | | | | | |
Share transactions: | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | |
Shares sold | | | 21,264,443 | | | | 24,582,710 | | | | 1,336,983 | | | | 2,360,400 | |
Shares reinvested | | | 1,371,000 | | | | — | | | | 32,314 | | | | 294,625 | |
Shares redeemed | | | (24,748,545 | ) | | | (34,220,197 | ) | | | (774,917 | ) | | | (1,789,266 | ) |
Net increase/(decrease) | | | (2,113,102 | ) | | | (9,637,487 | ) | | | 594,380 | | | | 865,759 | |
Investor Class | | | | | | | | | | | | | | | | |
Shares sold | | | 416,275 | | | | 967,934 | | | | — | | | | — | |
Shares reinvested | | | 36,459 | | | | — | | | | — | | | | — | |
Shares redeemed | | | (497,338 | ) | | | (1,888,526 | ) | | | — | | | | — | |
Net increase/(decrease) | | | (44,604 | ) | | | (920,592 | ) | | | — | | | | — | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $334,771. |
(2) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders were $(1,225,534) of net investment income and $(2,134,264) of net realized capital gains during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $(645,034). |
The accompanying notes are an integral part of the financial statements.
60 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
STATEMENTS OF CHANGES IN NET ASSETS(concluded) (unaudited)
| | Boston Partners Emerging Markets Fund | |
| | For the Six Months Ended February 28, 2019 (unaudited) | | | For the Period Ended August 31, 2018*1 | |
Increase/(decrease) in net assets from operations: | | | | | | | | |
Net investment income/(loss) | | $ | 17,274 | | | $ | 42,575 | |
Net realized gain/(loss) from investments and foreign currency | | | (843,687 | ) | | | (202,512 | ) |
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | | | 966,550 | | | | (816,489 | ) |
Net increase/(decrease) in net assets resulting from operations | | | 140,137 | | | | (976,426 | ) |
| | | | | | | | |
Dividends and distributions to shareholders: | | | | | | | | |
Institutional Class | | | — | | | | (37,354 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | — | | | | (37,354 | ) |
| | | | | | | | |
Capital transactions: | | | | | | | | |
Institutional Class | | | | | | | | |
Proceeds from shares sold | | | 1,000,000 | | | | 9,272,037 | |
Reinvestment of distributions | | | — | | | | 37,354 | |
Shares redeemed | | | — | | | | — | |
Net increase/(decrease) in net assets from capital transactions | | | 1,000,000 | | | | 9,309,391 | |
Total increase/(decrease) in net assets | | | 1,140,137 | | | | 8,295,611 | |
| | | | | | | | |
Net assets: | | | | | | | | |
Beginning of period | | | 8,295,611 | | | | — | |
End of period | | $ | 9,435,748 | | | $ | 8,295,611 | |
Share transactions: | | | | | | | | |
Institutional Class | | | | | | | | |
Shares sold | | | 122,399 | | | | 905,226 | |
Shares reinvested | | | — | | | | 3,751 | |
Shares redeemed | | | — | | | | — | |
Net increase/(decrease) | | | 122,399 | | | | 908,977 | |
* | The Fund commenced operations on October 17, 2017. |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders was $(37,354) of net investment income, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $(28,752). |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 61
BOSTON PARTNERS INVESTMENT FUNDS | |
FINANCIAL HIGHLIGHTS | Per ShareOperating Performance |
Contained below is per share operating performance data for each class of shares outstanding, total investment return, ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | Net Asset Value, Beginning of Period | | Net Investment Income/ (Loss)* | | Net Realized and Unrealized Gain/ (Loss) on Investments | | Net Increase/ (Decrease) in Net Assets Resulting from Operations | | Dividends to Shareholders from Net Investment Income | | Distributions to Shareholders from Net Realized Gains | | Total Dividend and Distributions to Shareholders |
Boston Partners Small Cap Value Fund II | | | | | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $27.74 | | | $ | 0.10 | | | $ | (2.48 | ) | | $ | (2.38 | ) | | $ | (0.12 | ) | | $ | (1.31 | ) | | $ | (1.43 | ) |
8/31/18 | | | 24.96 | | | | 0.21 | | | | 3.75 | | | | 3.96 | | | | (0.20 | ) | | | (0.98 | ) | | | (1.18 | ) |
8/31/17 | | | 23.00 | | | | 0.13 | | | | 2.38 | | | | 2.51 | | | | (0.21 | ) | | | (0.34 | ) | | | (0.55 | ) |
8/31/16 | | | 21.89 | | | | 0.18 | | | | 2.00 | | | | 2.18 | | | | (0.12 | ) | | | (0.95 | ) | | | (1.07 | ) |
8/31/15 | | | 22.65 | | | | 0.21 | | | | (0.54 | ) | | | (0.33 | ) | | | (0.15 | ) | | | (0.28 | ) | | | (0.43 | ) |
8/31/14 | | | 19.06 | | | | 0.15 | | | | 3.53 | | | | 3.68 | | | | (0.09 | ) | | | — | | | | (0.09 | ) |
Investor Class | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $26.53 | | | $ | 0.07 | | | $ | (2.38 | ) | | $ | (2.31 | ) | | $ | (0.06 | ) | | $ | (1.31 | ) | | $ | (1.37 | ) |
8/31/18 | | | 23.92 | | | | 0.14 | | | | 3.59 | | | | 3.73 | | | | (0.14 | ) | | | (0.98 | ) | | | (1.12 | ) |
8/31/17 | | | 22.06 | | | | 0.07 | | | | 2.29 | | | | 2.36 | | | | (0.16 | ) | | | (0.34 | ) | | | (0.50 | ) |
8/31/16 | | | 21.04 | | | | 0.12 | | | | 1.92 | | | | 2.04 | | | | (0.07 | ) | | | (0.95 | ) | | | (1.02 | ) |
8/31/15 | | | 21.79 | | | | 0.14 | | | | (0.51 | ) | | | (0.37 | ) | | | (0.10 | ) | | | (0.28 | ) | | | (0.38 | ) |
8/31/14 | | | 18.35 | | | | 0.09 | | | | 3.40 | | | | 3.49 | | | | (0.05 | ) | | | — | | | | (0.05 | ) |
Boston Partners Long/Short Equity Fund | | | | | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $20.51 | | | $ | (0.10 | ) | | $ | (0.83 | ) | | $ | (0.93 | ) | | $ | — | | | $ | (1.53 | ) | | $ | (1.53 | ) |
8/31/18 | | | 20.96 | | | | (0.35 | ) | | | 0.07 | | | | (0.28 | ) | | | — | | | | (0.17 | ) | | | (0.17 | ) |
8/31/17 | | | 20.09 | | | | (0.26 | ) | | | 1.13 | | | | 0.87 | | | | — | | | | — | | | | — | |
8/31/16 | | | 19.04 | | | | (0.35 | ) | | | 3.04 | | | | 2.69 | | | | — | | | | (1.64 | ) | | | (1.64 | ) |
8/31/15 | | | 22.65 | | | | (0.84 | ) | | | (1.01 | ) | | | (1.85 | ) | | | — | | | | (1.77 | ) | | | (1.77 | ) |
8/31/14 | | | 20.94 | | | | (0.63 | ) | | | 3.57 | | | | 2.94 | | | | — | | | | (1.24 | ) | | | (1.24 | ) |
Investor Class | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $18.88 | | | $ | (0.11 | ) | | $ | (0.77 | ) | | $ | (0.88 | ) | | $ | — | | | $ | (1.53 | ) | | $ | (1.53 | ) |
8/31/18 | | | 19.36 | | | | (0.38 | ) | | | 0.07 | | | | (0.31 | ) | | | — | | | | (0.17 | ) | | | (0.17 | ) |
8/31/17 | | | 18.60 | | | | (0.29 | ) | | | 1.05 | | | | 0.76 | | | | — | | | | — | | | | — | |
8/31/16 | | | 17.79 | | | | (0.37 | ) | | | 2.82 | | | | 2.45 | | | | — | | | | (1.64 | ) | | | (1.64 | ) |
8/31/15 | | | 21.33 | | | | (0.84 | ) | | | (0.94 | ) | | | (1.78 | ) | | | — | | | | (1.77 | ) | | | (1.77 | ) |
8/31/14 | | | 19.84 | | | | (0.65 | ) | | | 3.37 | | | | 2.72 | | | | — | | | | (1.24 | ) | | | (1.24 | ) |
Boston Partners Long/Short Research Fund | | | | | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $16.64 | | | $ | 0.05 | | | $ | (0.80 | ) | | $ | (0.75 | ) | | $ | (0.01 | ) | | $ | (0.78 | ) | | $ | (0.79 | ) |
8/31/18 | | | 16.27 | | | | (0.03 | ) | | | 0.40 | | | | 0.37 | | | | — | | | | — | | | | — | |
8/31/17 | | | 15.23 | | | | (0.12 | ) | | | 1.16 | | | | 1.04 | | | | — | | | | — | | | | — | |
8/31/16 | | | 15.20 | | | | (0.06 | )6 | | | 0.67 | | | | 0.61 | | | | — | | | | (0.58 | ) | | | (0.58 | ) |
8/31/15 | | | 15.14 | | | | (0.14 | ) | | | 0.40 | | | | 0.26 | | | | — | | | | (0.20 | ) | | | (0.20 | ) |
8/31/14 | | | 13.30 | | | | (0.12 | ) | | | 2.02 | | | | 1.90 | | | | — | | | | (0.06 | ) | | | (0.06 | ) |
Investor Class | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $16.31 | | | $ | 0.03 | | | $ | (0.78 | ) | | $ | (0.75 | ) | | $ | — | | | $ | (0.78 | ) | | $ | (0.78 | ) |
8/31/18 | | | 15.99 | | | | (0.08 | ) | | | 0.40 | | | | 0.32 | | | | — | | | | — | | | | — | |
8/31/17 | | | 15.00 | | | | (0.15 | ) | | | 1.14 | | | | 0.99 | | | | — | | | | — | | | | — | |
8/31/16 | | | 15.01 | | | | (0.09 | )6 | | | 0.66 | | | | 0.57 | | | | — | | | | (0.58 | ) | | | (0.58 | ) |
8/31/15 | | | 15.00 | | | | (0.18 | ) | | | 0.39 | | | | 0.21 | | | | — | | | | (0.20 | ) | | | (0.20 | ) |
8/31/14 | | | 13.21 | | | | (0.15 | ) | | | 2.00 | | | | 1.85 | | | | — | | | | (0.06 | ) | | | (0.06 | ) |
† | Unaudited. |
* | Calculated based on average shares outstanding for the period. |
^ | Effective January 1, 2016, the Funds do not impose a redemption fee. Prior to January 1, 2016, there was a 1.00% redemption fee on shares redeemed that were held 60 days or less on BP Small Cap Value Fund II and BP Long/Short Research Fund. There was a 2.00% redemption fee on shares redeemed that were held 365 days or less on the BP Long/Short Equity Fund. The redemption fees were retained by the Funds for the benefit of the remaining shareholders and recorded as paid-in capital. |
The accompanying notes are an integral part of the financial statements.
62 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | |
FINANCIAL HIGHLIGHTS(continued) | Per Share Operating Performance |
Redemption Fees*^ | | Net Asset Value, End of Period | | Total Investment Return/(Loss)1,2 | | Net Assets, End of Period (000) | | Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupment if any | | Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupments if any (Excluding Dividend and Interest Expense) | | Ratio of Expenses to Average Net Assets Without Waivers, Reimbursements and Recoupments if any | | Ratio of Net Investment Income/(Loss) to Average Net Assets With Waivers and Reimbursements | | Portfolio Turnover Rate |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | — | | | | $23.93 | | | | (7.96 | %) | | $ | 446,526 | | | | 1.10 | %4 | | | N/A | | | | 1.17 | %4 | | | 0.86 | %4 | | | 16 | %5 |
| — | | | | 27.74 | | | | 16.25 | | | | 476,179 | | | | 1.10 | | | | N/A | | | | 1.14 | | | | 0.78 | | | | 40 | |
| — | | | | 24.96 | | | | 10.92 | | | | 362,674 | | | | 1.10 | | | | N/A | | | | 1.18 | | | | 0.53 | | | | 24 | |
| — | 3 | | | 23.00 | | | | 10.67 | | | | 279,049 | | | | 1.10 | | | | N/A | | | | 1.22 | | | | 0.86 | | | | 29 | |
| — | | | | 21.89 | | | | (1.45 | ) | | | 180,057 | | | | 1.10 | | | | N/A | | | | 1.23 | | | | 0.91 | | | | 14 | |
| — | 3 | | | 22.65 | | | | 19.33 | | | | 102,112 | | | | 1.21 | | | | N/A | | | | 1.23 | | | | 0.68 | | | | 16 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | — | | | | $22.85 | | | | (8.11 | %) | | $ | 136,355 | | | | 1.35 | %4 | | | N/A | | | | 1.42 | %4 | | | 0.61 | %4 | | | 16 | %5 |
| — | | | | 26.53 | | | | 15.94 | | | | 144,315 | | | | 1.35 | | | | N/A | | | | 1.39 | | | | 0.53 | | | | 40 | |
| — | | | | 23.92 | | | | 10.68 | | | | 159,271 | | | | 1.35 | | | | N/A | | | | 1.43 | | | | 0.28 | | | | 24 | |
| — | 3 | | | 22.06 | | | | 10.38 | | | | 126,461 | | | | 1.35 | | | | N/A | | | | 1.47 | | | | 0.61 | | | | 29 | |
| — | | | | 21.04 | | | | (1.68 | ) | | | 129,474 | | | | 1.35 | | | | N/A | | | | 1.48 | | | | 0.66 | | | | 14 | |
| — | 3 | | | 21.79 | | | | 19.01 | | | | 112,417 | | | | 1.46 | | | | N/A | | | | 1.48 | | | | 0.43 | | | | 16 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | — | | | | $18.05 | | | | (4.41 | %) | | $ | 317,039 | | | | 2.69 | %4 | | | 2.44 | %4 | | | 2.69 | %4 | | | (1.02 | %)4 | | | 38 | %5 |
| — | | | | 20.51 | | | | (1.38 | %) | | | 651,325 | | | | 3.01 | | | | 2.37 | | | | 3.01 | | | | (1.62 | ) | | | 58 | |
| — | | | | 20.96 | | | | 4.33 | | | | 858,821 | | | | 2.80 | | | | 2.39 | | | | 2.80 | | | | (1.21 | ) | | | 63 | |
| — | 3 | | | 20.09 | | | | 15.36 | | | | 731,894 | | | | 3.57 | | | | 2.46 | | | | 3.57 | | | | (1.79 | ) | | | 72 | |
| 0.01 | | | | 19.04 | | | | (8.35 | ) | | | 493,751 | | | | 5.64 | | | | 2.47 | | | | 5.64 | | | | (4.22 | ) | | | 75 | |
| 0.01 | | | | 22.65 | | | | 14.72 | | | | 676,756 | | | | 4.33 | | | | 2.42 | | | | 4.33 | | | | (2.93 | ) | | | 65 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | — | | | | $16.47 | | | | (4.53 | %) | | $ | 35,863 | | | | 2.94 | %4 | | | 2.69 | %4 | | | 2.94 | %4 | | | (1.27 | %)4 | | | 38 | %5 |
| — | | | | 18.88 | | | | (1.65 | %) | | | 54,167 | | | | 3.26 | | | | 2.62 | | | | 3.26 | | | | (1.87 | ) | | | 58 | |
| — | | | | 19.36 | | | | 4.09 | | | | 88,103 | | | | 3.05 | | | | 2.64 | | | | 3.05 | | | | (1.46 | ) | | | 63 | |
| — | 3 | | | 18.60 | | | | 15.07 | | | | 97,417 | | | | 3.82 | | | | 2.71 | | | | 3.82 | | | | (2.04 | ) | | | 72 | |
| 0.01 | | | | 17.79 | | | | (8.55 | ) | | | 94,459 | | | | 5.89 | | | | 2.72 | | | | 5.89 | | | | (4.47 | ) | | | 75 | |
| 0.01 | | | | 21.33 | | | | 14.41 | | | | 211,372 | | | | 4.57 | | | | 2.66 | | | | 4.57 | | | | (3.18 | ) | | | 65 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | — | | | | $15.10 | | | | (4.36 | %) | | $ | 4,495,702 | | | | 1.98 | %4 | | | 1.37 | %4 | | | 1.98 | %4 | | | 0.65 | %4 | | | 33 | %5 |
| — | | | | 16.64 | | | | 2.27 | | | | 6,636,897 | | | | 2.09 | | | | 1.34 | | | | 2.09 | | | | (0.19 | ) | | | 60 | |
| — | | | | 16.27 | | | | 6.83 | | | | 6,361,628 | | | | 2.23 | | | | 1.37 | | | | 2.23 | | | | (0.75 | ) | | | 54 | |
| — | 3 | | | 15.23 | | | | 4.10 | | | | 6,403,404 | | | | 2.51 | | | | 1.41 | | | | 2.51 | | | | (0.38 | )6 | | | 53 | |
| — | 3 | | | 15.20 | | | | 1.73 | | | | 6,738,894 | | | | 2.43 | | | | 1.39 | | | | 2.43 | | | | (0.92 | ) | | | 62 | |
| — | 3 | | | 15.14 | | | | 14.28 | | | | 5,054,388 | | | | 2.52 | | | | 1.39 | | | | 2.52 | | | | (0.81 | ) | | | 57 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
$ | — | | | | $14.78 | | | | (4.47 | %) | | $ | 85,367 | | | | 2.23 | %4 | | | 1.62 | %4 | | | 2.23 | %4 | | | 0.40 | %4 | | | 33 | %5 |
| — | | | | 16.31 | | | | 2.00 | | | | 118,905 | | | | 2.34 | | | | 1.59 | | | | 2.34 | | | | (0.44 | ) | | | 60 | |
| — | | | | 15.99 | | | | 6.60 | | | | 211,455 | | | | 2.48 | | | | 1.63 | | | | 2.48 | | | | (1.00 | ) | | | 54 | |
| — | 3 | | | 15.00 | | | | 3.88 | | | | 259,400 | | | | 2.76 | | | | 1.66 | | | | 2.76 | | | | (0.63 | )6 | | | 53 | |
| — | 3 | | | 15.01 | | | | 1.41 | | | | 300,586 | | | | 2.68 | | | | 1.64 | | | | 2.68 | | | | (1.17 | ) | | | 62 | |
| — | 3 | | | 15.00 | | | | 13.99 | | | | 294,249 | | | | 2.77 | | | | 1.64 | | | | 2.77 | | | | (1.06 | ) | | | 57 | |
1 | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of the period and is not annualized if period is less than one year. |
2 | Redemption fees, if any, are reflected in total return calculations. |
3 | Amount is less than $0.005 per share. |
4 | Annualized. |
5 | Not Annualized. |
6 | Includes a non-recurring dividend. Without this dividend, net investment loss per share would have been $(0.10) and $(0.13) for Institutional Class and Investor Class, respectively. The ratio of net investment loss would have been (0.66)% and (0.91)% for Institutional Class and Investor Class, respectively. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 63
BOSTON PARTNERS INVESTMENT FUNDS | |
FINANCIAL HIGHLIGHTS(continued) | Per Share Operating Performance |
Contained below is per share operating performance data for each class of shares outstanding, total investment return, ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | Net Asset Value, Beginning of Period | | Net Investment Income/ (Loss)* | | Net Realized and Unrealized Gain/ (Loss) on Investments | | Net Increase/ (Decrease) in Net Assets Resulting from Operations | | Dividends to Shareholders from Net Investment Income | | Distributions to Shareholders from Net Realized Gains | | Total Dividend and Distributions to Shareholders |
Boston Partners All-Cap Value Fund | | | | | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $27.86 | | | | $0.17 | | | | $(1.90 | ) | | | $(1.73 | ) | | | $(0.29 | ) | | | $(1.18 | ) | | | $(1.47 | ) |
8/31/18 | | | 25.57 | | | | 0.22 | | | | 3.20 | | | | 3.42 | | | | (0.18 | ) | | | (0.95 | ) | | | (1.13 | ) |
8/31/17 | | | 23.12 | | | | 0.20 | | | | 3.17 | | | | 3.37 | | | | (0.27 | ) | | | (0.65 | ) | | | (0.92 | ) |
8/31/16 | | | 22.08 | | | | 0.30 | | | | 2.15 | | | | 2.45 | | | | (0.30 | ) | | | (1.11 | ) | | | (1.41 | ) |
8/31/15 | | | 23.00 | | | | 0.30 | | | | (0.08 | ) | | | 0.22 | | | | (0.22 | ) | | | (0.92 | ) | | | (1.14 | ) |
8/31/14 | | | 19.19 | | | | 0.22 | | | | 4.39 | | | | 4.61 | | | | (0.18 | ) | | | (0.62 | ) | | | (0.80 | ) |
Investor Class | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $27.69 | | | | $0.14 | | | | $(1.90 | ) | | | $(1.76 | ) | | | $(0.21 | ) | | | $(1.18 | ) | | | $(1.39 | ) |
8/31/18 | | | 25.42 | | | | 0.16 | | | | 3.18 | | | | 3.34 | | | | (0.12 | ) | | | (0.95 | ) | | | (1.07 | ) |
8/31/17 | | | 23.00 | | | | 0.14 | | | | 3.15 | | | | 3.29 | | | | (0.22 | ) | | | (0.65 | ) | | | (0.87 | ) |
8/31/16 | | | 21.98 | | | | 0.25 | | | | 2.13 | | | | 2.38 | | | | (0.25 | ) | | | (1.11 | ) | | | (1.36 | ) |
8/31/15 | | | 22.90 | | | | 0.25 | | | | (0.08 | ) | | | 0.17 | | | | (0.17 | ) | | | (0.92 | ) | | | (1.09 | ) |
8/31/14 | | | 19.12 | | | | 0.17 | | | | 4.38 | | | | 4.55 | | | | (0.15 | ) | | | (0.62 | ) | | | (0.77 | ) |
WPG Partners Small/Micro Cap Value Fund | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $17.52 | | | | $0.04 | | | | $(2.00 | ) | | | $(1.96 | ) | | | $(0.05 | ) | | | $(0.98 | ) | | | $(1.03 | ) |
8/31/18 | | | 16.13 | | | | 0.04 | | | | 2.50 | | | | 2.54 | | | | (0.06 | ) | | | (1.09 | ) | | | (1.15 | ) |
8/31/17 | | | 15.50 | | | | 0.05 | | | | 0.65 | | | | 0.70 | | | | (0.07 | ) | | | — | | | | (0.07 | ) |
8/31/16 | | | 15.40 | | | | 0.07 | | | | 0.46 | | | | 0.53 | | | | (0.10 | ) | | | (0.33 | ) | | | (0.43 | ) |
8/31/15 | | | 20.42 | | | | 0.13 | | | | (2.84 | ) | | | (2.71 | ) | | | (0.13 | ) | | | (2.18 | ) | | | (2.31 | ) |
8/31/14 | | | 19.06 | | | | 0.07 | | | | 3.16 | | | | 3.23 | | | | (0.02 | ) | | | (1.85 | ) | | | (1.87 | ) |
Boston Partners Global Equity Fund | | | | | | | | | | | | | | | | | | | | |
Institutional Class | | | | | | | | | | | | | | | | | | | | | | | | |
9/1/18 through 2/28/19† | | | $18.73 | | | | $0.09 | | | | $(1.45 | ) | | | $(1.36 | ) | | | $(0.18 | ) | | | $(1.10 | ) | | | $(1.28 | ) |
8/31/18 | | | 17.39 | | | | 0.16 | | | | 1.56 | | | | 1.72 | | | | (0.12 | ) | | | (0.26 | ) | | | (0.38 | ) |
8/31/17 | | | 15.60 | | | | 0.14 | | | | 1.95 | | | | 2.09 | | | | (0.30 | ) | | | — | | | | (0.30 | ) |
8/31/16 | | | 14.66 | | | | 0.35 | 7 | | | 0.66 | | | | 1.01 | | | | (0.05 | ) | | | (0.02 | ) | | | (0.07 | ) |
8/31/15 | | | 15.59 | | | | 0.13 | | | | (0.40 | ) | | | (0.27 | ) | | | (0.14 | ) | | | (0.52 | ) | | | (0.66 | ) |
8/31/14 | | | 12.97 | | | | 0.18 | | | | 2.82 | | | | 3.00 | | | | (0.02 | ) | | | (0.36 | ) | | | (0.38 | ) |
† | Unaudited. |
* | Calculated based on average shares outstanding, unless otherwise noted. |
^ | Effective January 1, 2016, the Funds do not impose a redemption fee. Prior to January 1, 2016, there was a 1.00% redemption fee on shares redeemed that were held 60 days or less on BP Global Equity Fund. The WPG Small/Micro Cap Value Fund had a 2.00% redemption fee on shares redeemed within 60 days of purchase. The redemption fees were retained by the Funds for the benefit of the remaining shareholders and recorded as paid-in capital. |
The accompanying notes are an integral part of the financial statements.
64 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | |
FINANCIAL HIGHLIGHTS(continued) | Per Share Operating Performance |
Redemption Fees*^ | | Net Asset Value, End of Period | | Total Investment Return/(Loss)1,2 | | Net Assets, End of Period (000) | | Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupment if any | | Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupments if any (Excluding Dividend and Interest Expense) | | Ratio of Expenses to Average Net Assets Without Waivers, Reimbursements and Recoupments if any | | Ratio of Net Investment Income/(Loss) to Average Net Assets With Waivers and Reimbursements | | Portfolio Turnover Rate |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | | $24.66 | | | | (5.84 | %) | | $ | 1,666,198 | | | | 0.80 | %5 | | | N/A | | | | 0.81 | %5 | | | 1.35 | %5 | | | 22 | %6 |
| — | | | | 27.86 | | | | 13.70 | | | | 1,853,976 | | | | 0.80 | | | | N/A | | | | 0.80 | | | | 0.83 | | | | 33 | |
| — | | | | 25.57 | | | | 14.88 | | | | 1,370,288 | | | | 0.80 | | | | N/A | | | | 0.88 | | | | 0.83 | | | | 27 | |
| — | | | | 23.12 | | | | 11.68 | | | | 1,016,106 | | | | 0.77 | | | | N/A | | | | 0.96 | | | | 1.41 | | | | 30 | 3 |
| — | | | | 22.08 | | | | 0.88 | | | | 793,098 | | | | 0.70 | | | | N/A | | | | 0.95 | | | | 1.32 | | | | 33 | |
| — | | | | 23.00 | | | | 24.52 | | | | 736,475 | | | | 0.70 | | | | N/A | | | | 0.94 | | | | 1.05 | | | | 26 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | | $24.54 | | | | (5.97 | %) | | $ | 366,117 | | | | 1.05 | %5 | | | N/A | | | | 1.06 | %5 | | | 1.10 | %5 | | | 22 | %6 |
| — | | | | 27.69 | | | | 13.44 | | | | 510,737 | | | | 1.05 | | | | N/A | | | | 1.05 | | | | 0.58 | | | | 33 | |
| — | | | | 25.42 | | | | 14.56 | | | | 426,904 | | | | 1.05 | | | | N/A | | | | 1.13 | | | | 0.58 | | | | 27 | |
| — | | | | 23.00 | | | | 11.39 | | | | 347,954 | | | | 1.02 | | | | N/A | | | | 1.21 | | | | 1.16 | | | | 30 | 3 |
| — | | | | 21.98 | | | | 0.66 | | | | 248,643 | | | | 0.95 | | | | N/A | | | | 1.20 | | | | 1.07 | | | | 33 | |
| — | | | | 22.90 | | | | 24.29 | | | | 217,590 | | | | 0.95 | | | | N/A | | | | 1.20 | | | | 0.80 | | | | 26 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | | $14.53 | | | | (10.61 | %) | | $ | 25,957 | | | | 1.10 | %5 | | | N/A | | | | 1.22 | %5 | | | 0.56 | %5 | | | 41 | %6 |
| — | | | | 17.52 | | | | 16.16 | | | | 32,436 | | | | 1.09 | | | | N/A | | | | 1.11 | | | | 0.23 | | | | 80 | |
| — | | | | 16.13 | | | | 4.50 | | | | 30,781 | | | | 1.10 | | | | N/A | | | | 1.29 | | | | 0.30 | | | | 78 | |
| — | | | | 15.50 | | | | 3.74 | | | | 33,929 | | | | 1.10 | | | | N/A | | | | 1.55 | | | | 0.47 | | | | 62 | |
| — | 4 | | | 15.40 | | | | (14.01 | ) | | | 36,461 | | | | 1.10 | | | | N/A | | | | 1.41 | | | | 0.78 | | | | 80 | |
| — | | | | 20.42 | | | | 17.46 | | | | 46,008 | | | | 1.36 | | | | N/A | | | | 1.42 | | | | 0.35 | | | | 75 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | | $16.09 | | | | (6.87 | %) | | $ | 695,516 | | | | 0.95 | %5 | | | N/A | | | | 1.03 | %5 | | | 1.08 | %5 | | | 39 | %6 |
| — | | | | 18.73 | | | | 9.93 | | | | 666,271 | | | | 0.95 | | | | N/A | | | | 1.03 | | | | 0.88 | | | | 80 | |
| — | | | | 17.39 | | | | 13.59 | | | | 590,525 | | | | 0.95 | | | | N/A | | | | 1.04 | | | | 0.84 | | | | 83 | |
| — | | | | 15.60 | | | | 6.90 | | | | 415,999 | | | | 0.95 | | | | N/A | | | | 1.10 | | | | 2.38 | 7 | | | 80 | |
| — | | | | 14.66 | | | | (1.75 | ) | | | 279,978 | | | | 0.95 | | | | N/A | | | | 1.24 | | | | 0.86 | | | | 98 | |
| — | | | | 15.59 | | | | 23.39 | | | | 60,087 | | | | 0.96 | | | | N/A | | | | 1.39 | | | | 1.20 | | | | 136 | |
1 | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of the period and is not annualized if period is less than one year. |
2 | Redemption fees, if any, are reflected in total return calculations. |
3 | Portfolio turnover rate excludes securities delivered/received from processing redemptions/subscriptions in-kind. |
4 | Amount is less than $0.005. |
5 | Annualized. |
6 | Not Annualized. |
7 | Includes a non-recurring dividend. Without this dividend, net investment income per share would have been $0.18. The ratio of net investment income would have been 1.25%. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 65
BOSTON PARTNERS INVESTMENT FUNDS | |
FINANCIAL HIGHLIGHTS(continued) | Per Share Operating Performance |
Contained below is per share operating performance data for each class of shares outstanding, total investment return, ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | Net Asset Value, Beginning of Period | | Net Investment Income/ (Loss)* | | Net Realized and Unrealized Gain/ (Loss) on Investments | | Net Increase/ (Decrease) in Net Assets Resulting from Operations | | Dividends to Shareholders from Net Investment Income | | Distributions to Shareholders from Net Realized Gains | | Total Dividend and Distributions to Shareholders |
Boston Partners Global Long/Short Fund |
Institutional Class |
9/1/18 through 2/28/19† | | $ | 11.52 | | | $ | 0.02 | | | $ | (0.55 | ) | | $ | (0.53 | ) | | $ | — | | | $ | (0.20 | ) | | $ | (0.20 | ) |
8/31/18 | | | 11.34 | | | | (0.01 | ) | | | 0.19 | | | | 0.18 | | | | — | | | | — | | | | — | |
8/31/17 | | | 10.90 | | | | (0.11 | ) | | | 0.57 | | | | 0.46 | | | | (0.02 | ) | | | — | | | | (0.02 | ) |
8/31/16 | | | 10.55 | | | | 0.05 | 7 | | | 0.34 | | | | 0.39 | | | | — | | | | (0.04 | ) | | | (0.04 | ) |
8/31/15 | | | 10.30 | | | | (0.13 | ) | | | 0.38 | | | | 0.25 | | | | — | | | | — | | | | — | |
12/31/13** through 8/31/14 | | | 10.00 | | | | (0.14 | ) | | | 0.44 | | | | 0.30 | | | | — | | | | — | | | | — | |
Investor Class |
9/1/18 through 2/28/19† | | $ | 11.40 | | | $ | 0.01 | | | $ | (0.74 | ) | | $ | (0.73 | ) | | $ | — | | | $ | — | | | $ | — | |
8/31/18 | | | 11.25 | | | | (0.04 | ) | | | 0.19 | | | | 0.15 | | | | — | | | | — | | | | — | |
8/31/17 | | | 10.85 | | | | (0.13 | ) | | | 0.54 | | | | 0.41 | | | | (0.01 | ) | | | — | | | | (0.01 | ) |
8/31/16 | | | 10.51 | | | | 0.02 | 7 | | | 0.36 | | | | 0.38 | | | | — | | | | (0.04 | ) | | | (0.04 | ) |
8/31/15 | | | 10.29 | | | | (0.16 | ) | | | 0.38 | | | | 0.22 | | | | — | | | | — | | | | — | |
4/11/14** through 8/31/14 | | | 9.86 | | | | (0.09 | ) | | | 0.52 | | | | 0.43 | | | | — | | | | — | | | | — | |
Boston Partners Emerging Markets Long/Short Fund |
Institutional Class |
9/1/18 through 2/28/19† | | $ | 10.49 | | | $ | (0.02 | ) | | $ | (0.24 | ) | | $ | (0.26 | ) | | $ | — | | | $ | (0.05 | ) | | $ | (0.05 | ) |
8/31/18 | | | 12.12 | | | | (0.05 | ) | | | (0.87 | ) | | | (0.92 | ) | | | (0.26 | ) | | | (0.45 | ) | | | (0.71 | ) |
8/31/17 | | | 11.15 | | | | (0.07 | ) | | | 1.96 | | | | 1.89 | | | | (0.82 | ) | | | (0.10 | ) | | | (0.92 | ) |
12/15/15** through 8/31/16 | | | 10.00 | | | | (0.09 | ) | | | 1.24 | | | | 1.15 | | | | — | | | | — | | | | — | |
Boston Partners Emerging Markets Fund |
Institutional Class |
9/1/18 through 2/28/19† | | $ | 9.13 | | | $ | 0.02 | | | $ | — | | | $ | 0.02 | | | $ | — | | | $ | — | | | $ | — | |
10/17/17** through 8/31/18 | | | 10.00 | | | | 0.05 | | | | (0.86 | ) | | | (0.81 | ) | | | (0.06 | ) | | | — | | | | (0.06 | ) |
† | Unaudited. |
* | Calculated based on average shares outstanding for the period. |
** | Commencement of operations. |
^ | Effective January 1, 2016, the Funds do not impose a redemption fee. Prior to January 1, 2016, there was a 1.00% redemption fee on shares redeemed that were held 60 days or less on BP Global Long/Short Fund. The redemption fees were retained by the Funds for the benefit of the remaining shareholders and recorded as paid-in capital. |
The accompanying notes are an integral part of the financial statements.
66 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS | |
FINANCIAL HIGHLIGHTS(concluded) | Per Share Operating Performance |
Redemption Fees*^ | | Net Asset Value, End of Period | | Total Investment Return/(Loss)1,2 | | Net Assets, End of Period (000) | | Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupment if any | | Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupments if any (Excluding Dividend and Interest Expense) | | Ratio of Expenses to Average Net Assets Without Waivers, Reimbursements and Recoupments if any | | Ratio of Net Investment Income/(Loss) to Average Net Assets With Waivers and Reimbursements | | Portfolio Turnover Rate |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | $ | 10.79 | | | | (4.56 | %) | | $ | 832,640 | | | | 2.17 | %5 | | | 1.65 | %5 | | | 2.17 | %5 | | | 0.45 | %5 | | | 53 | %6 |
| — | | | | 11.52 | | | | 1.59 | | | | 913,237 | | | | 2.34 | | | | 1.65 | | | | 2.34 | | | | (0.11 | ) | | | 85 | |
| — | | | | 11.34 | | | | 4.26 | | | | 1,008,234 | | | | 2.63 | | | | 1.70 | | | | 2.63 | | | | (0.94 | ) | | | 109 | |
| — | 4 | | | 10.90 | | | | 3.74 | | | | 853,621 | | | | 2.99 | | | | 1.74 | | | | 2.99 | | | | 0.47 | 7 | | | 137 | |
| — | 4 | | | 10.55 | | | | 2.43 | | | | 317,600 | | | | 3.09 | | | | 1.96 | | | | 3.05 | | | | (1.27 | ) | | | 132 | |
| — | 4 | | | 10.30 | | | | 3.00 | | | | 37,403 | | | | 3.88 | 5 | | | 2.00 | 5 | | | 4.89 | 5 | | | (2.04 | )5 | | | 72 | 6 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | $ | 10.67 | | | | (4.60 | %) | | $ | 21,961 | | | | 2.42 | %5 | | | 1.90 | %5 | | | 2.42 | %5 | | | 0.20 | %5 | | | 53 | %6 |
| — | | | | 11.40 | | | | 1.33 | | | | 23,987 | | | | 2.59 | | | | 1.90 | | | | 2.59 | | | | (0.36 | ) | | | 85 | |
| — | | | | 11.25 | | | | 3.92 | | | | 34,030 | | | | 2.88 | | | | 1.95 | | | | 2.88 | | | | (1.17 | ) | | | 109 | |
| — | 4 | | | 10.85 | | | | 3.66 | | | | 31,294 | | | | 3.24 | | | | 1.99 | | | | 3.24 | | | | 0.22 | 7 | | | 137 | |
| — | 4 | | | 10.51 | | | | 2.14 | | | | 59,919 | | | | 3.34 | | | | 2.21 | | | | 3.30 | | | | (1.52 | ) | | | 132 | |
| — | 4 | | | 10.29 | | | | 4.36 | | | | 2,841 | | | | 4.12 | 5 | | | 2.25 | 5 | | | 4.44 | 5 | | | (2.28 | )5 | | | 72 | 6 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | $ | 10.18 | | | | (2.41 | %) | | $ | 62,570 | | | | 1.97 | %5 | | | 1.97 | %5 | | | 2.51 | %5 | | | (0.38 | %)5 | | | 100 | %6 |
| — | | | | 10.49 | | | | (8.11 | ) | | | 58,245 | | | | 2.00 | | | | 2.00 | | | | 2.37 | | | | (0.47 | ) | | | 222 | |
| — | | | | 12.12 | | | | 18.71 | | | | 56,829 | | | | 2.13 | | | | 2.06 | | | | 2.99 | | | | (0.60 | ) | | | 184 | |
| — | | | | 11.15 | | | | 11.50 | | | | 10,938 | | | | 3.87 | 5 | | | 2.10 | 5 | | | 7.82 | 5 | | | (1.26 | )5 | | | 229 | 3,6 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| $— | | | $ | 9.15 | | | | 0.22 | % | | $ | 9,436 | | | | 1.08 | %5 | | | N/A | | | | 3.28 | %5 | | | 0.43 | %5 | | | 81 | %6 |
| — | | | | 9.13 | | | | (8.11 | ) | | | 8,296 | | | | 1.10 | 5 | | | N/A | | | | 2.95 | 5 | | | 0.58 | 5 | | | 146 | 6 |
1 | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of the period and is not annualized if period is less than one year. |
2 | Redemption fees, if any, are reflected in total return calculations. |
3 | Portfolio turnover rate excludes securities delivered/received from processing redemptions/subscriptions in-kind. |
4 | Amount is less than $0.005. |
5 | Annualized. |
6 | Not Annualized. |
7 | Includes a non-recurring dividend. Without this dividend, net investment income (loss) per share would have been $(0.09) and $(0.12) for Institutional Class and Investor Class, respectively. The ratio of net investment income (loss) would have been (0.88)% and (1.13)% for Institutional Class and Investor Class, respectively. |
The accompanying notes are an integral part of the financial statements.
Semi-Annual Report 2019 | 67
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS
February 28, 2019 (unaudited)
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The RBB Fund, Inc (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including Boston Partners Small Cap Value Fund II (“BP Small Cap Value Fund II”), Boston Partners Long/Short Equity Fund (“BP Long/Short Equity Fund”), Boston Partners Long/Short Research Fund (“BP Long/Short Research Fund”), Boston Partners All-Cap Value Fund (“BP All-Cap Value Fund”), Boston Partners Global Equity Fund (“BP Global Equity Fund”), Boston Partners Global Long/Short Fund (“BP Global Long/Short Fund”), Boston Partners Emerging Markets Long/Short Fund (“BP Emerging Markets Long/Short Fund”) and Boston Partners Emerging Markets Fund (“BP Emerging Markets Fund”) (collectively the “BP Funds”), and WPG Partners Small/Micro Cap Value Fund (“WPG Small/Micro Cap Value Fund” and, collectively with the BP Funds, the “Funds”). As of the end of the reporting period, the Funds (other than the WPG Small/Micro Cap Value Fund, BP Emerging Markets Long/Short Fund, and BP Emerging Markets Fund) each offer two classes of shares, Institutional Class and Investor Class. As of the end of the reporting period, Investor Class shares of the BP Global Equity Fund have not been issued. The WPG Small/Micro Cap Value Fund, BP Emerging Markets Long/Short Fund, and BP Emerging Markets Fund are single class funds, offering only the Institutional Class of shares.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The investment objective of BP Small Cap Value Fund II and BP All-Cap Value Fund is to seek long-term growth of capital primarily through investment in equity securities. The investment objective of BP Global Equity Fund, BP Global/Long Short Fund, BP Emerging Markets Fund and BP Emerging Markets Long/Short Fund is to seek long-term capital growth. The investment objective of BP Long/Short Equity Fund is to seek long-term capital appreciation while reducing exposure to general equity market risk. The investment objective of WPG Small/Micro Cap Value Fund is to seek appreciation by investing primarily in common stocks, securities convertible into common stocks and in special situations. The investment objective of BP Long/Short Research Fund is to seek long-term total return.
The Funds are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services-Investment Companies.”
The end of the reporting period for the Funds is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION—Each Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m Eastern time) on each day the NYSE is open. Securities held by a Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. Investments in other open-end investment companies, if any, are valued based on the NAV of the investment companies (which may use fair value pricing as disclosed in their prospectuses). Options for which the primary market is a national securities exchange are valued at the last sale price on the exchange on which they are traded, or, in the absence of any sale, will be valued at the mean of the last bid and ask prices prior to the market close. Options not traded on a national securities exchange are valued at the last quoted bid price for long option positions and the closing ask price for short option positions. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments Such procedures use fundamental valuation methods, which may include, but are not limited to, an analysis of the effect of any restrictions on the resale of the security, industry analysis and trends, significant changes in the issuer’s financial position, and any other event which could have a significant impact on the value of the security. Determination of fair value involves subjective judgment as the actual market value of a particular security can be established only by negotiations between the parties in a sales transaction, and the difference between the recorded fair value and the value that would be received in a sale could be significant. The Funds may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Funds value their securities, generally as of 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, government actions or pronouncements, aftermarket trading, or news events may have occurred in the interim. To account for this, the Funds may value foreign securities using fair value prices based on third-party vendor modeling tools (international fair value pricing).
68 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019(unaudited)
FAIR VALUE MEASUREMENTS— The inputs and valuation techniques used to measure the fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:
| • | Level 1 — | Prices are determined using quoted prices in active markets for identical securities. |
| | | |
| • | Level 2 — | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| | | |
| • | Level 3 — | Prices are determined using significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
A summary of the inputs used to value each Fund’s investments as of the end of the reporting period is included in each Fund’s Portfolio of Investments.
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Level 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Funds’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Funds may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires each Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when a Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if a Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Funds had no Level 3 transfers.
USE OF ESTIMATES— The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES— The Funds record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Funds’ investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Funds.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS— Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations which may differ from U.S. GAAP.
U.S. TAX STATUS— No provision is made for U.S. income taxes as it is each Fund’s intention to qualify or continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
FOREIGN CURRENCY TRANSLATION— Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into
Semi-Annual Report 2019 | 69
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
U.S. dollars at the exchange rates in effect on the transaction date.
The Funds do not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investments in the Statements of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Statements of Operations.
CASH AND CASH EQUIVALENTS— Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
OTHER— In the normal course of business, the Funds may enter into contracts that provide general indemnifications. Each Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, the Funds expect the risk of material loss from such claims to be remote.
CURRENCY RISK— The Funds invest in securities of foreign issuers, including American Depositary Receipts. These markets are subject to special risks associated with foreign investments not typically associated with investing in U.S. markets. Because the foreign securities in which the Funds may invest generally trade in currencies other than the U.S. dollar, changes in currency exchange rates will affect the Funds’ NAV, the value of dividends and interest earned and gains and losses realized on the sale of securities. Because the NAV for the Funds are determined on the basis of U.S. dollars, the Funds may lose money by investing in a foreign security if the local currency of a foreign market depreciates against the U.S. dollar, even if the local currency value of the Funds’ holdings goes up. Generally, a strong U.S. dollar relative to these other currencies will adversely affect the value of the Funds’ holdings in foreign securities.
EMERGING MARKETS RISK— The BP Emerging Markets Long/Short Fund and the BP Emerging Markets Fund invest in emerging market instruments which are subject to certain credit and market risks. The securities and currency markets of emerging market countries are generally smaller, less developed, less liquid and more volatile than the securities and currency markets of the United States and other developed markets. Disclosure and regulatory standards in many respects are less stringent than in other developed markets. There also may be a lower level of monitoring and regulation of securities markets in emerging market countries and the activities of investors in such markets and enforcement of existing regulations may be extremely limited. Political and economic structures in many of these countries may be in their infancy and developing rapidly, and such countries may lack the social, political and economic stability characteristics of more developed countries.
FOREIGN SECURITIES MARKET RISK— Securities of many non-U.S. companies may be less liquid and their prices more volatile than securities of comparable U.S. companies. Securities of companies traded in many countries outside the U.S., particularly emerging markets countries, may be subject to further risks due to the inexperience of local investment professionals and financial institutions, the possibility of permanent or temporary termination of trading and greater spreads between bid and asked prices of securities. In addition, non-U.S. stock exchanges and investment professionals are subject to less governmental regulation, and commissions may be higher than in the United States. Also, there may be delays in the settlement of non-U.S. stock exchange transactions.
OPTIONS WRITTEN— The Funds may enter into options written for: bona fide hedging; attempting to offset changes in the value of securities held or expected to be acquired or be disposed of; attempting to minimize fluctuations in foreign currencies; attempting to gain exposure to a particular market, index or instrument; or other risk management purposes. Such options may relate to particular securities or domestic stock indices, and may or may not be listed on exchanges regulated by the Commodity Futures Trading Commission or on other non-U.S. exchanges. An option on a futures contract gives the purchaser the right, in return for the premium paid, to assume a position in the contract (a long position if the option is a call and a short position if the option is a put) at a specified exercise price at any time during the option exercise period. The writer of the option is required upon exercise to assume a short futures position (if the option is a call) or a long futures position (if the option is a put). Upon exercise of the option, the accumulated cash balance in the writer’s futures margin account is delivered to the holder of the option. That balance represents the amount by which the market price of the futures contract at exercise exceeds, in the case of a call, or is less than, in the case of a put, the exercise price of the option. The maximum risk of loss associated with writing put options is limited to the exercised fair value of the option contract. The maximum risk of loss associated with writing call options is potentially unlimited. The Funds also have the additional risk of being unable to enter into a closing transaction at an acceptable price if a liquid secondary market does not exist. The Funds also may write OTC options where completing the obligation depends upon the credit standing of the other party. Option contracts also involve the risk that they may result in loss due to unanticipated developments in market conditions or other causes. Written options are initially recorded as liabilities to the extent of premiums received and subsequently marked to market to reflect the current value of the option written. Gains or losses are realized when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option or the purchase cost for a written put option is adjusted by the amount of the premium received. Listed option contracts present minimal counterparty credit risk since they are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange-traded options, guarantees the options against default. As of the end of the reporting period, all of the Funds’ written options are exchange-traded options.
70 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
During the current fiscal period, the Funds’ average quarterly volume of options transactions was as follows:
FUND | | PURCHASED OPTIONS (COST) | | | WRITTEN OPTIONS (PROCEEDS) | |
BP Long/Short Equity Fund | | $ | 47,527 | | | $ | 3,570,183 | |
BP Global Long/Short Fund | | | — | | | | 4,160,558 | |
SHORT SALES— When the investment adviser believes that a security is overvalued, the BP Long/Short Equity Fund, the BP Long/Short Research Fund, the BP Global Long/Short Fund and the BP Emerging Markets Long/Short Fund may sell the security short by borrowing the same security from a broker or other institution and selling the security. A Fund will incur a loss as a result of a short sale if the price of the borrowed security increases between the date of the short sale and the date on which the Fund buys and replaces such borrowed security. A Fund will realize a gain if there is a decline in price of the security between those dates where the decline in price exceeds the costs of borrowing the security and other transaction costs. There can be no assurance that a Fund will be able to close out a short position at any particular time or at an acceptable price. Although a Fund’s gain is limited to the amount at which it sold a security short, its potential loss is unlimited. Until a Fund replaces a borrowed security, it will maintain at all times cash, U.S. Government securities, or other liquid securities in an amount which, when added to any amount deposited with a broker as collateral, will at least equal the current market value of the security sold short. Depending on arrangements made with brokers, a Fund may not receive any payments (including interest) on collateral deposited with them.
In accordance with the terms of its prime brokerage agreements, a Fund may receive rebate income or be charged a fee for borrowed securities. Such income or fee is calculated on a daily basis based upon the market value of each borrowed security and a variable rate that is dependent upon the availability of such security. The Funds record these prime broker charges on a net basis as interest income or interest expense. During the current fiscal period, the BP Long/Short Equity Fund, the BP Long/Short Research Fund, the BP Global Long/Short Fund and the BP Emerging Markets Long/Short Fund had net income/(charges) of $317,257, $17,287,792, $2,799,007 and $1,090 respectively, on borrowed securities. Such amounts are included in prime broker interest income and prime broker interest expense on the Statements of Operations.
As of the end of the reporting period, BP Long/Short Equity Fund, BP Long/Short Research Fund and BP Global Long/Short Fund had securities sold short valued at $180,086,335, $2,057,645,026 and $414,644,748, respectively, for which securities of $350,153,027, $4,543,439,743 and $826,774,788 and deposits of $183,711,730, $2,054,438,490 and $415,260,450, respectively, were pledged as collateral.
In accordance with Special Custody and Pledge Agreements with Goldman Sachs & Co. (“Goldman Sachs”) (the Funds’ prime broker), BP Long/Short Equity Fund, BP Long/Short Research Fund, BP Global Long/Short Fund and BP Emerging Markets Long/Short Fund may borrow from Goldman Sachs to the extent necessary to maintain required margin cash deposits on short positions. Interest on such borrowings is charged to the Fund based on the LIBOR rate plus an agreed upon spread.
The BP Long/Short Equity Fund, BP Long/Short Research Fund, BP Global Long/Short Fund and BP Emerging Markets Long/Short Fund utilized cash borrowings from Goldman Sachs to meet required margin cash deposits as follows during the current fiscal period:
BP LONG/SHORT EQUITY FUND | | BP LONG/SHORT RESEARCH FUND |
DAYS UNITIZED | | | AVERAGE DAILY BORROWINGS | | WEIGHTED AVERAGE INTEREST RATE | | DAYS UNITIZED | | AVERAGE DAILY BORROWINGS | | WEIGHTED AVERAGE INTEREST RATE |
| 157 | | | | EUR 352,679 | | | | 0.03 | % | | | 50 | | | | AUD 1,689,375 | | | | 1.92 | % |
| 177 | | | | USD 3,471,863 | | | | 2.68 | % | | | 73 | | | | CAD 4,798,707 | | | | 2.17 | % |
| | | | | | | | | | | | | 99 | | | | CHF 1,634,540 | | | | 0.36 | % |
| | | | | | | | | | | | | 126 | | | | DKK 11,131,442 | | | | 0.10 | % |
| | | | | | | | | | | | | 101 | | | | EUR 2,775,362 | | | | 0.03 | % |
| | | | | | | | | | | | | 88 | | | | GBP 1,707,954 | | | | 1.10 | % |
| | | | | | | | | | | | | 98 | | | | HKD 12,075,217 | | | | 1.24 | % |
| | | | | | | | | | | | | 54 | | | | ILS 2,535,500 | | | | 0.67 | % |
| | | | | | | | | | | | | 64 | | | | JPY 453,506,565 | | | | 0.36 | % |
| | | | | | | | | | | | | 89 | | | | MXN 4,962,001 | | | | 8.49 | % |
| | | | | | | | | | | | | 118 | | | | NOK 25,924,912 | | | | 1.14 | % |
| | | | | | | | | | | | | 74 | | | | SEK 8,832,795 | | | | 0.10 | % |
| | | | | | | | | | | | | 180 | | | | SGD 1.76 | | | | 0.00 | % |
| | | | | | | | | | | | | 114 | | | | USD 41,254,560 | | | | 2.61 | % |
SEMI-ANNUALREPORT2019 | 71
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
BP GLOBAL LONG/SHORT FUND | | BP EMERGING MARKETS LONG/SHORT FUND |
DAYS UNITIZED | | AVERAGE DAILY BORROWINGS | | | WEIGHTED AVERAGE INTEREST RATE | | DAYS UNITIZED | | | AVERAGE DAILY BORROWINGS | | | WEIGHTED AVERAGE INTEREST RATE |
| 34 | | | | AUD 89,230 | | | | 1.93 | % | | | 58 | | | | CAD 26,487 | | | | 2.14 | % |
| 79 | | | | CAD 42,136 | | | | 2.16 | % | | | 34 | | | | EUR 2,617 | | | | 0.01 | % |
| 37 | | | | EUR 29,011 | | | | 0.02 | % | | | 39 | | | | GBP 2,292 | | | | 1.10 | % |
| 83 | | | | GBP 41,159 | | | | 1.10 | % | | | 26 | | | | HKD 247,228 | | | | 1.15 | % |
| 80 | | | | HKD 333,432 | | | | 1.72 | % | | | 30 | | | | ILS 29,398 | | | | 0.66 | % |
| 112 | | | | JPY 5,309,136 | | | | 0.36 | % | | | 24 | | | | JPY 862,972 | | | | 0.37 | % |
| 48 | | | | MXN 710,312 | | | | 8.40 | % | | | 32 | | | | NOK 46,915 | | | | 1.09 | % |
| 17 | | | | NOK 433,199 | | | | 1.03 | % | | | 19 | | | | SGD 250 | | | | 1.44 | % |
| 23 | | | | SGD 41,580 | | | | 2.00 | % | | | 146 | | | | USD 78,249 | | | | 2.65 | % |
| 46 | | | | USD 572,737 | | | | 2.74 | % | | | 89 | | | | ZAR 44,875 | | | | 7.19 | % |
The BP Long/Short Equity Fund, BP Long/Short Research Fund, BP Global Long/Short Fund and BP Emerging Markets Long/Short Fund incurred interest expense during the current fiscal period on such borrowings, in the amount of $45,781, $389,324, $3,088 and $948, respectively.
CONTRACTS FOR DIFFERENCE— The BP Global Long/Short Fund, BP Long/Short Research Fund, BP Emerging Markets Long/Short Fund and BP Emerging Markets Fund (for this section only, each a “Fund”) may enter into Contracts for Differences (“CFDs”). CFDs are leveraged derivative instruments that allow a Fund to take a position on the change in the market price of an underlying asset, such as a stock, or the value of an index or currency exchange rate. With a short CFD, a Fund is seeking to profit from falls in the market price of the asset. CFDs are subject to liquidity risk because the liquidity of CFDs is based on the liquidity of the underlying instrument, and are subject to counterparty risk, i.e., the risk that the counterparty to the CFD transaction may be unable or unwilling to make payments or to otherwise honor its financial obligations under the terms of the contract. It is also possible that the market price of the CFD will move between the time the order is placed by a Fund and when it is executed by the issuer, which can result in the trade being executed at a less favorable price. CFDs, like many other derivative instruments, involve the risk that, if the derivative security declines in value, additional margin would be required to maintain the margin level. The seller may require a Fund to deposit additional sums to cover this decline in value, and the margin call may be at short notice. If additional margin is not provided in time, the seller may liquidate the positions at a loss for which a Fund is liable. The potential for margin calls and large losses are much greater in CFDs than in other leveraged products. Most CFDs are traded OTC. CFDs are not registered with the SEC or any U.S. regulator, and are not subject to U.S. regulation. In a short position, the Fund will receive or pay an amount based upon the amount, if any, by which the notional amount of the CFD would have decreased or increased in value had it sold the particular stocks short, less the dividends that would have been paid on those stocks, plus a floating rate of interest on the notional amount of the CFD. All of these components are reflected in the market value of the CFD.
CFDs are marked-to-market daily based upon quotations from market makers and the resulting changes in market values, if any, are recorded as an unrealized gain or loss in the Statements of Operations. Periodic payments made or received are recorded as realized gains or losses. Entering into CFDs involves, to varying degrees, elements of credit and market risk in excess of the amounts recognized on the Statements of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these contracts, that the counterparty to the contract may default on its obligation to perform and that there may be unfavorable changes in market conditions. CFDs outstanding at period end, if any, are listed on the Portfolio of Investments. As of the end of the reporting period, BP Long/Short Research Fund, BP Global Long/Short Fund and BP Emerging Markets Long/Short Fund had cash deposits for contracts for difference of $8,520,000, $3,340,000 and $3,459,844, respectively, which were pledged as collateral. In connection with CFDs, cash or securities may be segregated as collateral by the Funds’ custodian. As of the end of the reporting period, the BP Long/Short Research Fund, BP Global Long/Short Fund, BP Emerging Markets Long/Short Fund and the BP Emerging Markets Fund held CFDs.
During the current fiscal period, the average volume of CFDs was as follows:
FUND | | NOTIONAL AMOUNT LONG | | | NOTIONAL AMOUNT SHORT | |
BP Long/Short Research Fund | | $ | 80,856,046 | | | $ | 124,569,871 | |
BP Global Long/Short Fund | | | — | | | | 20,931,930 | |
BP Emerging Markets Long/Short Fund | | | 18,458,242 | | | | 20,500,523 | |
BP Emerging Markets Fund | | | 1,220,267 | | | | — | |
72 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
The following is a summary of CFD’s that are subject to enforceable master netting agreements (or similar arrangements) and collateral received and pledged in connection with the master netting agreements (or similar arrangements) as of the end of the reporting period:
| | | | | GROSS AMOUNT NOT OFFSET IN THE STATEMENT OF ASSETS AND LIABILITIES | | | | | | | | | GROSS AMOUNT NOT OFFSET IN THE STATEMENT OF ASSETS AND LIABILITIES | | | | |
FUND | | GROSS AMOUNTS OF RECOGNIZED ASSETS | | | FINANCIAL INSTRUMENTS | | | CASH COLLATERAL RECEIVED | | | NET AMOUNT1 | | | GROSS AMOUNTS OF RECOGNIZED LIABILITIES | | | FINANCIAL INSTRUMENTS | | | CASH COLLATERAL PLEDGED2 | | | NET AMOUNT3 | |
BP Long/Short Research Fund | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Goldman Sachs | | $ | 2,788,566 | | | $ | 1,571,578 | | | $ | — | | | $ | 1,216,988 | | | $ | 1,571,578 | | | $ | 1,571,578 | | | $ | — | | | $ | — | |
Macquarie | | | 156,700 | | | | 156,700 | | | | — | | | | — | | | | 1,341,934 | | | | 156,700 | | | | 1,185,234 | | | | — | |
Total | | $ | 2,945,266 | | | $ | 1,728,278 | | | $ | — | | | $ | 1,216,988 | | | $ | 2,913,512 | | | $ | 1,728,278 | | | $ | 1,185,234 | | | $ | — | |
BP Global Long/Short Fund | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Goldman Sachs | | $ | 196,258 | | | $ | 93,334 | | | $ | — | | | $ | 102,924 | | | $ | 93,334 | | | $ | 93,334 | | | $ | — | | | $ | — | |
Macquarie | | | 64,729 | | | | 53,135 | | | | — | | | | 11,594 | | | | 53,135 | | | | 53,135 | | | | — | | | | — | |
Morgan Stanley | | | 64,788 | | | | 24,203 | | | | — | | | | 40,585 | | | | 24,203 | | | | 24,203 | | | | — | | | | — | |
Total | | $ | 325,775 | | | $ | 170,672 | | | $ | — | | | $ | 155,103 | | | $ | 170,672 | | | $ | 170,672 | | | $ | — | | | $ | — | |
BP Emerging Markets Long/Short Fund | | | | | | | | | | | | | | | | | | | | | | |
Citibank | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | 23,026 | | | $ | — | | | $ | — | | | $ | 23,026 | |
Goldman Sachs | | | 584,438 | | | | 584,438 | | | | — | | | | — | | | | 720,263 | | | | 584,438 | | | | 135,825 | | | | — | |
Macquarie | | | 20,113 | | | | 2,991 | | | | — | | | | 17,122 | | | | 2,991 | | | | 2,991 | | | | — | | | | — | |
Morgan Stanley | | | 26,268 | | | | 26,268 | | | | — | | | | — | | | | 62,489 | | | | 26,268 | | | | 36,221 | | | | — | |
Total | | $ | 630,819 | | | $ | 613,697 | | | $ | — | | | $ | 17,122 | | | $ | 808,769 | | | $ | 613,697 | | | $ | 172,046 | | | $ | 23,026 | |
BP Emerging Markets Fund | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Goldman Sachs | | $ | 32,928 | | | $ | 6,213 | | | $ | — | | | $ | 26,715 | | | $ | 6,213 | | | $ | 6,213 | | | $ | — | | | $ | — | |
Total | | $ | 32,928 | | | $ | 6,213 | | | $ | — | | | $ | 26,715 | | | $ | 6,213 | | | $ | 6,213 | | | $ | — | | | $ | — | |
1 | Net amount represents the net amount receivable from the counterparty in the event of default. |
2 | Actual collateral pledged may be more than the amount shown. |
3 | Net amount represents the net amount payable to the counterparty in the event of default. |
2. INVESTMENT ADVISERS AND OTHER SERVICES
Boston Partners Global Investors, Inc. (“Boston Partners” or the “Adviser”) serves as the investment adviser to each Fund. Each Fund compensates the Adviser for its services at an annual rate based on each Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed the rates (“Expense Caps”) shown in the following table of each Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause total annual Fund operating expenses to exceed the Expense Caps as applicable: acquired fund fees and expenses, short sale dividend expense, brokerage commissions, extraordinary expenses, interest and taxes. This contractual limitation is in effect until February 29, 2020 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after this date.
| | | | | EXPENSE CAPS |
FUND | | | ADVISORY FEE | | | INSTITUTIONAL CLASS | | | INVESTOR CLASS |
BP Small Cap Value Fund II | | | 1.00 | % | | | 1.10 | % | | | 1.35 | % |
BP Long/Short Equity Fund | | | 2.25 | | | | 2.50 | | | | 2.75 | |
BP Long/Short Research Fund | | | 1.25 | | | | 1.50 | | | | 1.75 | |
BP All-Cap Value Fund | | | 0.70 | | | | 0.80 | | | | 1.05 | |
WPG Partners Small/Micro Cap Value Fund* | | | 0.80 | | | | 1.10 | | | | N/A | |
BP Global Equity Fund | | | 0.90 | | | | 0.95 | | | | 1.20 | |
BP Global Long/Short Fund | | | 1.50 | | | | 2.00 | | | | 2.25 | |
BP Emerging Markets Long/Short Fund | | | 1.85 | | | | 2.00 | | | | N/A | |
BP Emerging Markets Fund | | | 0.85 | | | | 1.10 | | | | N/A | |
* 0.80% of net asset up to $500 million, 0.75% of net assets in excess of $500 million.
The Adviser may recoup from each Fund (except BP Long/Short Equity Fund and BP All-Cap Value Fund) fees and expenses previously
Semi-Annual Report 2019 | 73
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
paid, waived, or absorbed for a period of three years after such fees or expenses were incurred, provided that the repayments do not cause the Funds’ operating expenses (excluding brokerage commissions, short sale dividend expense, taxes, interest expense, acquired fund fees and expenses, and any extraordinary expenses) to exceed the Expense Caps of each class of each Fund that were in effect at the time the fees and expenses were paid, waived, or absorbed by the Adviser, as well as the Expense Caps that are currently in effect, if different.
During the current fiscal period, investment advisory fees accrued, waived and/or reimbursed were as follows:
FUND | �� | GROSS ADVISORY FEES | | WAIVERS AND/OR REIMBURSEMENTS | | RECOUPMENTS | | NET ADVISORY FEES |
BP Small Cap Value Fund II | | $ | 2,790,469 | | | $ | 200,598 | | | $ | — | | | $ | 2,589,871 | |
BP Long/Short Equity Fund | | | 6,075,082 | | | | 19,757 | | | | — | | | | 6,055,325 | |
BP Long/Short Research Fund | | | 35,801,748 | | | | 2,535 | | | | — | | | | 35,799,213 | |
BP All-Cap Value Fund | | | 7,326,115 | | | | 129,637 | | | | — | | | | 7,196,478 | |
WPG Partners Small/Micro Cap Value Fund | | | 107,312 | | | | 16,273 | | | | — | | | | 91,039 | |
BP Global Equity Fund | | | 2,936,647 | | | | 276,425 | | | | — | | | | 2,660,222 | |
BP Global Long/Short Fund | | | 6,641,708 | | | | 3,617 | | | | — | | | | 6,638,091 | |
BP Emerging Markets Long/Short Fund | | | 547,496 | | | | 159,075 | | | | — | | | | 388,421 | |
BP Emerging Markets Fund | | | 34,530 | | | | 89,289 | | | | — | | | | (54,759 | ) |
| | | | | | | | | | | | | | | | |
| | EXPIRATION | | |
FUND | | AUGUST 31, 2020 | | AUGUST 31, 2021 | | AUGUST 31, 2022 | | TOTAL |
BP Small Cap Value Fund II | | | $374,241 | | | $ | 242,966 | | | $ | 194,949 | | | $ | 812,156 | |
WPG Partners Small/Micro Cap Value Fund | | | 64,536 | | | | 5,324 | | | | 16,176 | | | | 86,036 | |
BP Global Equity Fund | | | 407,721 | | | | 523,243 | | | | 271,926 | | | | 1,202,890 | |
BP Emerging Markets Long/Short Fund | | | 220,693 | | | | 245,314 | | | | 156,272 | | | | 622,279 | |
BP Emerging Markets Fund | | | — | | | | 135,327 | | | | 89,002 | | | | 224,329 | |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Funds. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Funds’ shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services, please refer to the Statements of Operations.
The Board has approved a Distribution Agreement for the Funds and adopted separate Plans of Distribution for the Investor Class Shares of each BP Fund (the “Plans”) pursuant to Rule 12b-1 under the 1940 Act. Under the Plans, Quasar Distributors, LLC (the “Underwriter”) is entitled to receive from each Fund a distribution fee with respect to the Investor Class Shares, which is accrued daily and paid monthly, of up to 0.25% on an annualized basis of the average daily net assets of the Investor Class Shares. Amounts paid to the Distributor under the Plans may be used by the Distributor to cover expenses that are related to (i) the sale of the Investor Class Shares, (ii) ongoing servicing and/or maintenance of the accounts of shareholders, and (iii) sub-transfer agency services, subaccounting services or administrative services related to the sale of the Investor Class Shares, all as set forth in the Plans.
3. DIRECTOR AND OFFICER COMPENSATION
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary, and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Funds or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
74 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
4. PURCHASES AND SALES OF INVESTMENT SECURITIES
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments and derivative transactions) of the Funds were as follows:
FUND | | PURCHASES | | | SALES | |
BP Small Cap Value Fund II | | $ | 92,196,507 | | | $ | 87,479,726 | |
BP Long/Short Equity Fund | | | 201,982,134 | | | | 464,825,648 | |
BP Long/Short Research Fund | | | 1,818,554,781 | | | | 3,277,623,854 | |
BP All-Cap Value Fund | | | 454,690,817 | | | | 632,575,885 | |
WPG Partners Small/Micro Cap Value Fund | | | 11,163,063 | | | | 14,655,355 | |
BP Global Equity Fund | | | 326,302,361 | | | | 248,600,685 | |
BP Global Long/Short Fund | | | 458,067,018 | | | | 488,802,916 | |
BP Emerging Markets Long/Short Fund | | | 43,986,834 | | | | 38,725,429 | |
BP Emerging Markets Fund | | | 6,185,884 | | | | 5,470,817 | |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
5. CAPITAL SHARE TRANSACTIONS
As of the end of the reporting period, each class of each Fund has 100,000,000 shares of $0.001 par value common stock authorized except for the Institutional Class Shares of the BP Long/Short Research Fund, BP Global Long/Short Fund and WPG Small/Micro Cap Value Fund, which have 750,000,000 shares, 300,000,000 shares and 50,000,000 shares, respectively, of $0.001 par value common stock authorized.
6. RESTRICTED SECURITIES
A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933, as amended (the “1933 Act”), or pursuant to the resale limitations provided by Rule 144 under the 1933 Act, or an exemption from the registration requirements of the 1933 Act. Certain restricted securities may be resold in transactions exempt from registration, normally to qualified institutional buyers, and may be deemed liquid by Boston Partners as applicable, based on policies and procedures established by the Board. Therefore, not all restricted securities are considered illiquid.
As of the end of the reporting period, the Funds did not hold any restricted securities that were illiquid.
7. FEDERAL INCOME TAX INFORMATION
The Funds have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Funds to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Funds are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by each Fund were as follows:
| | | | | | | | | | NET UNREALIZED |
| | FEDERAL | | | UNREALIZED | | | UNREALIZED | | APPRECIATION/ |
FUND | | TAX COST | | | APPRECIATION | | | (DEPRECIATION) | | (DEPRECIATION) |
BP Small Cap Value Fund II | | $ | 626,858,092 | | | $ | 173,769,964 | | | $ | (26,816,444 | ) | | $ | 146,953,520 | |
BP Long/Short Equity Fund | | | 612,710,757 | | | | 205,685,159 | | | | (103,468,570 | ) | | | 102,216,589 | |
BP Long/Short Research Fund | | | 5,453,989,806 | | | | 1,575,171,648 | | | | (733,158,149 | ) | | | 842,013,499 | |
BP All-Cap Value Fund | | | 2,092,707,225 | | | | 580,503,030 | | | | (39,883,495 | ) | | | 540,619,535 | |
WPG Small/Micro Cap Value Fund | | | 37,144,732 | | | | 6,214,986 | | | | (2,789,689 | ) | | | 3,425,297 | |
BP Global Equity Fund | | | 632,629,566 | | | | 96,189,115 | | | | (19,980,609 | ) | | | 76,208,506 | |
BP Global Long/Short Fund | | | 823,961,746 | | | | 152,994,198 | | | | (76,229,099 | ) | | | 76,765,099 | |
BP Emerging Markets Long/Short Fund | | | 58,478,537 | | | | 2,282,339 | | | | (5,710,992 | ) | | | (3,428,653 | ) |
BP Emerging Markets Fund | | | 9,020,703 | | | | 188,345 | | | | (1,093,160 | ) | | | (904,815 | ) |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying
Semi-Annual Report 2019 | 75
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018 were reclassified among the following accounts. They are primarily attributable to net investment loss, gains and losses on foreign currency transactions, tax reclassification of distributions received, capitalization of short sale dividends, investments in contract for differences and investments in partnerships and passive foreign investment companies.
| | | | ACCUMULATED | | | |
| | UNDISTRIBUTED | | NET REALIZED | | | |
| | NET INVESTMENT | | GAIN/(LOSS) ON | | PAID-IN | |
FUND | | INCOME/(LOSS) | | INVESTMENTS | | CAPITAL | |
BP Small Cap Value Fund II | | $ | 13,421 | | | $ | 6,009 | | | $ | (19,430 | ) |
BP Long/Short Equity Fund | | | 13,350,000 | | | | (2,678,350 | ) | | | (10,671,650 | ) |
BP Long/Short Research Fund | | | 32,677,886 | | | | (32,659,078 | ) | | | (18,808 | ) |
BP All-Cap Value Fund | | | 19,006 | | | | (696 | ) | | | (18,310 | ) |
WPG Small/Micro Cap Value Fund | | | 16,098 | | | | (20,224 | ) | | | 4,126 | |
BP Global Equity Fund | | | 671,448 | | | | (646,266 | ) | | | (25,182 | ) |
BP Global Long/Short Fund | | | 8,827,381 | | | | (3,255,805 | ) | | | (5,571,576 | ) |
BP Emerging Markets Long/Short Fund | | | (127,221 | ) | | | 211,548 | | | | (84,327 | ) |
BP Emerging Markets Fund | | | (33,973 | ) | | | 33,973 | | | | — | |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
| | UNDISTRIBUTED | | | UNDISTRIBUTED | | | | | | QUALIFIED | | | | | | UNREALIZED | |
| | ORDINARY | | | LONG-TERM | | | CAPITAL LOSS | | | LATE-YEAR | | | OTHER | | | APPRECIATION/ | |
FUND | | INCOME | | | CAPITAL GAINS | | | CARRYFORWARDS | | | LOSS DEFERRAL | | | UNREALIZED | | | (DEPRECIATION) | |
BP Small Cap Value Fund II | | $ | 10,264,510 | | | $ | 20,286,557 | | | $ | — | | | $ | — | | | $ | — | | | $ | 146,953,494 | |
BP Long/Short Equity Fund | | | — | | | | 43,198,509 | | | | — | | | | (7,983,334 | ) | | | (155,425 | ) | | | 102,280,097 | |
BP Long/Short Research Fund | | | 4,550,093 | | | | 289,436,021 | | | | — | | | | — | | | | — | | | | 825,885,803 | |
BP All-Cap Value Fund | | | 12,186,352 | | | | 71,942,347 | | | | — | | | | — | | | | — | | | | 540,619,653 | |
WPG Small/Micro Cap Value Fund | | | 1,613,852 | | | | 207,833 | | | | — | | | | — | | | | — | | | | 3,425,297 | |
BP Global Equity Fund | | | 15,726,403 | | | | 27,598,173 | | | | — | | | | — | | | | ��� | | | | 76,210,966 | |
BP Global Long/Short Fund | | | — | | | | 16,526,690 | | | | — | | | | — | | | | — | | | | 76,783,496 | |
BP Emerging Markets Long/Short Fund | | | — | | | | 318,894 | | | | — | | | | (267,985 | ) | | | — | | | | (3,451,859 | ) |
BP Emerging Markets Fund | | | — | | | | — | | | | (101,624 | ) | | | (6,031 | ) | | | — | | | | (906,125 | ) |
The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018 was as follows:
| | ORDINARY | | | LONG-TERM | | | | |
FUND | | INCOME | | | GAINS | | | TOTAL | |
BP Small Cap Value Fund II | | $ | 8,031,025 | | | $ | 16,669,970 | | | $ | 24,700,995 | |
BP Long/Short Equity Fund | | | — | | | | 7,509,053 | | | | 7,509,053 | |
BP Long/Short Research Fund | | | — | | | | — | | | | — | |
BP All-Cap Value Fund | | | 25,614,028 | | | | 56,027,939 | | | | 81,641,967 | |
WPG Small/Micro Cap Value Fund | | | 1,314,493 | | | | 808,840 | | | | 2,123,333 | |
BP Global Equity Fund | | | 5,246,460 | | | | 7,667,111 | | | | 12,913,571 | |
BP Global Long/Short Fund | | | — | | | | — | | | | — | |
BP Emerging Markets Long/Short Fund | | | 3,252,965 | | | | 106,833 | | | | 3,359,798 | |
BP Emerging Markets Fund | | | 37,354 | | | | — | | | | 37,354 | |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
Pursuant to federal income tax rules applicable to regulated investment companies, the Funds may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the year ended August 31, 2018, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2018.
76 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(continued)
February 28, 2019 (unaudited)
For the fiscal year ended August 31, 2018, the following Funds deferred to September 1, 2018, the following qualified late year losses.
| | LATE-YEAR | | POST-OCTOBER |
| | ORDINARY LOSS | | CAPITAL LOSS |
FUND | | DEFERRAL | | DEFERRAL |
BP Small Cap Value Fund II | | $ | — | | | $ | — | |
BP Long/Short Equity Fund | | | 7,983,334 | | | | — | |
BP Long/Short Research Fund | | | — | | | | — | |
BP All-Cap Value Fund | | | — | | | | — | |
WPG Small/Micro Cap Value Fund | | | — | | | | — | |
BP Global Equity Fund | | | — | | | | — | |
BP Global Long/Short Fund | | | — | | | | — | |
BP Emerging Markets Long/Short Fund | | | 267,985 | | | | — | |
BP Emerging Markets Fund | | | 6,031 | | | | — | |
Accumulated capital losses represent net capital loss carryforwards as of August 31, 2018 that may be available to offset future realized capital gains and thereby reduce future capital gains distributions. Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Any losses incurred during those future taxable years will be required to be utilized prior to any losses incurred in pre-enactment taxable years. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law.
As of August 31, 2018, the BP Emerging Markets Fund had short-term post-enactment capital losses of $101,624. The capital losses can be carried forward for an unlimited period.
8. SECURITIES LENDING
Securities may be loaned to financial institutions, such as broker-dealers, and are required to be secured continuously by collateral in cash, cash equivalents, letter of credit or U.S. Government securities maintained on a current basis at an amount at least equal to the market value of the securities loaned. Cash collateral received, pursuant to investment guidelines established by the Funds and approved by the Board, is invested in short-term investments. All such investments are made at the risk of the Funds and, as such, the Funds are liable for investment losses. Such loans would involve risks of delay in receiving additional collateral in the event the value of the collateral decreased below the value of the securities loaned or of delay in recovering the securities loaned or even loss of rights in the collateral should the borrower of the securities fail financially. However, loans will be made only to borrowers deemed by Boston Partners to be of good standing and only when, in Boston Partners’ judgment, the income to be earned from the loans justifies the attendant risks. Any loans of a Fund’s securities will be fully collateralized and marked to market daily. Investments purchased with proceeds from securities lending are overnight and continuous. During the current fiscal period, the Funds participated in securities lending. The market value of securities on loan and cash collateral as of the end of the reporting period and the income generated from the program during the current fiscal period with respect to such loans were as follows:
| | MARKET VALUE | | | | INCOME RECEIVED |
| | OF SECURITIES | | MARKET VALUE | | FROM SECURITIES |
FUND | | LOANED | | OF COLLATERAL | | LENDING |
BP Small Cap Value Fund II | | $ | 164,342,194 | | | $ | 170,373,006 | | | $ | 136,174 | |
BP Long/Short Equity Fund | | | 52,788,759 | | | | 54,729,523 | | | | 102,266 | |
BP All-Cap Value Fund | | | 516,880,743 | | | | 528,806,686 | | | | 325,172 | |
WPG Small/Micro Cap Value Fund | | | 7,708,445 | | | | 8,031,303 | | | | 15,001 | |
BP Global Equity Fund | | | 34,932,768 | | | | 35,967,290 | | | | 65,129 | |
Semi-Annual Report 2019 | 77
BOSTON PARTNERS INVESTMENT FUNDS
NOTES TO FINANCIAL STATEMENTS(concluded)
February 28, 2019 (unaudited)
Securities lending transactions are entered into by the Funds under a Master Securities Lending Agreement (“MSLA”) which permits the Funds, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset amounts payable by the Funds to the same counterparty against amounts to be received and create one single net payment due to or from the Funds. The following table is a summary of the Funds’ open securities lending transactions which are subject to a MSLA as of the end of the reporting period:
| | | | | | | | GROSS AMOUNT NOT OFFSET IN THE |
| | | | | | | | STATEMENT OF ASSETS AND LIABILITIES |
| | | | | | NET AMOUNT | | | | | | |
| | | | GROSS AMOUNTS | | OF ASSETS | | | | | | |
| | | | OFFSET IN | | PRESENTED IN | | | | | | |
| | GROSS AMOUNT | | THE STATEMENT | | THE STATEMENT | | | | CASH | | |
| | OF RECOGNIZED | | OF ASSETS | | OF ASSETS | | FINANCIAL | | COLLATERAL | | |
FUND | | ASSETS | | AND LIABILITIES | | AND LIABILITIES | | INSTRUMENTS1 | | RECEIVED | | NET AMOUNT |
BP Small Cap Value Fund II | | $ | 164,342,194 | | | $ | — | | | $ | 164,342,194 | | | $ | (164,342,194 | ) | | $ | — | | | $ | — | |
BP Long/Short Equity Fund | | | 52,788,759 | | | | — | | | | 52,788,759 | | | | (52,788,759 | ) | | | — | | | | — | |
BP All-Cap Value Fund | | | 516,880,743 | | | | — | | | | 516,880,743 | | | | (516,880,743 | ) | | | — | | | | — | |
WPG Small/Micro Cap Value Fund | | | 7,708,445 | | | | — | | | | 7,708,445 | | | | (7,708,445 | ) | | | — | | | | — | |
BP Global Equity Fund | | | 34,932,768 | | | | — | | | | 34,932,768 | | | | (34,932,768 | ) | | | — | | | | — | |
1 | Amount disclosed is limited to the amount of assets presented in the Statement of Assets and Liabilites. Actual collateral received may be more than the amount shown. |
9. NEW ACCOUNTING PRONOUNCEMENTS AND REGULATORY UPDATES
In August 2018, FASB issued Accounting Standards Update 2018-13,Fair Value Measurement (Topic 820):Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement(“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Funds’ financial statements and has elected to early adopt the modified disclosure effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
10. SUBSEQUENT EVENTS
Management has evaluated the impact of all subsequent events on the Fund’s through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
78 | Semi-Annual Report 2019
BOSTON PARTNERS INVESTMENT FUNDS
OTHER INFORMATION
(unaudited)
Proxy Voting
Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (888) 261-4073 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
Quarterly Portfolio Schedule
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Part F of Form N-PORT. The Company’s Form N-PORT is available on the SEC website at http://www.sec.gov.
Semi-Annual Report 2019 | 79
INVESTMENT ADVISER
Boston Partners Global Investors, Inc.
909 Third Avenue, 32nd Floor
New York, NY 10022
ADMINISTRATOR AND TRANSFER AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
PRINCIPAL UNDERWRITER
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
CUSTODIAN
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Ernst & Young LLP
One Commerce Square
2005 Market Street, Suite 700
Philadelphia, PA 19103
LEGAL COUNSEL
Drinker Biddle & Reath LLP
OneLogan Square, Ste. 2000
Philadelphia, PA 19103-6996
BOS-SAR19 | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/x1_c93113x82x1.jpg) |
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039122_i.jpg)
Campbell Dynamic Trend Fund
of
THE RBB FUND, INC.
Semi-Annual Report
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Campbell Dynamic Trend Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Campbell Dynamic Trend Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-844-261-6488.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Campbell Dynamic Trend Fund, you can call 1-844-261-6488 to inform the Campbell Dynamic Trend Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Campbell Dynamic Trend Fund.
This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.
Campbell Dynamic Trend Fund
Semi-Annual Report
Performance Data
February 28, 2019 (Unaudited)
average annual total returns for the period ended february 28, 2019 | |
| SIX MONTHS(1) | ONE YEAR | THREE YEAR | SINCE INCEPTION(2) | |
Campbell Dynamic Trend Fund | -6.71% | -5.98% | -3.46% | -3.32% | |
Barclay BTOP50 Index(3) | -3.20% | -3.15% | -5.32% | -2.90% | |
(2) | Inception date of the Fund is December 31, 2014. |
(3) | Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself. |
Performance data quoted is past performance and does not guarantee future results. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted above. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Call the Fund at 1-844-261-6488 for returns current to the most recent month-end.
The performance data quoted reflects fee waivers in effect and would have been less in their absence. The Fund’s total annual operating expense ratio, as stated in the current prospectus dated December 31, 2018, is 2.46% and the Fund’s net operating expense ratio after waivers is 1.25%. Campbell & Company Investment Adviser LLC has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.25% of the Fund’s average daily net assets. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc. Please see the Consolidated Financial Highlights for current figures.
An investment in the Fund is speculative and involves substantial risk. The Fund is not suitable for all investors. It is possible that an investor may lose some or all of its investment. The Fund invests in long and short positions in futures, forwards and spot contracts, each of which may be tied to commodities, financial indices and instruments, foreign currencies, or equity indices. The Fund also invests in investment grade fixed income securities of all durations and maturities. The Fund may be more volatile than investments in traditional securities. Losses on futures and other derivatives can be caused by unanticipated market movements and may be potentially unlimited. Commodities, currencies, foreign investments, and interest rate-linked instruments each entail special risks. The Fund is non-diversified; therefore gains or losses on a single holding may have a relatively great impact on the Fund. A more complete description of the Fund’s risks can be found in its prospectus, which should be read carefully before investing.
The Fund intends to elect to be treated and to qualify each year, as a regulated investment company (“RIC”) under the U.S. Internal Revenue Code (“Code”). To maintain qualification for federal income tax purposes as a RIC under the Code, the Fund must meet certain source-of-income, asset diversification and distribution of its income requirements. If the Fund were to fail to qualify as a RIC and became subject to federal income tax, shareholders of the Fund would be subject to diminished returns.
The Barclay BTOP50 Index (“BTOP50”) seeks to replicate the overall composition of the managed futures industry with regard to trading style and overall market exposure. The BTOP50 employs a top-down approach in selecting its constituents. The largest investable trading adviser programs, as measured by assets under management, are selected for inclusion in the BTOP50. The index portfolio is equally weighted among the selected programs at the beginning of each calendar year and rebalanced annually. It is impossible to invest directly in an index.
Portfolio composition is subject to change.
1
Campbell Dynamic Trend Fund
Fund Expense Examples
February 28, 2019 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2018 through February 28, 2019, and held for the entire period.
Actual Expenses
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the accompanying 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.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period * | Annualized Expense Ratio | Actual Six- Month Total Investment Return for the Fund |
Actual | $1,000.00 | $ 932.90 | $5.99 | 1.25% | -6.71% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,018.60 | 6.26 | 1.25 | N/A |
* | Expenses are equal to the Fund’s annualized six-month expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half year period. The Fund’s ending account values on the first line in the tables is based on the actual six-month total investment return for the Fund. |
2
Campbell Dynamic Trend Fund
Consolidated Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a consolidated summary of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
SHORT-TERM INVESTMENTS: | | | | | | | | |
U.S. Treasury Obligations | | | 82.4 | % | | $ | 18,381,536 | |
OTHER ASSETS IN EXCESS OF LIABILITIES (including futures and forward foreign currency contracts) | | | 17.6 | | | | 3,919,770 | |
NET ASSETS | | | 100.0 | % | | $ | 22,301,306 | |
The Fund seeks to achieve its investment objective by allocating its assets among derivatives and fixed income securities.
As a result of the Fund’s use of derivatives, the Fund may hold significant amounts of U.S. Treasuries or short-term investments.
Portfolio holdings are subject to change at any time.
Refer to the Consolidated Portfolio of Investments for a detailed listing of the Fund’s holdings.
The accompanying notes are an integral part of the consolidated financial statements.
3
Campbell Dynamic Trend Fund
Consolidated Portfolio of Investments
February 28, 2019 (Unaudited)
| Coupon* | Maturity Date | | Par | | | Value | |
SHORT-TERM INVESTMENTS — 82.4% | | | | | | | | | | |
U.S. TREASURY OBLIGATIONS — 82.4% | | | | | | | | | | |
United States Treasury Bill | 2.319% | 3/28/2019 | | $ | 3,495,000 | | | $ | 3,488,807 | |
United States Treasury Bill | 2.410% | 4/25/2019 | | | 2,835,000 | | | | 2,824,670 | |
United States Treasury Bill | 2.470% | 5/16/2019 | | | 3,000,000 | | | | 2,984,895 | |
United States Treasury Bill | 2.474% | 6/20/2019 | | | 2,915,000 | | | | 2,893,508 | |
United States Treasury Bill | 2.429% | 7/18/2019 | | | 2,570,000 | | | | 2,546,110 | |
United States Treasury Bill | 2.439% | 8/15/2019 | | | 3,685,000 | | | | 3,643,546 | |
| | | | | | | | | 18,381,536 | |
TOTAL SHORT-TERM INVESTMENTS | | | | | | | | | | |
(Cost $18,382,407) | | | 18,381,536 | |
| | | | | | | | | | |
TOTAL INVESTMENTS — 82.4% | | | | | | | | | | |
(Cost $18,382,407) | | | 18,381,536 | |
| | | | | | | | | | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 17.6% | | | 3,919,770 | |
NET ASSETS — 100.0% | | $ | 22,301,306 | |
* | Short-term investments’ coupon reflects the annualized yield on the date of purchase for discounted investments. |
The accompanying notes are an integral part of the consolidated financial statements.
4
Campbell Dynamic Trend Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Futures contracts outstanding as of February 28, 2019 were as follows:
Long Contracts | Expiration Date | Number of Contracts | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
10 Year Mini Japanese Government Bond | Mar-19 | 74 | | $ | 6,638,855 | | | $ | 46,401 | |
3-Month Euro Euribor | Mar-20 | 284 | | | 80,758,906 | | | | 28,765 | |
90-Day Bank Bill | Jun-19 | 68 | | | 48,235,845 | | | | 2,132 | |
90-Day Euro | Mar-20 | 58 | | | 14,500,000 | | | | 362 | |
90-Day Sterling | Mar-20 | 145 | | | 24,040,056 | | | | (9,086 | ) |
Amsterdam Index | Mar-19 | 2 | | | 246,153 | | | | 358 | |
Australian 10-Year Bond | Mar-19 | 39 | | | 2,766,468 | | | | 66,665 | |
Australian 3-Year Bond | Mar-19 | 153 | | | 10,853,065 | | | | 67,514 | |
Canadian 10-Year Bond | Jun-19 | 33 | | | 2,507,694 | | | | (13,607 | ) |
DJIA Mini E-CBOT | Mar-19 | 1 | | | 129,565 | | | | (57 | ) |
Euro BUXL 30-Year Bond Futures | Mar-19 | 11 | | | 1,251,194 | | | | 36,499 | |
Euro-Bobl | Mar-19 | 59 | | | 6,710,951 | | | | 16,788 | |
Euro-BTP | Mar-19 | 6 | | | 682,470 | | | | 1,017 | |
Euro-Bund | Mar-19 | 27 | | | 3,071,113 | | | | 52,189 | |
Euro-Oat | Mar-19 | 27 | | | 3,071,113 | | | | 31,305 | |
Euro-Schatz | Mar-19 | 74 | | | 8,417,125 | | | | (8,760 | ) |
Gold 100 Oz | Apr-19 | 8 | | | 1,052,880 | | | | (839 | ) |
Hang Seng Index | Mar-19 | 1 | | | 182,592 | | | | 1,073 | |
Live Cattle | Apr-19 | 22 | | | 1,142,680 | | | | 17,605 | |
London Metals Exchange Aluminum | Mar-19 | 22 | | | 1,042,113 | | | | 9,420 | |
London Metals Exchange Copper | Mar-19 | 4 | | | 653,050 | | | | 39,375 | |
London Metals Exchange Copper | Jun-19 | 2 | | | 325,650 | | | | 1,663 | |
London Metals Exchange Nickel | Mar-19 | 7 | | | 545,601 | | | | 37,152 | |
London Metals Exchange Nickel | Jun-19 | 2 | | | 156,876 | | | | (1,153 | ) |
London Metals Exchange Zinc | Mar-19 | 7 | | | 490,963 | | | | 24,140 | |
London Metals Exchange Zinc | Jun-19 | 1 | | | 69,338 | | | | 747 | |
Long Gilt | Jun-19 | 10 | | | 1,326,348 | | | | (20,438 | ) |
OMX Stockholm 30 Index | Mar-19 | 14 | | | 238,285 | | | | (1,262 | ) |
Palladium | Jun-19 | 11 | | | 1,651,650 | | | | 60,973 | |
S&P/TSX 60 Index | Mar-19 | 3 | | | 434,241 | | | | (660 | ) |
Silver | May-19 | 2 | | | 156,350 | | | | (3,590 | ) |
SPI 200 Index | Mar-19 | 4 | | | 436,180 | | | | 4,906 | |
Sugar No. 11 (World) | May-19 | 1 | | | 14,314 | | | | (384 | ) |
U.S. Treasury 10-Year Notes | Jun-19 | 21 | | | 2,102,121 | | | | (10,044 | ) |
U.S. Treasury 2-Year Notes | Jun-19 | 29 | | | 5,788,133 | | | | (3,213 | ) |
U.S. Treasury 5-Year Notes | Jun-19 | 31 | | | 3,131,305 | | | | (5,378 | ) |
U.S. Treasury Long Bond (Chicago Board of Trade) | Jun-19 | 8 | | | 975,800 | | | | (10,577 | ) |
U.S. Treasury Ultra Long Bond (Chicago Board of Trade) | Jun-19 | 4 | | | 402,243 | | | | (9,038 | ) |
| | | | | | | | $ | 448,963 | |
The accompanying notes are an integral part of the consolidated financial statements.
5
Campbell Dynamic Trend Fund
Consolidated Portfolio of Investments (Continued)
February 28, 2019 (Unaudited)
Short Contracts | Expiration Date | Number of Contracts | | Notional Amount | | | Value and Unrealized Appreciation/ (Depreciation) | |
Brent Crude | Jun-19 | 3 | | $ | (198,990 | ) | | $ | 1,975 | |
Cattle Feeder Futures | Apr-19 | 2 | | | (146,150 | ) | | | 544 | |
Cocoa | May-19 | 3 | | | (67,410 | ) | | | (219 | ) |
Coffee | May-19 | 17 | | | (627,619 | ) | | | 38,367 | |
Corn | May-19 | 21 | | | (389,288 | ) | | | 13,540 | |
Cotton No.2 | May-19 | 23 | | | (837,430 | ) | | | (12,884 | ) |
DAX Index | Mar-19 | 2 | | | (655,171 | ) | | | (26,791 | ) |
Euro Stoxx 50 | Mar-19 | 3 | | | (112,539 | ) | | | (4,406 | ) |
FTSE 100 Index | Mar-19 | 1 | | | (93,846 | ) | | | (127 | ) |
FTSE/JSE Top 40 | Mar-19 | 6 | | | (211,042 | ) | | | (7,905 | ) |
FTSE/MIB Index | Mar-19 | 1 | | | (117,470 | ) | | | (4,723 | ) |
Gasoline RBOB | Apr-19 | 6 | | | (441,580 | ) | | | (32,359 | ) |
IBEX 35 Index | Mar-19 | 1 | | | (105,693 | ) | | | (3,643 | ) |
Lean Hogs | Apr-19 | 17 | | | (379,952 | ) | | | 15,340 | |
London Metals Exchange Aluminum | Mar-19 | 22 | | | (1,042,113 | ) | | | 26,002 | |
London Metals Exchange Aluminum | Jun-19 | 14 | | | (671,038 | ) | | | (15,562 | ) |
London Metals Exchange Copper | Mar-19 | 4 | | | (653,050 | ) | | | (51,084 | ) |
London Metals Exchange Copper | Jun-19 | 2 | | | (325,650 | ) | | | (20,056 | ) |
London Metals Exchange Nickel | Mar-19 | 7 | | | (545,601 | ) | | | (64,340 | ) |
London Metals Exchange Nickel | Jun-19 | 2 | | | (156,876 | ) | | | (7,998 | ) |
London Metals Exchange Zinc | Mar-19 | 7 | | | (490,963 | ) | | | (39,092 | ) |
London Metals Exchange Zinc | Jun-19 | 1 | | | (69,338 | ) | | | (3,640 | ) |
Low Sulphur Gasoil G Futures | Apr-19 | 3 | | | (186,225 | ) | | | (13,005 | ) |
MSCI Singapore Exchange ETS | Mar-19 | 1 | | | (26,612 | ) | | | 273 | |
MSCI Taiwan Index | Mar-19 | 4 | | | (151,320 | ) | | | (388 | ) |
Natural Gas | Apr-19 | 1 | | | (28,100 | ) | | | (1,912 | ) |
Nikkei 225 (Osaka Securities Exchange) | Mar-19 | 3 | | | (287,175 | ) | | | (9,377 | ) |
Platinum | Apr-19 | 9 | | | (393,840 | ) | | | (36,692 | ) |
Russell 2000 E-Mini | Mar-19 | 2 | | | (157,550 | ) | | | (5,809 | ) |
S&P Mid 400 E-Mini | Mar-19 | 1 | | | (191,080 | ) | | | (5,062 | ) |
Soybean | May-19 | 6 | | | (273,075 | ) | | | 4,545 | |
Topix Index | Mar-19 | 3 | | | (432,243 | ) | | | (8,093 | ) |
Wheat | May-19 | 16 | | | (367,600 | ) | | | 25,154 | |
WTI Crude | Apr-19 | 5 | | | (286,100 | ) | | | (20,382 | ) |
| | | | | | | | $ | (269,809 | ) |
Total Futures Contracts | | | | | | | | $ | 179,154 | |
The accompanying notes are an integral part of the consolidated financial statements.
6
Campbell Dynamic Trend Fund
Consolidated Portfolio of Investments (Concluded)
February 28, 2019 (Unaudited)
Forward foreign currency contracts outstanding as of February 28, 2019 were as follows:
Currency Purchased | | | | Currency Sold | | | | Expiration Date | Counterparty | | Unrealized Appreciation/ (Depreciation) | |
AUD | | | 3,550,000 | | | | | | USD | | | 2,552,611 | | | | | | Mar 20 2019 | UBS | | $ | (33,500 | ) |
CAD | | | 7,000,000 | | | | | | USD | | | 5,311,706 | | | | | | Mar 20 2019 | UBS | | | 10,300 | |
CHF | | | 350,000 | | | | | | USD | | | 355,905 | | | | | | Mar 20 2019 | UBS | | | (4,545 | ) |
EUR | | | 2,400,000 | | | | | | USD | | | 2,739,473 | | | | | | Mar 20 2019 | UBS | | | (4,877 | ) |
GBP | | | 2,500,000 | | | | | | USD | | | 3,252,127 | | | | | | Mar 20 2019 | UBS | | | 67,271 | |
JPY | | | 543,000,000 | | | | | | USD | | | 4,965,239 | | | | | | Mar 20 2019 | UBS | | | (85,809 | ) |
NOK | | | 16,950,000 | | | | | | USD | | | 1,974,193 | | | | | | Mar 20 2019 | UBS | | | 8,571 | |
NZD | | | 3,850,000 | | | | | | USD | | | 2,651,474 | | | | | | Mar 20 2019 | UBS | | | (28,480 | ) |
SEK | | | 28,800,000 | | | | | | USD | | | 3,167,508 | | | | | | Mar 20 2019 | UBS | | | (44,176 | ) |
USD | | | 3,652,825 | | | | | | AUD | | | 5,050,000 | | | | | | Mar 20 2019 | UBS | | | 69,301 | |
USD | | | 6,313,567 | | | | | | CAD | | | 8,350,000 | | | | | | Mar 20 2019 | UBS | | | (34,826 | ) |
USD | | | 1,217,861 | | | | | | CHF | | | 1,200,000 | | | | | | Mar 20 2019 | UBS | | | 13,199 | |
USD | | | 4,935,229 | | | | | | EUR | | | 4,300,000 | | | | | | Mar 20 2019 | UBS | | | 35,745 | |
USD | | | 3,796,189 | | | | | | GBP | | | 2,950,000 | | | | | | Mar 20 2019 | UBS | | | (120,700 | ) |
USD | | | 5,371,469 | | | | | | JPY | | | 597,000,000 | | | | | | Mar 20 2019 | UBS | | | 6,791 | |
USD | | | 3,838,780 | | | | | | NOK | | | 32,550,000 | | | | | | Mar 20 2019 | UBS | | | 31,172 | |
USD | | | 2,556,065 | | | | | | NZD | | | 3,750,000 | | | | | | Mar 20 2019 | UBS | | | 1,201 | |
USD | | | 5,617,172 | | | | | | SEK | | | 50,400,000 | | | | | | Mar 20 2019 | UBS | | | 151,341 | |
Total Forward Foreign Currency Contracts | | $ | 37,979 | |
AUD | Australian Dollar | | JPY | Japanese Yen |
CAD | Canadian Dollar | | NOK | Norwegian Krone |
CHF | Swiss Franc | | NZD | New Zealand Dollar |
EUR | Euro | | SEK | Swedish Krona |
GBP | British Pound | | USD | United States Dollar |
The accompanying notes are an integral part of the consolidated financial statements.
7
Campbell Dynamic Trend Fund
Consolidated Statement of Assets and Liabilities
February 28, 2019 (Unaudited)
ASSETS | | | | |
Investments, at value (cost $18,382,407) | | $ | 18,381,536 | |
Cash | | | 1,531,258 | |
Deposits with brokers: | | | | |
Futures contracts | | | 1,286,567 | |
Forward foreign currency contracts | | | 945,000 | |
Unrealized appreciation on futures contracts | | | 672,790 | |
Unrealized appreciation on forward foreign currency contracts | | | 394,892 | |
Prepaid expenses and other assets | | | 19,576 | |
Total assets | | | 23,231,619 | |
LIABILITIES | | | | |
Due to broker | | | 19,072 | |
Payables for: | | | | |
Advisory fees | | | 5,269 | |
Unrealized depreciation on futures contracts | | | 493,636 | |
Unrealized depreciation on forward foreign currency contracts | | | 356,913 | |
Other accrued expenses and liabilities | | | 55,423 | |
Total liabilities | | | 930,313 | |
Net assets | | $ | 22,301,306 | |
NET ASSETS CONSIST OF: | | | | |
Par value | | $ | 2,717 | |
Paid-in capital | | | 23,939,067 | |
Total distributable earnings/(loss) | | | (1,640,478 | ) |
Net assets | | $ | 22,301,306 | |
CAPITAL SHARES: | | | | |
Net assets | | $ | 22,301,306 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 2,716,733 | |
Net asset value, offering and redemption price per share | | $ | 8.21 | |
The accompanying notes are an integral part of the consolidated financial statements.
8
Campbell Dynamic Trend Fund
Consolidated Statement of Operations
For The Six Months Ended
February 28, 2019 (Unaudited)
INVESTMENT INCOME | | | | |
Interest | | $ | 211,091 | |
Total investment income | | | 211,091 | |
EXPENSES | | | | |
Advisory fees (Note 2) | | | 119,039 | |
Audit and tax service fees | | | 26,805 | |
Administration and accounting services fees (Note 2) | | | 23,446 | |
Registration and filing fees | | | 15,813 | |
Legal fees | | | 11,454 | |
Officer fees | | | 8,303 | |
Transfer agent fees (Note 2) | | | 3,840 | |
Director fees | | | 3,820 | |
Custodian fees (Note 2) | | | 1,215 | |
Other expenses | | | 2,054 | |
Total expenses before waivers and reimbursements | | | 215,789 | |
Less: waivers and reimbursements (Note 2) | | | (73,471 | ) |
Net expenses after waivers and reimbursements | | | 142,318 | |
Net investment income/(loss) | | | 68,773 | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | |
Net realized gain/(loss) from: | | | | |
Futures contracts | | | (1,435,114 | ) |
Foreign currency transactions | | | 759 | |
Forward foreign currency contracts | | | 59,153 | |
Net change in unrealized appreciation/(depreciation) on: | | | | |
Investments | | | (388 | ) |
Futures contracts | | | (155,373 | ) |
Foreign currency translations | | | 149 | |
Forward foreign currency contracts | | | (138,161 | ) |
Net realized and unrealized gain/(loss) from investments | | | (1,668,975 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (1,600,202 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
9
Campbell Dynamic Trend Fund
Consolidated Statements of Changes in Net Assets
| | For the six months ended february 28, 2019 (unaudited) | | | For the Year Ended August 31, 2018(1) | |
Increase/(Decrease) in Net Assets From Operations: | | | | | | | | |
Net investment income/(loss) | | $ | 68,773 | | | $ | 7,684 | |
Net realized gain/(loss) from investments, futures contracts, foreign currency transactions and forward foreign currency contracts | | | (1,375,202 | ) | | | 26,542 | |
Net change in unrealized appreciation/(depreciation) on investments, future contracts, foreign currency translation and forward foreign currency contracts | | | (293,773 | ) | | | 382,034 | |
Net increase/(decrease) in net assets resulting from operations | | | (1,600,202 | ) | | | 416,260 | |
| | | | | | | | |
Dividends and Distributions to Shareholders From: | | | | | | | | |
Total distributable earnings | | | (476,308 | ) | | | (204,171 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (476,308 | ) | | | (204,171 | ) |
| | | | | | | | |
Capital Share Transactions: | | | | | | | | |
Proceeds from shares sold | | | 8 | | | | 14,357,238 | |
Proceeds from reinvestment of distributions | | | 476,308 | | | | 204,171 | |
Shares redeemed | | | (4,741 | ) | | | — | |
Net increase/(decrease) in net assets from capital share transactions | | | 471,575 | | | | 14,561,409 | |
Total increase/(decrease) in net assets | | | (1,604,935 | ) | | | 14,773,498 | |
| | | | | | | | |
Net Assets: | | | | | | | | |
Beginning of period | | | 23,906,241 | | | | 9,132,743 | |
End of period | | $ | 22,301,306 | | | $ | 23,906,241 | |
| | | | | | | | |
Share Transactions: | | | | | | | | |
Shares sold | | | 1 | | | | 1,624,061 | |
Shares reinvested | | | 57,180 | | | | 22,660 | |
Shares redeemed | | | (574 | ) | | | — | |
Net increase/(decrease) in shares outstanding | | | 56,607 | | | | 1,646,721 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission's (“SEC”) Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders from net realized capital gains were $(204,171) during the year ended August 31, 2018, and accumulated net investment income/(loss) as of August 31, 2018 was $(107,454). |
The accompanying notes are an integral part of the consolidated financial statements.
10
Campbell Dynamic Trend Fund
Consolidated Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the consolidated financial statements. |
| | for the six months ended february 28, 2019 (unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the year Ended August 31, 2016 | | | For the Period Ended August 31, 2015(1) | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 8.99 | | | $ | 9.01 | | | $ | 9.26 | | | $ | 9.71 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | 0.03 | | | | 0.01 | | | | (0.07 | ) | | | (0.11 | ) | | | (0.08 | ) |
Net realized and unrealized gain/(loss) from investments | | | (0.64 | ) | | | 0.17 | | | | (0.18 | ) | | | (0.21 | ) | | | (0.21 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (0.61 | ) | | | 0.18 | | | | (0.25 | ) | | | (0.32 | ) | | | (0.29 | ) |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.03 | ) | | | — | | | | — | | | | — | | | | — | |
Net realized capital gains | | | (0.14 | ) | | | (0.20 | ) | | | — | | | | (0.13 | ) | | | — | |
Total dividends and distributions to shareholders | | | (0.17 | ) | | | (0.20 | ) | | | — | | | | (0.13 | ) | | | — | |
Net asset value, end of period | | $ | 8.21 | | | $ | 8.99 | | | $ | 9.01 | | | $ | 9.26 | | | $ | 9.71 | |
Total investment return/(loss)(3) | | | (6.71 | )%(6) | | | 2.01 | % | | | (2.70 | )% | | | (3.36 | )% | | | (2.90 | )%(6) |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s) | | $ | 22,301 | | | $ | 23,906 | | | $ | 9,133 | | | $ | 9,386 | | | $ | 9,715 | |
Ratio of expenses to average net assets with waivers and reimbursements | | | 1.25 | %(5) | | | 1.25 | %(4) | | | 1.27 | %(4) | | | 1.25 | % | | | 1.26 | %(4)(5) |
Ratio of expenses to average net assets without waivers and reimbursements | | | 1.90 | %(5) | | | 2.46 | % | | | 3.47 | % | | | 4.04 | % | | | 4.39 | %(5) |
Ratio of net investment income/(loss) to average net assets | | | 0.61 | %(5) | | | 0.06 | % | | | (0.80 | )% | | | (1.13 | )% | | | (1.25 | )%(5) |
Portfolio turnover rate | | | 0 | %(6) | | | 0 | % | | | 0 | % | | | 0 | % | | | 0 | %(6) |
(1) | The Fund commenced investment operations on December 31, 2014. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) | Expense ratio includes interest expense. Excluding such interest expense, the ratio of expenses to average net assets would be 1.25%. |
The accompanying notes are an integral part of the consolidated financial statements.
11
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements
February 28, 2019 (Unaudited)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Campbell Dynamic Trend Fund (the “Fund”), which commenced investment operations on December 31, 2014.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund’s investment objective is to seek capital appreciation.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies.”
The end of the reporting period for the Fund is February 28, 2019, and the period covered by these Notes to Consolidated Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
Consolidation of Subsidiary — The Adviser’s Campbell Dynamic Trend Program will be achieved by the Fund investing up to 25% of its total assets in the Campbell Core Offshore Limited (the “Subsidiary”), a wholly-owned and controlled subsidiary for the Fund organized under the laws of the Cayman Islands. The consolidated financial statements of the Fund include the financial statements of the Subsidiary. The Fund consolidates the results of subsidiaries in which the Fund holds a controlling financial interest (greater than 50%). All inter-company accounts and transactions have been eliminated. As of the end of the reporting period, the net assets of the Subsidiary were $698,006, which represented 3.13% of the Fund’s net assets.
Portfolio Valuation — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sales price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Investments in other open-end investment companies are valued based on the NAV of those investment companies (which may use fair value pricing as discussed in their prospectuses). Forward currency exchange contracts are valued by interpolating between spot and forward currency rates as quoted by an independent pricing service. Futures contracts are generally valued using the settlement price determined by the relevant exchange. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
Fair Value Measurements — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1 – Prices are determined using quoted prices in active markets for identical securities. |
| ● | Level 2 – Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
12
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
| ● | Level 3 – Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies 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 the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Short-Term Investments | | $ | 18,381,536 | | | $ | 18,381,536 | | | $ | — | | | $ | — | |
Commodity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 316,543 | | | | 316,543 | | | | — | | | | — | |
Equity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 6,610 | | | | 6,610 | | | | — | | | | — | |
Interest Rate Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | 349,637 | | | | 349,637 | | | | — | | | | — | |
Foreign Exchange Contracts | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | | 394,892 | | | | — | | | | 394,892 | | | | — | |
Total Assets | | $ | 19,449,218 | | | $ | 19,054,326 | | | $ | 394,892 | | | $ | — | |
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Commodity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | $ | (325,192 | ) | | $ | (325,192 | ) | | $ | — | | | $ | — | |
Equity Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | (78,303 | ) | | | (78,303 | ) | | | — | | | | — | |
Interest Rate Contracts | | | | | | | | | | | | | | | | |
Futures Contracts | | | (90,141 | ) | | | (90,141 | ) | | | — | | | | — | |
Foreign Exchange Contracts | | | | | | | | | | | | | | | | |
Forward Foreign Currency Contracts | | | (356,913 | ) | | | — | | | | (356,913 | ) | | | — | |
Total Liabilities | | $ | (850,549 | ) | | $ | (493,636 | ) | | $ | (356,913 | ) | | $ | — | |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end
13
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers are disclosed if the Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
Disclosures about Derivative Instruments and Hedging Activities — Derivative instruments are defined as financial instruments whose value and performance are based on the value and performance of another security or financial instrument. Derivative instruments that the Fund used during the period include forward foreign currency contracts and futures contracts.
During the current fiscal period, the Fund used long and short contracts on U.S. and foreign equity market indices, U.S. and foreign government bonds, foreign currencies and commodities (through investment in the Subsidiary), to gain investment exposure in accordance with its investment objective.
The following tables provide quantitative disclosures about fair value amounts of, and gains and losses on, the Fund’s derivative instruments as of and for the current fiscal period.
The following table lists the fair values of the Fund’s derivative holdings as of the end of the reporting period, grouped by contract type and risk exposure category.
Derivative Type | Consolidated Statement of Assets and Liabilities Location | | Commodity Contracts | | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Total | |
Asset Derivatives |
Futures Contracts (a) | Unrealized appreciation on futures contracts | | $ | 316,543 | | | $ | 6,610 | | | $ | 349,637 | | | $ | — | | | $ | 672,790 | |
Forward Contracts (a) | Unrealized appreciation on forward foreign currency contracts | | | — | | | | — | | | | — | | | | 394,892 | | | | 394,892 | |
Total Value - Assets | | | $ | 316,543 | | | $ | 6,610 | | | $ | 349,637 | | | $ | 394,892 | | | $ | 1,067,682 | |
Liability Derivatives |
Futures Contracts (a) | Unrealized depreciation on futures contracts | | $ | (325,192 | ) | | $ | (78,303 | ) | | $ | (90,141 | ) | | $ | — | | | $ | (493,636 | ) |
Forward Contracts (a) | Unrealized depreciation on forward foreign currency contracts | | | — | | | | — | | | | — | | | | (356,913 | ) | | | (356,913 | ) |
Total Value - Liabilities | | | $ | (325,192 | ) | | $ | (78,303 | ) | | $ | (90,141 | ) | | $ | (356,913 | ) | | $ | (850,549 | ) |
(a) | This amount represents the cumulative appreciation/(depreciation) of forward and futures contracts as reported in the Consolidated Portfolio of Investments. |
14
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following table lists the amounts of realized gains/(losses) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | Consolidated Statement of Operations Location | | Commodity Contracts | | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Total | |
Realized Gain/(Loss) |
Futures Contracts | Net realized gain/ (loss) from futures contracts | | $ | (99,055 | ) | | $ | (1,260,036 | ) | | $ | (76,023 | ) | | $ | — | | | $ | (1,435,114 | ) |
Forward Contracts | Net realized gain/ (loss) from forward foreign currency contracts | | | — | | | | — | | | | — | | | | 59,153 | | | | 59,153 | |
Total Realized Gain/(Loss) | | | $ | (99,055 | ) | | $ | (1,260,036 | ) | | $ | (76,023 | ) | | $ | 59,153 | | | $ | (1,375,961 | ) |
The following table lists the amounts of change in unrealized appreciation/(depreciation) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | Consolidated Statement of Operations Location | | Commodity Contracts | | | Equity Contracts | | | Interest Rate Contracts | | | Foreign Currency Contracts | | | Total | |
Change in Unrealized Appreciation/(Depreciation) |
Futures Contracts | Net change in unrealized appreciation/(depreciation) on futures contracts | | $ | (169,844 | ) | | $ | (260,733 | ) | | $ | 275,204 | | | $ | — | | | $ | (155,373 | ) |
Forward Contracts | Net change in unrealized appreciation/(depreciation) on forward foreign currency contracts | | | — | | | | — | | | | — | | | | (138,161 | ) | | | (138,161 | ) |
Total Change in Unrealized Appreciation/(Depreciation) | | | $ | (169,844 | ) | | $ | (260,733 | ) | | $ | 275,204 | | | $ | (138,161 | ) | | $ | (293,534 | ) |
During the current fiscal period, the Fund’s quarterly average volume of derivatives was as follows:
| Long Futures Notional Amount | | | Short Futures Notional Amount | | | Forward Foreign Currency Contracts — Payable (Value at Trade Date) | | | Forward Foreign Currency Contracts — Receivable (Value at Trade Date) | |
| $ | 209,324,223 | | | $ | (50,950,373 | ) | | $ | (56,122,229 | ) | | $ | 56,191,540 | |
15
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
For financial reporting purposes, the Fund does not offset fair value amounts recognized for derivative instruments and fair value amounts recognized for the right to reclaim cash collateral (receivables) or the obligation to return cash collateral (payables) arising from derivative instruments recognized at fair value executed with the same counterparty under a master netting arrangement.
The following is a summary of financial and derivative instruments that are subject to enforceable master netting agreements (or similar arrangements) and collateral received and pledged in connection with the master netting agreements (or similar arrangements).
| | | | | | Gross Amount Not Offset in Consolidated Statement of Assets and Liabilities | | | | | | | | | | | Gross Amount Not Offset in Consolidated Statement of Assets and Liabilities | | | | | |
Description | | Gross Amount Presented in the Consolidated Statement of Assets and Liabilities | | | Financial Instruments | | | Collateral Received | | | Net Amount(1) | | | Gross Amount Presented in the Consolidated Statement of Assets and Liabilities | | | Financial Instruments | | | Collateral Pledged(2) | | | Net Amount(3) | |
| | Assets | | | Liabilities | |
Forward Foreign Currency Contracts | | $ | 394,892 | | | $ | (356,913 | ) | | $ | — | | | $ | 37,979 | | | $ | 356,913 | | | $ | (356,913 | ) | | $ | — | | | $ | — | |
(1) | Net amount represents the net amount receivable from the counterparty in the event of default. |
(2) | Actual collateral pledged may be more than the amount shown. |
(3) | Net amount represents the net amount payable to the counterparty in the event of default. |
Use of Estimates — The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
Investment Transactions, Investment Income and Expenses — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
Dividends and Distributions to Shareholders — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
16
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
U.S. Tax Status — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
For tax purposes, the Subsidiary is an exempted Cayman Islands investment company. The Subsidiary has received an undertaking from the Government of the Cayman Islands exempting it from all local income, profits and capital gains taxes. No such taxes are levied in the Cayman Islands at the present time. For U.S. income tax purposes, the Subsidiary is a Controlled Foreign Corporation and as such is not subject to U.S. income tax.
Foreign Currency Translation — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the consolidated financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date.
The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investments in the Consolidated Statement of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Consolidated Statement of Operations.
Currency Risk — Investment in foreign securities involves currency risk associated with securities that trade or are denominated in currencies other than the U.S. dollar and which may be affected by fluctuations in currency exchange rates. An increase in the strength of the U.S. dollar relative to a foreign currency may cause the U.S. dollar value of an investment in that country to decline. Foreign currencies also are subject to risks caused by inflation, interest rates, budget deficits and low savings rates, political factors and government controls. Forward foreign currency exchange contracts may limit potential gains from a favorable change in value between the U.S. dollar and foreign currencies. Unanticipated changes in currency pricing may result in poorer overall performance for the Fund than if it had not engaged in these contracts.
Commodity Sector Risk — Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. The prices of energy, industrial metals, precious metals, agriculture and livestock sector commodities may fluctuate widely due to factors such as changes in value, supply and demand and governmental regulatory policies. The commodity-linked securities in which the Fund invests may be issued by companies in the financial services sector, and events affecting the financial services sector may cause the Fund’s share value to fluctuate.
Foreign Securities Market Risk — A substantial portion of the trades of the Fund are expected to take place on markets or exchanges outside the United States. There is no limit to the amount of assets of the Fund that may be committed to trading on foreign markets. The risk of loss in trading foreign futures and options on futures contracts can be substantial. Participation in foreign futures and options on futures contracts involves the execution and clearing of trades on, or subject to the rules of, a foreign board of trade or exchange. Some of these foreign markets, in contrast to U.S. exchanges, are so-called principals’ markets in which performance is the responsibility only of the individual counterparty with whom the trader has entered into a commodity interest transaction and not of the exchange or clearing corporation. In these kinds of markets, there is risk of bankruptcy or other failure or refusal to perform by the counterparty.
17
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
Counterparty Risk — The derivative contracts entered into by the Fund or its Subsidiary may be privately negotiated in the over-the-counter market. These contracts also involve exposure to credit risk, since contract performance depends in part on the financial condition of the counterparty. Relying on a counterparty exposes the Fund to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Fund to suffer a loss. If a counterparty defaults on its payment obligations to the Fund, this default will cause the value of an investment in the Fund to decrease.
Credit Risk — Credit risk refers to the possibility that the issuer of the security or a counterparty in respect of a derivative instrument will not be able to satisfy its payment obligations to the Fund when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Securities rated in the four highest categories by the rating agencies are considered investment grade but they may also have some speculative characteristics. Investment grade ratings do not guarantee that bonds will not lose value or default. In addition, the credit quality of securities may be lowered if an issuer’s financial condition changes.
Futures Contracts — The Fund uses futures contracts in the normal course of pursuing its investment objective. Upon entering into a futures contract, the Fund must deposit initial margin in addition to segregating cash or liquid assets sufficient to meet its obligation to purchase or provide securities, or to pay the amount owed at the expiration of an index-based futures contract. Such liquid assets may consist of cash, cash equivalents, liquid debt or equity securities or other acceptable assets. Pursuant to the futures contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the contract. Such a receipt of payment is known as “variation margin” and is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contract. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities. Use of long futures contracts subjects the Fund to risk of loss in excess of the amount shown on the Consolidated Statement of Assets and Liabilities, up to the notional value of the futures contract. Use of short futures contracts subjects the Fund to unlimited risk of loss.
Forward Foreign Currency Contracts — The Fund uses forward foreign currency contracts (“forward contracts”) in the normal course of pursuing its investment objectives. These contracts are marked-to-market daily at the applicable translation rates. The Fund records realized gains or losses at the time the forward contract is closed. A forward contract is extinguished through a closing transaction or upon delivery of the currency or entering an offsetting contract. Risks may arise upon entering these contracts from the potential inability of a counterparty to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar or other currencies. The Fund’s maximum risk of loss from counterparty credit risk related to forward foreign currency contracts is the fair value of the contract. The risk may be mitigated to some extent if a master netting arrangement between the Fund and the counterparty is in place and to the extent the Fund obtains collateral to cover the Fund’s exposure to the counterparty.
Cash and Cash Equivalents — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
Other — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
18
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
2. Investment Adviser and Other Services
Campbell & Company Investment Adviser LLC (“Campbell” or the “Adviser”) serves as the investment adviser to the Fund. The Adviser is a wholly-owned subsidiary of Campbell & Company, L.P. The Fund compensates the Adviser for its services at an annual rate based on the Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed the rate (“Expense Cap”) shown in the following table of the Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause total annual Fund operating expenses to exceed the Expense Cap as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary expenses, interest and taxes. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue this arrangement at any time after December 31, 2019.
Advisory Fee | Expense Cap |
1.05% | 1.25% |
During the current fiscal period, investment advisory fees accrued, waived and/or reimbursed were as follows:
| Gross Advisory Fees | | | Waivers and/or Reimbursements | | | Net Advisory Fees | |
| $ | 119,039 | | | $ | (73,471 | ) | | $ | 45,568 | |
If at any time the Fund’s total annual Fund operating expenses for a year are less than the Expense Cap, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed the Expense Cap that was in effect at the time of the waiver or reimbursement.
As of the end of the reporting period, the Fund had amounts available for recoupment as follows:
| Expiration | |
| August 31, 2019 | | | August 31, 2020 | | | August 31, 2021 | | | August 31, 2022 | | | Total | |
| $ | 141,378 | | | $ | 199,666 | | | $ | 149,574 | | | $ | 73,471 | | | $ | 564,089 | |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
19
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
For compensation amounts paid to Fund Services and the Custodian, please refer to the Consolidated Statement of Operations.
3. Director and Officer Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Consolidated Statement of Operations.
4. Purchases and Sales of Investment Securities
During the current fiscal period, there were no purchases and sales of investment securities (excluding short-term investments and derivative transactions) or long-term U.S. Government securities of the Fund.
5. Federal Income Tax Information
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the consolidated financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows(a):
| Federal Tax Cost | | | Unrealized Appreciation | | | Unrealized (Depreciation) | | | Net Unrealized Appreciation/ (Depreciation) | |
| $ | 20,683,243 | | | $ | 15,197 | | | $ | (432,168 | ) | | $ | (416,971 | ) |
(a) | The difference between the book basis and tax basis cost and aggregate gross unrealized appreciation and depreciation of investments is attributable primarily to non-1256 futures and timing difference related to taxable income from a wholly owned controlled foreign corporation. |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying consolidated financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
20
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following permanent differences as of August 31, 2018, primarily attributable to investments in wholly-owned controlled foreign corporation and reclassifications for treatment of certain foreign currency transactions were reclassified among the following accounts:
| UNDISTRIBUTED NET INVESTMENT INCOME/(Loss) | | | ACCUMULATED NET REALIZED GAIN/(Loss) | | | PAID-IN CAPITAL | |
| $ | (87,436 | ) | | $ | 117,699 | | | $ | (30,263 | ) |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
| Undistributed Ordinary Income | | | Undistributed Long-Term Capital Gains | | | Unrealized Appreciation/ (Depreciation) | | | Qualified Late-Year Losses | | | Capital Loss Carryforwards | | | Other Temporary Differences | |
| $ | 297,385 | | | $ | 178,895 | | | $ | (40,248 | ) | | $ | — | | | $ | — | | | $ | — | |
The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains of the Subsidiary for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018, were as follows:
| Ordinary Income | | | Long-Term Gains | | | Total | |
| $ | 204,171 | | | $ | — | | | $ | 204,171 | |
Pursuant to federal income tax rules applicable to regulated investment companies, the Fund may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the fiscal year ended August 31, 2018, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2018. As of August 31, 2018, the Fund had no tax basis qualified late-year losses.
Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2018, the Fund had no tax basis capital loss carryovers to offset future capital gains.
6. New Accounting Pronouncements and regulatory updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s consolidated financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
21
Campbell Dynamic Trend Fund
Notes To Consolidated Financial Statements (Concluded)
February 28, 2019 (Unaudited)
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
7. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the consolidated financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the consolidated financial statements.
22
Campbell Dynamic Trend Fund
Other Information
(Unaudited)
Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (844) 261-6488 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q (or successor Form). The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
23
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Investment Adviser
Campbell & Company Investment Adviser LLC
2850 Quarry Lake Drive
Baltimore, Maryland 21209
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
Ernst & Young LLP
One Commerce Square
2005 Market Street, Suite 700
Philadelphia, PA 19103
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
CADT-SAR19
FREE MARKET U.S. EQUITY FUND
FREE MARKET INTERNATIONAL EQUITY FUND
FREE MARKET FIXED INCOME FUND
of
The RBB Fund, Inc.
SEMI-Annual Report
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Funds’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Funds electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-866-780-0357 ext. 3863.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Funds, you can call 1-866-780-0357 ext. 3863 to inform the Funds that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Funds.
This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Funds.
FREE MARKET FUNDS
SEMI-Annual Investment Adviser’s Report
February 28, 2019 (Unaudited)
February 28, 2019
Dear Shareholder,
The Free Market Funds (the “Funds”) have surpassed $8.1 billion in assets under management. We would like to extend a warm and grateful thank you to all investors who have embraced our Free Market Portfolio Strategies.
Over the past six months ended February 28, 2019, investors experienced some turbulence in the equity markets. U.S. stocks reached all-time highs back in September of 2018, but these highs were followed by a pullback to close out 2018. Large cap stocks fell to the tune of -3.04% as represented by the S&P 500® Index over the past 6 months. Large cap value stocks did not retrace as much and ended the last six months down only -1.62% as measured by the Russell 1000® Value Index. The hardest hit asset class in the funds were U.S. small cap stocks which fell -8.86% as measured by the Russell 2000® Index. Internationally, emerging market stocks led the way eking out a return of 0.33% as measured by the MSCI Emerging Markets Index. Broad based international markets however experienced downward pressure, returning -3.41% as measured by the MSCI World ex USA Index. International large cap stocks for comparison fell -3.58% as measured by the MSCI EAFE Index. International small cap stocks were hit hardest abroad during the time period, falling -7.92% as measured by the MSCI EAFE Small Cap Index. The bond markets over the last six months notched higher, returning 1.97% as measured by the World Government Bond Index as interest rates retreated from their peaks in November.
Matson Money, Inc. (“Matson Money”) strives to deliver the performance of capital markets and add value through Free Market Investment strategies and Structured Market Portfolios. Grounded in the conviction that Free Markets work, Matson Money endeavors to avoid the cost-generating activity of stock picking and market timing. Instead, we focus on the dimensions of capital markets that we believe reward investors as intelligently and effectively as possible. Our disciplined approach to life-long investing aims to provide both the individual investor and the financial professional with the academic foundation upon which to help achieve investment goals.
In the landmark study done by Eugene Fama and Kenneth French and published in “The Cross-Section of Expected Stock Returns”1 it is documented that, over the long term, investors could have received a premium for investing in small cap stocks and value stocks. These returns seem to be compensation for risk. In fixed income, risk as measured by volatility can be well described by bond maturity and credit quality. Matson Money’s vehicles deliberately seek to target specific risk and return tradeoffs. The Funds are broadly diversified and designed to work together in your total investment plan.
We invite you to contact your financial professional or explore our website, www.MatsonMoney.com, to learn more about the concepts and strategies of Matson Money’s investing.
We appreciate your support and confidence in our firm’s investment philosophy, process and people.
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039121_1.jpg)
Sean T. Babin
Portfolio Manager
Matson Money, Inc.
1 | Fama, E.F. and K. R. French. 1992. “The Cross-section of Expected Stock Returns”. The Journal of Finance. 47: 427–465. |
1
FREE MARKET FUNDS
SEMI-Annual Investment Adviser’s Report (continued)
February 28, 2019 (Unaudited)
The Russell 2000® Index consists of the smallest 2,000 companies in a group of 3,000 U.S. companies in the Russell 3000® Index, as ranked by market capitalization.
The Russell 1000® Value is a subset of the securities found in the Russell 1000®. The stocks included in the value index are selected based on a “probability” of value as measured by their relative book-to-price (B/P) ratio.
The S&P 500® Index is a broad-based unmanaged index of 500 stocks, which is widely recognized as representative of the equity market in general.
The MSCI EAFE Index captures large and mid-cap securities across 21 developed markets in Europe, Australasia, and Far East, excluding the U.S. and Canada. With 921 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The MSCI Emerging Markets Index captures large and mid-cap representation across 24 Emerging Markets (EM) countries. With 1,125 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The MSCI EAFE Small Cap Index is an equity index which captures small cap representation across Developed Markets countries around the world, excluding the US and Canada. With 2,339 constituents, the index covers approximately 14% of the free float-adjusted market capitalization in each country.
The MSCI World ex USA Index captures large and mid-cap representation across 22 of 23 Developed Markets (DM) countries—excluding the United States. With 1,012 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country
The World Government Bond Index (WGBI) measures the performance of fixed-rate, local currency, investment grade sovereign bonds. The WGBI is a widely used benchmark that currently comprises sovereign debt from over 20 countries, denominated in a variety of currencies, and has more than 25 years of history available. The WGBI provides a broad benchmark for the global sovereign fixed income market. Sub-indices are available in any combination of currency, maturity, or rating.
One cannot invest directly in an index.
Must be preceded or accompanied by a prospectus.
Mutual fund investing involves risk. Principal loss is possible. Diversification does not assure a profit nor protect against loss in a declining market. Investing in micro-cap or small cap companies involve additional risks such as limited liquidity and greater volatility than large companies. The Fund invests in foreign securities which involve greater volatility and political, economic and currency risks and differences in accounting methods. These risks are greater in emerging markets. Investments in debt securities typically decrease in value when interest rates rise. This risk is usually greater for longer-term debt securities.
Shares of the Funds are distributed by Quasar Distributors, LLC.
2
FREE MARKET FUNDS
PERFORMANCE DATA
February 28, 2019 (Unaudited)
Free Market U.S. Equity Fund
Total Returns for the Periods Ended February 28, 2019 |
| | Average Annual |
| Six Months(1) | 1 Year | 3 Year | 5 Year | Since Inception(2) |
Free Market U.S. Equity Fund | -7.67% | 1.56% | 13.60% | 7.00% | 8.65% |
Russell 2500® Index | -6.25% | 6.36% | 15.92% | 7.89% | 8.71% |
Composite Index(3) | -5.52% | 4.58% | 15.03% | 8.25% | 7.66% |
(2) | The Fund commenced operations on December 31, 2007. |
(3) | The Composite Index is comprised of the S&P 500® Index, Russell 1000® Value Index, Russell 2000® Index and Russell 2000® Value Index, weighted 25%, 25%, 25% and 25%, respectively. |
The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Fund’s annual operating expense ratio, as stated in the current prospectus, is 0.86% (included in the ratio is 0.31% attributable to acquired fund fees and expenses).
The Fund’s aggregate total return since inception is based on an increase in net asset value from $10.00 per share on December 31, 2007 (commencement of operations) to $17.75 per share on February 28, 2019.
Portfolio composition is subject to change.
The Free Market U.S. Equity Fund’s underlying funds invest in small-cap and micro-cap stocks, large-cap stocks and other equity securities. In addition to the ordinary risks of equity investing, small companies entail special risk. Small companies tend to have more risk than large companies. An investor in the Fund will incur the expenses of the underlying funds in addition to the Fund’s expenses. The foregoing is not intended to be a complete discussion of all risks associated with the investment strategies of the Fund. Information about DFA Underlying Fund risks may be found in such DFA Underlying Fund’s annual or semiannual report to shareholders which can be found at us.dimensional.com. Additional information about derivatives related risks, if applicable to the Fund, may also be found in each such DFA Underlying Fund’s annual or semiannual report to shareholders.
3
FREE MARKET FUNDS
PERFORMANCE DATA (CONtinued)
February 28, 2019 (Unaudited)
Free Market International Equity Fund
Total Returns for the Periods Ended February 28, 2019 |
| | Average Annual |
| Six Months(1) | 1 Year | 3 Year | 5 Year | Since Inception(2) |
Free Market International Equity Fund | -6.32% | -11.91% | 9.93% | 1.67% | 2.61% |
MSCI World (excluding U.S.) Index | -3.41% | -5.30% | 9.48% | 2.01% | 1.15% |
Composite Index(3) | -3.35% | -8.53% | 11.09% | 2.90% | 1.78% |
(2) | The Fund commenced operations on December 31, 2007. |
(3) | The Composite Index is comprised of the MSCI EAFE Index, MSCI EAFE Value Index, MSCI EAFE Small Company Index and MSCI Emerging Markets Free Index, weighted 25%, 25%, 25% and 25%, respectively. |
The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Fund’s annual operating expense ratio, as stated in the current prospectus, is 1.03% (included in the ratio is 0.46% attributable to acquired fund fees and expenses).
The Fund’s aggregate total return since inception is based on an increase in net asset value from $10.00 per share on December 31, 2007 (commencement of operations) to $9.64 per share on February 28, 2019.
Portfolio composition is subject to change.
The Free Market International Equity Fund’s underlying funds invest in common stock, preferred stock, securities convertible into stocks and other equity securities issued by foreign companies. In addition to the ordinary risks of equity investing, foreign and small companies entail special risk. The return on foreign equities may be adversely affected by currency fluctuations. Emerging markets may be subject to social instability and lack of market liquidity. Small companies tend to have more risk than large companies. An investor in the Fund will incur the expenses of the underlying funds in addition to the Fund’s expenses. The foregoing is not intended to be a complete discussion of all risks associated with the investment strategies of the Fund. Information about DFA Underlying Fund risks may be found in such DFA Underlying Fund’s annual or semiannual report to shareholders which can be found at us.dimensional.com. Additional information about derivatives related risks, if applicable to the Fund, may also be found in each such DFA Underlying Fund’s annual or semiannual report to shareholders.
4
FREE MARKET FUNDS
PERFORMANCE DATA (CONCLUDED)
February 28, 2019 (Unaudited)
Free Market Fixed Income Fund
Total Returns for the Periods Ended February 28, 2019 |
| | Average Annual |
| Six Months(1) | 1 Year | 3 Year | 5 Year | Since Inception(2) |
Free Market Fixed Income Fund | 1.53% | 2.46% | 0.94% | 0.92% | 1.53% |
FTSE World Government Bond Index 1-5 Years | 1.97% | 2.80% | 1.39% | 1.50% | 2.14% |
Composite Index(3) | 1.71% | 2.71% | 1.18% | 1.36% | 2.17% |
(2) | The Fund commenced operations on December 31, 2007. |
(3) | The Composite Index is comprised of the Three-Month Treasury Bill Index, Bloomberg Barclays Intermediate Government/Credit Bond Index, BofA Merrill Lynch 1-3 Year US Government/Corporate Index and Barclays Capital Aggregate Bond Index, weighted 25%, 25%, 25% and 25%, respectively. |
The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Fund’s annual operating expense ratio, as stated in the current prospectus, is 0.73% (included in the ratio is 0.18% attributable to acquired fund fees and expenses).
The Fund’s aggregate total return since inception is based on an increase in net asset value from $10.00 per share on December 31, 2007 (commencement of operations) to $10.14 per share on February 28, 2019.
Portfolio composition is subject to change.
The Free Market Fixed Income Fund’s underlying funds invest in fixed income securities. The underlying funds may invest their assets in bonds and other debt securities issued by domestic and foreign governments and companies. Debt instruments involve the risk that their prices will fall when interest rates rise, and they are subject to the risk that the borrower may default. In addition, the return on foreign debt securities may be adversely affected by currency fluctuations. An investor in the Fund will incur expenses of the underlying funds in addition to the Fund’s expenses. The foregoing is not intended to be a complete discussion of all risks associated with the investment strategies of the Fund. Information about DFA Underlying Fund risks may be found in such DFA Underlying Fund’s annual or semiannual report to shareholders which can be found at us.dimensional.com. Additional information about derivatives related risks, if applicable to the Fund, may also be found in each such DFA Underlying Fund’s annual or semiannual report to shareholders.
5
FREE MARKET FUNDS
Fund Expense Example
February 28, 2019 (Unaudited)
As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) 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 six-month period from September 1, 2018 through February 28, 2019, and held for the entire period.
Actual Expenses
The first line of the accompanying tables 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical ExampleS for Comparison Purposes
The second line of the accompanying tables provides information about hypothetical account values and hypothetical expenses based on each 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 each Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
The expenses shown in the accompanying tables are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the accompanying tables is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid* | Annualized Expense Ratio* | Actual Six-Month Total Investment Return for the Portfolio |
Actual | | | | | |
Free Market U.S. Equity Fund | $1,000.00 | $923.30 | $2.62 | 0.55% | -7.67% |
Free Market International Equity Fund | 1,000.00 | 936.80 | 2.74 | 0.57 | -6.32 |
Free Market Fixed Income Fund | 1,000.00 | 1,015.30 | 2.75 | 0.55 | 1.53 |
| | | | | |
Hypothetical (5% return before expenses) | | | | | |
Free Market U.S. Equity Fund | $1,000.00 | $1,022.07 | $2.76 | 0.55% | N/A |
Free Market International Equity Fund | 1,000.00 | 1,021.97 | 2.86 | 0.57 | N/A |
Free Market Fixed Income Fund | 1,000.00 | 1,022.07 | 2.76 | 0.55 | N/A |
* | Expenses are equal to each Fund’s annualized six-month expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half year period. The annualized expense ratios do not reflect fees and expenses associated with the underlying funds. If such fees and expenses had been included, the expenses would have been higher. Each Fund’s ending account values on the first line in the tables is based on the actual six-month total investment return for each Fund for the period September 1, 2018 through February 28, 2019. The range of weighted expense ratios of the underlying funds held by the Funds, as stated in the underlying funds’ current prospectuses, were as follows: |
Fund | Range of Weighted Expense Ratios |
Free Market U.S. Equity Fund | 0.00% | 0.13% |
Free Market International Equity Fund | 0.00% | 0.27% |
Free Maket Fixed income Fund | 0.00% | 0.07% |
6
FREE MARKET FUNDS
FREE MARKET U.S. EQUITY FUND
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
DOMESTIC EQUITY FUNDS — 99.9% | | | | |
iShares Core S&P 500 ETF | | | 133,331 | | | $ | 37,375,346 | |
U.S. Large Cap Value Portfolio III (a) | | | 35,008,000 | | | | 851,394,558 | |
U.S. Large Cap Value Series (b) | | | 1,397,294 | | | | 68,355,602 | |
U.S. Large Company Portfolio (a) | | | 19,963,216 | | | | 429,808,037 | |
U.S. Micro Cap Portfolio (c) | | | 22,026,643 | | | | 471,370,157 | |
U.S. Small Cap Portfolio (c) | | | 13,634,234 | | | | 470,244,716 | |
U.S. Small Cap Value Portfolio (c) | | | 22,373,777 | | | | 776,370,078 | |
TOTAL DOMESTIC EQUITY FUNDS | | | | |
(Cost $2,386,820,864) | | | | | | | 3,104,918,494 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 0.1% |
STIT-Government & Agency Portfolio, 2.30%* | | | 2,966,194 | | | | 2,966,194 | |
TOTAL SHORT-TERM INVESTMENTS | | | | |
(Cost $2,966,194) | | | | | | | 2,966,194 | |
TOTAL INVESTMENTS — 100.0% | | | | |
(Cost $2,389,787,058) | | | | | | | 3,107,884,688 | |
LIABILITIES IN EXCESS OF OTHER ASSETS — 0.0% | | | | | | | (230,783 | ) |
NET ASSETS — 100.0% | | | | | | $ | 3,107,653,905 | |
Portfolio Holdings Summary Table
| | % of Net Assets | | | Value | |
Domestic Equity Funds | | | 99.9 | % | | $ | 3,104,918,494 | |
Short-Term Investments | | | 0.1 | | | | 2,966,194 | |
Liabilities In Excess Of Other Assets | | | 0.0 | | | | (230,783 | ) |
NET ASSETS | | | 100.0 | % | | $ | 3,107,653,905 | |
* | Seven-day yield as of February 28, 2019. |
(a) | A portfolio of Dimensional Investment Group Inc. |
(b) | A portfolio of DFA Investment Trust Company. |
(c) | A portfolio of DFA Investment Dimensions Group Inc. |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
7
FREE MARKET FUNDS
FREE MARKET INTERNATIONAL EQUITY FUND
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares/ Beneficial Interest | | | Value | |
INTERNATIONAL EQUITY FUNDS — 99.8% | | | | |
Asia Pacific Small Company Portfolio (a) | | | 1,389,144 | | | $ | 30,088,857 | |
Canadian Small Company Series (b) | | | 2,838,031 | | | | 28,841,410 | |
Continental Small Company Portfolio (a) | | | 1,281,675 | | | | 30,632,028 | |
Continental Small Company Series (b) | | | 464,912 | | | | 39,945,089 | |
DFA International Small Cap Value Portfolio (a) | | | 48,981,269 | | | | 900,275,715 | |
DFA International Value Portfolio III (c) | | | 31,642,560 | | | | 471,157,721 | |
DFA International Value Series (b) | | | 8,575,995 | | | | 199,906,432 | |
Emerging Markets Portfolio (a) | | | 4,273,510 | | | | 118,162,553 | |
Emerging Markets Small Cap Portfolio (a) | | | 5,361,923 | | | | 108,203,613 | |
Emerging Markets Value Portfolio, Class Institutional (a) | | | 3,777,889 | | | | 108,085,400 | |
Japanese Small Company Portfolio (a) | | | 2,150,726 | | | | 50,262,474 | |
Large Cap International Portfolio (a) | | | 5,132,846 | | | | 112,819,954 | |
United Kingdom Small Company Portfolio (a) | | | 139,396 | | | | 3,749,750 | |
United Kingdom Small Company Series (b) | | | 579,194 | | | | 39,367,291 | |
TOTAL INTERNATIONAL EQUITY FUNDS | | | | |
(Cost $2,152,626,577) | | | | | | | 2,241,498,287 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 0.2% |
STIT-Government & Agency Portfolio, 2.30%* | | | 3,428,136 | | | | 3,428,136 | |
TOTAL SHORT-TERM INVESTMENTS | | | | |
(Cost $3,428,136) | | | | | | | 3,428,136 | |
TOTAL INVESTMENTS — 100.0% | | | | |
(Cost $2,156,054,713) | | | | | | | 2,244,926,423 | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 0.0% | | | | | | | 336,153 | |
NET ASSETS — 100.0% | | | | | | $ | 2,245,262,576 | |
Portfolio Holdings Summary Table
| | % of Net Assets | | | Value | |
International Equity Funds | | | 99.8 | % | | $ | 2,241,498,287 | |
Short-Term Investments | | | 0.2 | | | | 3,428,136 | |
Other Assets In Excess Of Liabilities | | | 0.0 | | | | 336,153 | |
NET ASSETS | | | 100.0 | % | | $ | 2,245,262,576 | |
* | Seven-day yield as of February 28, 2019. |
(a) | A portfolio of DFA Investment Dimensions Group Inc. |
(b) | A portfolio of DFA Investment Trust Company. |
(c) | A portfolio of Dimensional Investment Group Inc. |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
8
FREE MARKET FUNDS
FREE MARKET FIXED INCOME FUND
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
FIXED INCOME FUNDS — 99.4% | | | | |
DFA Five-Year Global Fixed Income Portfolio (a) | | | 65,282,088 | | | $ | 694,601,412 | |
DFA Inflation-Protected Securities Portfolio (a) | | | 12,136,784 | | | | 139,694,386 | |
DFA Intermediate Government Fixed Income Portfolio (a) | | | 13,613,748 | | | | 166,496,137 | |
DFA One-Year Fixed Income Portfolio (a) | | | 39,285,050 | | | | 403,850,312 | |
DFA Short-Term Government Portfolio (a) | | | 10,583,068 | | | | 111,333,871 | |
DFA Two-Year Global Fixed Income Portfolio (a) | | | 42,246,585 | | | | 418,241,191 | |
iShares Intermediate-Term Corporate Bond ETF | | | 3,116,551 | | | | 168,137,926 | |
iShares Short-Term Corporate Bond ETF | | | 12,800,490 | | | | 670,361,661 | |
TOTAL FIXED INCOME FUNDS | | | | |
(Cost $2,811,359,930) | | | | | | | 2,772,716,896 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 0.5% |
STIT-Government & Agency Portfolio, 2.30%* | | | 14,625,576 | | | | 14,625,576 | |
TOTAL SHORT-TERM INVESTMENTS | | | | |
(Cost $14,625,576) | | | | | | | 14,625,576 | |
TOTAL INVESTMENTS — 99.9% | | | | |
(Cost $2,825,985,506) | | | | | | | 2,787,342,472 | |
OTHER ASSETS IN EXCESS OF LIABILITIES — 0.1% | | | | | | | 1,712,165 | |
NET ASSETS — 100.0% | | | | | | $ | 2,789,054,637 | |
Portfolio Holdings Summary Table
| | % of Net Assets | | | Value | |
Fixed Income Funds | | | 99.4 | % | | $ | 2,772,716,896 | |
Short-Term Investments | | | 0.5 | | | | 14,625,576 | |
Other Assets In Excess Of Liabilities | | | 0.1 | | | | 1,712,165 | |
NET ASSETS | | | 100.0 | % | | $ | 2,789,054,637 | |
* | Seven-day yield as of February 28, 2019. |
(a) | A portfolio of DFA Investment Dimensions Group Inc. |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
9
FREE MARKET FUNDS
Statements of Assets and Liabilities
February 28, 2019 (Unaudited)
| | Free Market U.S. Equity Fund | | | Free Market International Equity Fund | | | Free Market Fixed Income Fund | |
ASSETS | | | | | | | | | | | | |
Investments in non-affiliated funds, at value (cost $2,386,820,864, $2,152,626,577 and $2,811,359,930, respectively) | | $ | 3,104,918,494 | | | $ | 2,241,498,287 | | | $ | 2,772,716,896 | |
Short-term investments, at value (cost $2,966,194, $3,428,136 and $14,625,576, respectively) | | | 2,966,194 | | | | 3,428,136 | | | | 14,625,576 | |
Receivables for: | | | | | | | | | | | | |
Receivable for capital shares sold | | | 3,672,834 | | | | 2,989,078 | | | | 4,600,476 | |
Dividends receivable | | | 4,682 | | | | 5,474 | | | | 27,412 | |
Prepaid expenses and other assets | | | 106,428 | | | | 72,504 | | | | 93,877 | |
Total assets | | | 3,111,668,632 | | | | 2,247,993,479 | | | | 2,792,064,237 | |
LIABILITIES | | | | | | | | | | | | |
Payables for: | | | | | | | | | | | | |
Capital shares redeemed | | | 2,700,405 | | | | 1,740,021 | | | | 1,834,553 | |
Advisory fees | | | 1,162,426 | | | | 837,063 | | | | 1,057,129 | |
Administration and accounting fees | | | 130,853 | | | | 107,850 | | | | 103,387 | |
Transfer agent fees | | | 16,028 | | | | 13,728 | | | | 11,650 | |
Other accrued expenses and liabilities | | | 5,015 | | | | 32,241 | | | | 2,881 | |
Total liabilities | | | 4,014,727 | | | | 2,730,903 | | | | 3,009,600 | |
Net assets | | $ | 3,107,653,905 | | | $ | 2,245,262,576 | | | $ | 2,789,054,637 | |
| | | | | | | | | | | | |
NET ASSETS CONSIST OF: | | | | | | | | | | | | |
Par value | | $ | 175,046 | | | $ | 232,936 | | | $ | 275,036 | |
Paid-in capital | | | 2,269,862,680 | | | | 2,135,945,709 | | | | 2,831,421,841 | |
Total distributable earnings/(loss) | | | 837,616,179 | | | | 109,083,931 | | | | (42,642,240 | ) |
Net assets | | $ | 3,107,653,905 | | | $ | 2,245,262,576 | | | $ | 2,789,054,637 | |
| | | | | | | | | | | | |
CAPITAL SHARES: | | | | | | | | | | | | |
Net assets | | $ | 3,107,653,905 | | | $ | 2,245,262,576 | | | $ | 2,789,054,637 | |
Shares outstanding ($0.001 par value, 700,000,000 shares authorized) | | | 175,046,299 | | | | 232,936,240 | | | | 275,035,820 | |
Net asset value, offering and redemption price per share | | $ | 17.75 | | | $ | 9.64 | | | $ | 10.14 | |
The accompanying notes are an integral part of the financial statements.
10
FREE MARKET FUNDS
Statements of Operations
For the Six Months Ended February 28, 2019 (Unaudited)
| | Free Market U.S. Equity Fund | | | Free Market International Equity Fund | | | Free Market Fixed Income Fund | |
INVESTMENT INCOME | | | | | | | | | | | | |
Dividends from non-affiliated funds | | $ | 23,609,170 | | | $ | 31,668,933 | | | $ | 64,126,481 | |
Total investment income | | | 23,609,170 | | | | 31,668,933 | | | | 64,126,481 | |
| | | | | | | | | | | | |
EXPENSES | | | | | | | | | | | | |
Advisory fees (Note 2) | | | 7,523,951 | | | | 5,333,414 | | | | 6,950,100 | |
Administration and accounting fees (Note 2) | | | 398,253 | | | | 285,410 | | | | 347,260 | |
Audit fees | | | 87,069 | | | | 69,587 | | | | 74,188 | |
Transfer agent fees (Note 2) | | | 77,909 | | | | 57,380 | | | | 69,651 | |
Registration expense | | | 56,132 | | | | 40,652 | | | | 45,925 | |
Legal fees | | | 50,858 | | | | 36,243 | | | | 46,213 | |
Director fees | | | 42,221 | | | | 32,386 | | | | 36,486 | |
Officer fees | | | 27,724 | | | | 34,548 | | | | 30,514 | |
Custodian fees (Note 2) | | | 16,812 | | | | 18,166 | | | | 14,776 | |
Printing and shareholder reporting fees | | | 8,324 | | | | 7,276 | | | | 11,779 | |
Other expenses | | | 66,412 | | | | 268,407 | | | | 57,933 | |
Total expenses | | | 8,355,665 | | | | 6,183,469 | | | | 7,684,825 | |
Net investment income/(loss) | | | 15,253,505 | | | | 25,485,464 | | | | 56,441,656 | |
| | | | | | | | | | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | | | | | | | | | |
Net realized gain/(loss) from: | | | | | | | | | | | | |
Non-affiliated funds | | | (760,265 | ) | | | (7,814,558 | ) | | | (2,295,759 | ) |
Capital gain distributions from non-affiliated fund investments | | | 133,324,026 | | | | 45,136,774 | | | | — | |
Net change in unrealized appreciation/(depreciation) on: | | | | | | | | | | | | |
Non-affiliated funds | | | (409,433,046 | ) | | | (208,651,695 | ) | | | (11,057,935 | ) |
Net realized and unrealized gain/(loss) on investments | | | (276,869,285 | ) | | | (171,329,479 | ) | | | (13,353,694 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (261,615,780 | ) | | $ | (145,844,015 | ) | | $ | 43,087,962 | |
The accompanying notes are an integral part of the financial statements.
11
FREE MARKET U.S. EQUITY FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 15,253,505 | | | $ | 23,676,276 | |
Net realized gain/(loss) from investments | | | 132,563,761 | | | | 131,813,660 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (409,433,046 | ) | | | 405,839,915 | |
Net increase/(decrease) in net assets resulting from operations | | | (261,615,780 | ) | | | 561,329,851 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Net decrease in net assets from dividends and distributions to shareholders | | | (152,180,367 | ) | | | (111,719,472 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 267,594,104 | | | | 601,886,011 | |
Reinvestment of distributions | | | 152,020,397 | | | | 111,642,406 | |
Shares redeemed | | | (311,723,636 | ) | | | (474,574,738 | ) |
Net increase/(decrease) in net assets from capital shares | | | 107,890,865 | | | | 238,953,679 | |
Total increase/(decrease) in net assets | | | (305,905,282 | ) | | | 688,564,058 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 3,413,559,187 | | | | 2,724,995,129 | |
End of period | | $ | 3,107,653,905 | | | $ | 3,413,559,187 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 14,874,045 | | | | 31,610,207 | |
Dividends and distributions reinvested | | | 9,871,454 | | | | 5,913,263 | |
Shares redeemed | | | (17,293,924 | ) | | | (24,797,240 | ) |
Net increase/(decrease) in shares outstanding | | | 7,451,575 | | | | 12,726,230 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders were $(30,989,004) of net investment income and $(80,730,468) of net realized capital gains during the year ended August 31, 2018 and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $6,007,061. |
The accompanying notes are an integral part of the financial statements.
12
FREE MARKET INTERNATIONAL EQUITY FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 25,485,464 | | | $ | 44,957,757 | |
Net realized gain/(loss) from investments | | | 37,322,216 | | | | 42,573,743 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (208,651,695 | ) | | | (67,682,280 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (145,844,015 | ) | | | 19,849,220 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Net decrease in net assets from dividends and distributions to shareholders | | | (79,655,266 | ) | | | (75,446,630 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 260,059,743 | | | | 490,778,322 | |
Reinvestment of distributions | | | 79,625,037 | | | | 75,430,897 | |
Shares redeemed | | | (181,785,807 | ) | | | (387,816,762 | ) |
Net increase/(decrease) in net assets from capital shares | | | 157,898,973 | | | | 178,392,457 | |
Total increase/(decrease) in net assets | | | (67,600,308 | ) | | | 122,795,047 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 2,312,862,884 | | | | 2,190,067,836 | |
End of period | | $ | 2,245,262,576 | | | $ | 2,312,862,883 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 26,784,031 | | | | 43,547,885 | |
Dividends and distributions reinvested | | | 9,173,391 | | | | 6,687,136 | |
Shares redeemed | | | (18,823,068 | ) | | | (34,040,963 | ) |
Net increase/(decrease) in shares outstanding | | | 17,134,354 | | | | 16,194,058 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders were $(52,597,992) of net investment income and $(22,848,638) of net realized capital gains during the year ended August 31, 2018 and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $8,072,040. |
The accompanying notes are an integral part of the financial statements.
13
FREE MARKET FIXED INCOME FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 56,441,656 | | | $ | 27,376,112 | |
Net realized gain/(loss) from investments | | | (2,295,759 | ) | | | 513,655 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (11,057,935 | ) | | | (36,113,722 | ) |
Net increase/(decrease) in net assets resulting from operations | | | 43,087,962 | | | | (8,223,955 | ) |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Net decrease in net assets from dividends and distributions to shareholders | | | (64,601,075 | ) | | | (26,506,192 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 239,959,482 | | | | 738,587,984 | |
Reinvestment of distributions | | | 64,593,101 | | | | 26,506,000 | |
Shares redeemed | | | (361,606,176 | ) | | | (365,774,582 | ) |
Net increase/(decrease) in net assets from capital shares | | | (57,053,593 | ) | | | 399,319,402 | |
Total increase/(decrease) in net assets | | | (78,566,706 | ) | | | 364,589,255 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 2,867,621,343 | | | | 2,503,032,088 | |
End of period | | $ | 2,789,054,637 | | | $ | 2,867,621,343 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 23,649,565 | | | | 72,300,803 | |
Dividends and distributions reinvested | | | 6,442,081 | | | | 2,596,009 | |
Shares redeemed | | | (35,670,832 | ) | | | (35,849,154 | ) |
Net increase/(decrease) in shares outstanding | | | (5,579,186 | ) | | | 39,047,658 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders were $(23,965,853) of net investment income and $(2,540,339) of net realized capital gains during the year ended August 31, 2018 and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $6,289,498. |
The accompanying notes are an integral part of the financial statements.
14
FREE MARKET FUNDS
FREE MARKET U.S. EQUITY FUND
Financial Highlights
Contained below is per share operating performance data for each share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Year Ended August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 20.37 | | | $ | 17.60 | | | $ | 16.18 | | | $ | 16.08 | | | $ | 17.37 | | | $ | 14.66 | |
Net investment income/(loss)(1) | | | 0.09 | | | | 0.15 | | | | 0.12 | | | | 0.18 | | | | 0.13 | | | | 0.09 | |
Net realized and unrealized gain/(loss) on investments | | | (1.80 | ) | | | 3.34 | | | | 2.13 | | | | 1.18 | | | | (0.71 | ) | | | 3.18 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.71 | ) | | | 3.49 | | | | 2.25 | | | | 1.36 | | | | (0.58 | ) | | | 3.27 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.15 | ) | | | (0.20 | ) | | | (0.15 | ) | | | (0.15 | ) | | | (0.11 | ) | | | (0.10 | ) |
Net realized capital gains | | | (0.76 | ) | | | (0.52 | ) | | | (0.68 | ) | | | (1.11 | ) | | | (0.60 | ) | | | (0.46 | ) |
Total dividends and distributions to shareholders | | | (0.91 | ) | | | (0.72 | ) | | | (0.83 | ) | | | (1.26 | ) | | | (0.71 | ) | | | (0.56 | ) |
Net asset value, end of period | | $ | 17.75 | | | $ | 20.37 | | | $ | 17.60 | | | $ | 16.18 | | | $ | 16.08 | | | $ | 17.37 | |
Total investment return/(loss)(2) | | | (7.67 | )%(4) | | | 20.11 | % | | | 13.97 | % | | | 9.10 | % | | | (3.55 | )% | | | 22.49 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratio/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 3,107,654 | | | $ | 3,413,559 | | | $ | 2,724,995 | | | $ | 2,303,041 | | | $ | 1,971,430 | | | $ | 1,943,442 | |
Ratio of expenses to average net assets(3) | | | 0.55 | %(5) | | | 0.55 | % | | | 0.56 | % | | | 0.59 | % | | | 0.60 | % | | | 0.60 | % |
Ratio of net investment income/(loss) to average net assets(3) | | | 1.00 | %(5) | | | 0.76 | % | | | 0.72 | % | | | 1.15 | % | | | 0.74 | % | | | 0.54 | % |
Portfolio turnover rate | | | 3 | %(4) | | | 2 | % | | | 5 | % | | | 1 | % | | | 6 | % | | | 3 | % |
(1) | The selected per share data is calculated using the average shares outstanding method for the period. |
(2) | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(3) | The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. |
The accompanying notes are an integral part of the financial statements.
15
FREE MARKET FUNDS
FREE MARKET INTERNATIONAL EQUITY FUND
Financial Highlights
Contained below is per share operating performance data for each share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Year Ended August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 10.72 | | | $ | 10.97 | | | $ | 9.24 | | | $ | 9.28 | | | $ | 10.92 | | | $ | 9.36 | |
Net investment income/(loss)(1) | | | 0.11 | | | | 0.22 | | | | 0.14 | | | | 0.23 | | | | 0.17 | | | | 0.19 | |
Net realized and unrealized gain/(loss) on investments | | | (0.82 | ) | | | (0.10 | ) | | | 1.89 | | | | 0.05 | | | | (1.39 | ) | | | 1.71 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.71 | ) | | | 0.12 | | | | 2.03 | | | | 0.28 | | | | (1.22 | ) | | | 1.90 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.18 | ) | | | (0.26 | ) | | | (0.19 | ) | | | (0.16 | ) | | | (0.22 | ) | | | (0.19 | ) |
Net realized capital gains | | | (0.19 | ) | | | (0.11 | ) | | | (0.11 | ) | | | (0.16 | ) | | | (0.20 | ) | | | (0.15 | ) |
Total dividends and distributions to shareholders | | | (0.37 | ) | | | (0.37 | ) | | | (0.30 | ) | | | (0.32 | ) | | | (0.42 | ) | | | (0.34 | ) |
Net asset value, end of period | | $ | 9.64 | | | $ | 10.72 | | | $ | 10.97 | | | $ | 9.24 | | | $ | 9.28 | | | $ | 10.92 | |
Total investment return/(loss)(2) | | | (6.32 | )%(4) | | | 0.98 | % | | | 22.50 | % | | | 3.13 | % | | | (11.25 | )% | | | 20.49 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratio/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 2,245,263 | | | $ | 2,312,863 | | | $ | 2,190,068 | | | $ | 1,672,452 | | | $ | 1,443,094 | | | $ | 1,414,618 | |
Ratio of expenses to average net assets(3) | | | 0.57 | %(5) | | | 0.57 | % | | | 0.58 | % | | | 0.63 | % | | | 0.64 | % | | | 0.62 | % |
Ratio of net investment income/(loss) to average net assets(3) | | | 2.36 | %(5) | | | 1.93 | % | | | 1.42 | % | | | 2.60 | % | | | 1.72 | % | | | 1.84 | % |
Portfolio turnover rate | | | 2 | %(4) | | | 3 | % | | | 2 | % | | | 1 | % | | | 3 | % | | | 2 | % |
(1) | The selected per share data is calculated using the average shares outstanding method for the period. |
(2) | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(3) | The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. |
The accompanying notes are an integral part of the financial statements.
16
FREE MARKET FUNDS
FREE MARKET FIXED INCOME FUND
Financial Highlights
Contained below is per share operating performance data for each share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Year Ended August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 10.22 | | | $ | 10.36 | | | $ | 10.43 | | | $ | 10.25 | | | $ | 10.31 | | | $ | 10.24 | |
Net investment income/(loss)(1) | | | 0.20 | | | | 0.10 | | | | 0.10 | | | | 0.06 | | | | 0.06 | | | | 0.04 | |
Net realized and unrealized gain/(loss) on investments | | | (0.05 | ) | | | (0.14 | ) | | | (0.06 | ) | | | 0.17 | | | | (0.02 | ) | | | 0.09 | |
Net increase/(decrease) in net assets resulting from operations | | | 0.15 | | | | (0.04 | ) | | | 0.04 | | | | 0.23 | | | | 0.04 | | | | 0.13 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.23 | ) | | | (0.09 | ) | | | (0.11 | ) | | | (0.03 | ) | | | (0.07 | ) | | | (0.04 | ) |
Net realized capital gains | | | — | | | | (0.01 | ) | | | — | | | | (0.02 | ) | | | (0.03 | ) | | | (0.02 | ) |
Total dividends and distributions to shareholders | | | (0.23 | ) | | | (0.10 | ) | | | (0.11 | ) | | | (0.05 | ) | | | (0.10 | ) | | | (0.06 | ) |
Net asset value, end of period | | $ | 10.14 | | | $ | 10.22 | | | $ | 10.36 | | | $ | 10.43 | | | $ | 10.25 | | | $ | 10.31 | |
Total investment return/(loss)(2) | | | 1.53 | %(4) | | | (0.35 | )% | | | 0.39 | % | | | 2.26 | % | | | 0.37 | % | | | 1.34 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratio/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 2,789,055 | | | $ | 2,867,621 | | | $ | 2,503,032 | | | $ | 2,126,457 | | | $ | 2,004,504 | | | $ | 1,824,633 | |
Ratio of expenses to average net assets(3) | | | 0.55 | %(5) | | | 0.55 | % | | | 0.56 | % | | | 0.59 | % | | | 0.60 | % | | | 0.61 | % |
Ratio of net investment income/(loss) to average net assets(3) | | | 4.01 | %(5) | | | 1.02 | % | | | 0.94 | % | | | 0.54 | % | | | 0.55 | % | | | 0.37 | % |
Portfolio turnover rate | | | 2 | %(4) | | | 0 | % | | | 0 | % | | | 31 | % | | | 2 | % | | | 0 | % |
(1) | The selected per share data is calculated using the average shares outstanding method for the period. |
(2) | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(3) | The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. |
The accompanying notes are an integral part of the financial statements.
17
FREE MARKET FUNDS
Notes to Financial Statements
February 28, 2019 (Unaudited)
1. | Organization and Significant Accounting Policies |
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Free Market U.S. Equity Fund, the Free Market International Equity Fund and the Free Market Fixed Income Fund (each a “Fund,” collectively the “Funds”). Each Fund operates as a “fund of funds” and commenced investment operations on December 31, 2007.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
Free Market U.S. Equity and Free Market International Equity’s investment objective is to seek long-term capital appreciation. Free Market Fixed Income’s investment objective is to seek total return (consisting of current income and capital appreciation).
The Funds are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Funds is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION — Investments in the underlying funds are valued at each Fund’s net asset value (“NAV”) determined as of the close of business on the New York Stock Exchange (generally 4:00 p.m. Eastern time). Investments in Exchange-Traded Funds (“ETFs”) are valued at their last reported sale price. As required, some securities and assets may be valued at fair value as determined in good faith by the Company’s Board of Directors (the “Board”). Direct investments in fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market.
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1 — | Prices are determined using quoted prices in active markets for identical securities. |
| ● | Level 2 — | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● | Level 3 — | Prices are determined using significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
18
FREE MARKET FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Funds’ investments carried at fair value:
FREE MARKET U.S. EQUITY FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Domestic Equity Funds | | $ | 3,104,918,494 | | | $ | 3,036,562,892 | | | $ | — | | | $ | — | | | $ | 68,355,602 | |
Short-Term Investments | | | 2,966,194 | | | | 2,966,194 | | | | — | | | | — | | | | — | |
Total Investments** | | $ | 3,107,884,688 | | | $ | 3,039,529,086 | | | $ | — | | | $ | — | | | $ | 68,355,602 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
** | Please refer to the Portfolio of Investments for further details. |
FREE MARKET INTERNATIONAL EQUITY FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
International Equity Funds | | $ | 2,241,498,287 | | | $ | 1,933,438,065 | | | $ | — | | | $ | — | | | $ | 308,060,222 | |
Short-Term Investments | | | 3,428,136 | | | | 3,428,136 | | | | — | | | | — | | | | — | |
Total Investments** | | $ | 2,244,926,423 | | | $ | 1,936,866,201 | | | $ | — | | | $ | — | | | $ | 308,060,222 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
** | Please refer to the Portfolio of Investments for further details. |
FREE MARKET FIXED INCOME FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Fixed Income Funds | | $ | 2,772,716,896 | | | $ | 2,772,716,896 | | | $ | — | | | $ | — | | | $ | — | |
Short-Term Investments | | | 14,625,576 | | | | 14,625,576 | | | | — | | | | — | | | | — | |
Total Investments** | | $ | 2,787,342,472 | | | $ | 2,787,342,472 | | | $ | — | | | $ | — | | | $ | — | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
** | Please refer to the Portfolio of Investments for further details. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
19
FREE MARKET FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Funds’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Funds may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires each Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when a Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if a Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Funds had no Level 3 transfers.
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Funds record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Each Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Funds. In addition to the net annual operating expenses that the Funds bear directly, the shareholders indirectly bear the Funds’ pro-rata expenses of the underlying mutual funds in which each Fund invests.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders recorded on the ex-dividend date for each Fund with the exception of the Free Market Fixed Income Fund which declares and pays quarterly dividends from net investment income. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is each Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
20
FREE MARKET FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
OTHER — In the normal course of business, the Funds may enter into contracts that provide general indemnifications. Each Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, the Funds expect the risk of material loss for such claims is considered to be remote.
For additional information about the DFA Underlying Funds’ valuation policies, refer to the DFA Underlying Funds’ most recent annual or semiannual report which can be found at us.dimensional.com.
2. | Investment Adviser and Other Services |
Matson Money, Inc. (“Matson Money” or the “Adviser”), serves as the investment adviser to each Fund. Each Fund compensates the Adviser for its services at an annual rate based on each Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following tables.
For the period September 1, 2017 through February 28, 2018:
AVERAGE DAILY NET ASSETS | ADVISORY FEE |
For the first $1 billion | 0.50% |
Over $1 billion to $5 billion | 0.49 |
Over $5 billion | 0.47 |
For the period March 1, 2018 through the end of the reporting period:
AVERAGE DAILY NET ASSETS | ADVISORY FEE |
For the first $1 billion | 0.50% |
Over $1 billion to $3 billion | 0.49 |
Over $3 billion to $5 billion | 0.48 |
Over $5 billion | 0.47 |
The Adviser has voluntarily agreed to waive advisory fees and/or reimburse expenses to the extent that total annual Fund operating expenses exceed the rates (“Expense Caps”) shown in the following table annually of each Fund’s average daily net assets. The Adviser may not recoup waived advisory fees or reimbursed expenses. The Adviser may discontinue these arrangements at any time.
FUND | EXPENSE CAPS |
Free Market U.S. Equity Fund | 1.13% |
Free Market International Equity Fund | 1.35 |
Free Market Fixed Income Fund | 1.00 |
During the current fiscal period, investment advisory fees accrued were as follows:
FUND | | ADVISORY FEES | |
Free Market U.S. Equity Fund | | $ | 7,523,951 | |
Free Market International Equity Fund | | | 5,333,414 | |
Free Market Fixed Income Fund | | | 6,950,100 | |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Funds. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
21
FREE MARKET FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Funds’ shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statements of Operations.
3. | Director and Officer Compensation |
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Funds or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
4. | Purchases and Sales of Investment Securities |
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments) of the Funds were as follows:
| | Purchases | | | Sales | |
Free Market U.S. Equity Fund | | $ | 209,049,612 | | | $ | 104,600,311 | |
Free Market International Equity Fund | | | 192,505,000 | | | | 44,465,290 | |
Free Market Fixed Income Fund | | | 68,880,014 | | | | 132,256,737 | |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
5. | Federal Income Tax Information |
The Funds have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Funds to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Funds are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by each Fund were as follows:
| | Federal Tax Cost | | | Unrealized Appreciation | | | Unrealized (Depreciation) | | | Net Unrealized Appreciation/ (Depreciation) | |
Free Market U.S. Equity Fund | | $ | 2,292,056,658 | | | $ | 1,127,546,706 | | | $ | (6,271,709 | ) | | $ | 1,121,274,997 | |
Free Market International Equity Fund | | | 2,014,246,817 | | | | 363,712,750 | | | | (65,680,108 | ) | | | 298,032,642 | |
Free Market Fixed Income Fund | | | 2,893,959,472 | | | | 3,290,124 | | | | (31,297,438 | ) | | | (28,007,314 | ) |
22
FREE MARKET FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018, primarily attributable to redesignation of dividends paid and reclassifications of short-term capital gain distributions, were reclassified to the following accounts:
| | Undistributed Net Investment Income/(Loss) | | | Accumulated Net Realized Gain/(Loss) | | | Paid-In Capital | |
Free Market U.S. Equity Fund | | $ | 6,773,276 | | | $ | (6,773,276 | ) | | $ | — | |
Free Market International Equity Fund | | | 2,297,064 | | | | (2,297,064 | ) | | | — | |
Free Market Fixed Income Fund | | | — | | | | — | | | | — | |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
| | Undistributed Ordinary Income | | | Undistributed Long-Term Capital Gains | | | Unrealized Appreciation/ (Depreciation) | |
Free Market U.S. Equity Fund | | $ | 6,056,454 | | | $ | 124,080,874 | | | $ | 1,121,274,997 | |
Free Market International Equity Fund | | | 4,133,163 | | | | 32,417,408 | | | | 298,032,642 | |
Free Market Fixed Income Fund | | | 6,289,498 | | | | 588,688 | | | | (28,007,314 | ) |
The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.
The tax character of distributions paid during the fiscal year ended August 31, 2018, were as follows:
| | | | | | Ordinary Income | | | Long-Term Gains | | | Total | |
Free Market U.S. Equity Fund | | | 2018 | | | $ | 30,989,004 | | | $ | 80,730,468 | | | $ | 111,719,472 | |
Free Market International Equity Fund | | | 2018 | | | | 53,071,580 | | | | 22,375,050 | | | | 75,446,630 | |
Free Market Fixed Income Fund | | | 2018 | | | | 23,965,853 | | | | 2,540,339 | | | | 26,506,192 | |
Distributions from net investment income and short-term capital gains are treated as ordinary income for federal income tax purposes.
Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of the fiscal year ended August 31, 2018, the Funds did not have any capital loss carryforwards.
6. | NEW ACCOUNTING PRONOUNCEMENTS AND REGULATORY UPDATES |
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15,
23
FREE MARKET FUNDS
Notes to Financial Statements (Concluded)
February 28, 2019 (Unaudited)
2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Funds’ financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
24
FREE MARKET FUNDS
Other Information
(Unaudited)
Proxy Voting
Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling Free Market Funds at (866) 780-0357, ext. 3863 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Part F of Form N-PORT. The Company’s Form N-PORT is available on the SEC website at http://www.sec.gov.
25
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Investment Adviser
Matson Money, Inc.
5955 Deerfield Blvd.
Mason, OH 45040
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
Two Commerce Square, Suite 1800
2001 Market Street
Philadelphia, PA 19103-7042
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
FMFI-SAR19
MATSON MONEY U.S. EQUITY VI PORTFOLIO
MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO
MATSON MONEY FIXED INCOME VI PORTFOLIO
of
The RBB Fund, Inc.
SEMI-Annual Report
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Portfolios’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Portfolios electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-866-780-0357 ext. 3863.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Portfolios, you can call 1-866-780-0357 ext. 3863 to inform the Portfolios that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all portfolios held in your account if you invest through your financial intermediary or all portfolios held with the portfolios complex if you invest directly with the Portfolios.
This report is submitted for the general information of the shareholders of the Portfolios. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Portfolios.
MATSON MONEY VI PORTFOLIOS
Semi-Annual Investment Adviser’s Report
February 28, 2019 (Unaudited)
Dear Shareholder,
The Matson Money VI Funds (the “Funds”) have surpassed $70 million in assets under management. We would like to extend a warm and grateful thank you to all investors who have embraced our Free Market Portfolio Strategies.
Over the past six months ended February 28, 2019, investors experienced some turbulence in the equity markets. U.S. stocks reached all-time highs back in September of 2018, but these highs were followed by a pullback to close out 2018. Large cap stocks fell to the tune of -3.04% as represented by the S&P 500® Index over the past 6 months. Large cap value stocks did not retrace as much and ended the last six months down only -1.62% as measured by the Russell 1000® Value Index. The hardest hit asset class in the funds were U.S. small cap stocks which fell -8.86% as measured by the Russell 2000® Index. Internationally, emerging market stocks led the way eking out a return of 0.33% as measured by the MSCI Emerging Markets Index. Broad based international markets however experienced downward pressure, returning -3.41% as measured by the MSCI World ex USA Index. International large cap stocks for comparison fell -3.58% as measured by the MSCI EAFE Index. International small cap stocks were hit hardest abroad during the time period, falling -7.92% as measured by the MSCI EAFE Small Cap Index. The bond markets over the last six months notched higher, returning 1.97% as measured by the World Government Bond Index as interest rates retreated from their peaks in November.
Matson Money, Inc. (“Matson Money”) strives to deliver the performance of capital markets and add value through Free Market Investment strategies and Structured Market Portfolios. Grounded in the conviction that Free Markets work, Matson Money endeavors to avoid the cost-generating activity of stock picking and market timing. Instead, we focus on the dimensions of capital markets that we believe reward investors as intelligently and effectively as possible. Our disciplined approach to life-long investing aims to provide both the individual investor and the financial professional with the academic foundation upon which to help achieve investment goals.
In the landmark study done by Eugene Fama and Kenneth French and published in “The Cross-Section of Expected Stock Returns”1 it is documented that, over the long term, investors could have received a premium for investing in small cap stocks and value stocks. These returns seem to be compensation for risk. In fixed income, risk as measured by volatility can be well described by bond maturity and credit quality. Matson Money’s vehicles deliberately seek to target specific risk and return tradeoffs. The Funds are broadly diversified and designed to work together in your total investment plan.
We invite you to contact your financial professional or explore our website, www.MatsonMoney.com, to learn more about the concepts and strategies of Matson Money’s investing.
We appreciate your support and confidence in our firm’s investment philosophy, process and people.
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039120_1.jpg)
Sean T. Babin
Portfolio Manager
Matson Money, Inc.
1 | Fama, E.F. and K. R. French. 1992. “The Cross-section of Expected Stock Returns”. The Journal of Finance. 47: 427–465. |
1
MATSON MONEY VI PORTFOLIOS
Semi-Annual Investment Adviser’s Report
February 28, 2019 (Unaudited) (CONCLUDED)
The Russell 2000® Index consists of the smallest 2,000 companies in a group of 3,000 U.S. companies in the Russell 3000® Index, as ranked by market capitalization.
The Russell 1000® Value Index is a subset of the securities found in the Russell 1000® Index. The stocks included in the value index are selected based on a “probability” of value as measured by their relative book-to-price (B/P) ratio.
The S&P 500® Index is a broad-based unmanaged index of 500 stocks, which is widely recognized as representative of the equity market in general.
The MSCI EAFE Index captures large and mid-cap securities across 21 developed markets in Europe, Australasia, and Far East, excluding the U.S. and Canada. With 921 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The MSCI Emerging Markets Index captures large and mid-cap representation across 24 Emerging Markets (EM) countries. With 1,125 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country.
The MSCI EAFE Small Cap Index is an equity index which captures small cap representation across Developed Markets countries around the world, excluding the US and Canada. With 2,339 constituents, the index covers approximately 14% of the free float-adjusted market capitalization in each country.
The MSCI World ex USA Index captures large and mid-cap representation across 22 of 23 Developed Markets (DM) countries--excluding the United States. With 1,012 constituents, the index covers approximately 85% of the free float-adjusted market capitalization in each country
The World Government Bond Index (WGBI) measures the performance of fixed-rate, local currency, investment grade sovereign bonds. The WGBI is a widely used benchmark that currently comprises sovereign debt from over 20 countries, denominated in a variety of currencies, and has more than 25 years of history available. The WGBI provides a broad benchmark for the global sovereign fixed income market. Sub-indices are available in any combination of currency, maturity, or rating.
One cannot invest directly in an index.
Must be preceded or accompanied by a prospectus.
Mutual fund investing involves risk. Principal loss is possible. Diversification does not assure a profit nor protect against loss in a declining market. Investing in micro-cap or small cap companies involves additional risks such as limited liquidity and greater volatility than large companies. Certain Funds invest in foreign securities which involve greater volatility and political, economic and currency risks and differences in accounting methods. These risks are greater in emerging markets. Investments in debt securities typically decrease in value when interest rates rise. This risk is usually greater for longer-term debt securities.
Shares of the Funds are distributed by Quasar Distributors, LLC.
2
MATSON MONEY VI PORTFOLIOS
Performance Data
February 28, 2019 (Unaudited)
Matson Money U.S. Equity VI Portfolio
Total Returns for the Periods Ended February 28, 2019 |
| | Average Annual |
| Six Months(1) | 1 Year | 3 Year | 5 Year | Since Inception |
Matson Money U.S. Equity VI Portfolio | -7.66% | 1.10% | 13.16% | 6.67% | 6.94%(2) |
Russell 2500® Index | -6.25% | 6.36% | 15.92% | 7.89% | 7.89%(4) |
Composite Index(3) | -5.52% | 4.58% | 15.03% | 8.25% | 8.25%(4) |
(2) | The Portfolio commenced operations on February 18, 2014. |
(3) | The Composite Index is comprised of the S&P 500® Index, Russell 1000® Value Index, Russell 2000® Index and Russell 2000® Value Index, weighted 25%, 25%, 25% and 25%, respectively. |
(4) | Index information is not available as of the date of the inception of the Portfolio. The average annual returns for the Russell 2500® Index and the Composite Index are presented as of March 1, 2014. If the Portfolio had commenced operations on March 1, 2014, its average annual return since inception would have been 6.72%. |
The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Portfolio distributions or on the redemption of Portfolio shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Portfolio’s annual operating expense ratio, as stated in the current prospectus is 1.03% (included in the ratio is 0.30% attributable to acquired fund fees and expenses).
The Portfolio’s aggregate total return since inception is based on an increase in net asset value from $25.00 per share on February 18, 2014 (commencement of operations) to $28.38 per share on February 28, 2019.
Portfolio composition is subject to change.
The Matson Money U.S. Equity VI Portfolio’s underlying funds invest in small-cap and micro-cap stocks, large-cap stocks and other equity securities. In addition to the ordinary risks of equity investing, small companies entail special risk. Small companies tend to have more risk than large companies. An investor in the Portfolio will incur the expenses of the underlying funds in addition to the Portfolio’s expenses. The foregoing is not intended to be a complete discussion of all risks associated with the investment strategies of the Portfolio. Information about DFA Underlying Fund risks may be found in such DFA Underlying Fund’s annual or semiannual report to shareholders which can be found at us.dimensional.com. Additional information about derivatives related risks, if applicable to the Portfolio, may also be found in each such DFA Underlying Fund’s annual or semiannual report to shareholders.
3
MATSON MONEY VI PORTFOLIOS
Performance Data (Continued)
February 28, 2019 (Unaudited)
Matson Money International Equity VI Portfolio
Total Returns for the Periods Ended February 28, 2019 |
| | Average Annual |
| Six Months(1) | 1 Year | 3 Year | 5 Year | Since Inception |
Matson Money International Equity VI Portfolio | -6.27% | -11.77% | 9.77% | 1.27% | 1.52%(2) |
MSCI World (excluding U.S.) Index | -3.41% | -5.30% | 9.48% | 2.01% | 2.01%(4) |
Composite Index(3) | -3.35% | -8.53% | 11.09% | 2.90% | 2.90%(4) |
(2) | The Portfolio commenced operations on February 18, 2014. |
(3) | The Composite Index is comprised of the MSCI EAFE Index, MSCI EAFE Value Index, MSCI EAFE Small Company Index, and MSCI Emerging Markets Index, weighted 25%, 25%, 25% and 25%, respectively. |
(4) | Index information is not available as of the date of the inception of the Portfolio. The average annual returns for the MSCI World (excluding U.S.) Index and the Composite Index are presented as of March 1, 2014. If the Portfolio had commenced operations on March 1, 2014, its average annual return since inception would have been 1.30%. |
The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Portfolio distributions or on the redemption of Portfolio shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Portfolio’s annual operating expense ratio, as stated in the current prospectus is 1.27% (included in the ratio is 0.48% attributable to acquired fund fees and expenses).
The Portfolio’s aggregate total return since inception is based on an increase in net asset value from $25.00 per share on February 18, 2014 (commencement of operations) to $23.62 per share on February 28, 2019.
Portfolio composition is subject to change.
The Matson Money International Equity VI Portfolio’s underlying funds invest in common stock, preferred stock, securities convertible into stocks and other equity securities issued by foreign companies. In addition to the ordinary risks of equity investing, foreign and small companies entail special risk. The return on foreign equities may be adversely affected by currency fluctuations. Emerging markets may be subject to social instability and lack of market liquidity. Small companies tend to have more risk than large companies. An investor in the Portfolio will incur the expenses of the underlying funds in addition to the Portfolio’s expenses. The foregoing is not intended to be a complete discussion of all risks associated with the investment strategies of the Portfolio. Information about DFA Underlying Fund risks may be found in such DFA Underlying Fund’s annual or semiannual report to shareholders which can be found at us.dimensional.com. Additional information about derivatives related risks, if applicable to the Portfolio, may also be found in each such DFA Underlying Fund’s annual or semiannual report to shareholders.
4
MATSON MONEY VI PORTFOLIOS
Performance Data (Concluded)
February 28, 2019 (Unaudited)
Matson Money Fixed Income VI Portfolio
Total Returns for the Periods Ended February 28, 2019 |
| | Average Annual |
| Six Months(1) | 1 Year | 3 Year | 5 Year | Since Inception |
Matson Money Fixed Income VI Portfolio | 1.47% | 2.38% | 0.70% | 0.59% | 0.61%(2) |
FTSE World Government Bond Index 1-5 Years | 1.97% | 2.80% | 1.39% | 1.50% | 1.50%(4) |
Composite Index(3) | 1.71% | 2.71% | 1.18% | 1.36% | 1.36%(4) |
(2) | The Portfolio commenced operations on February 18, 2014. |
(3) | The Composite Index is comprised of the Three-Month Treasury Bill Index, Barclays Capital Intermediate Government Bond Index, BofA Merrill Lynch 1-3 Year US Government/Corporate Index and Bloomberg Barclays Aggregate Bond Index, weighted 25%, 25%, 25% and 25%, respectively. |
(4) | Index information is not available as of the date of the inception of the Portfolio. The average annual returns for the FTSE World Government Bond Index 1-5 Years (formerly known as the Citigroup World Govt. Bond 1-5 Year Currency Hedged U.S. Dollar Index), and the Composite Index are presented as of March 1, 2014. If the Portfolio had commenced operations on March 1, 2014, its average annual return since inception would have been 0.56%. |
The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Portfolio distributions or on the redemption of Portfolio shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Portfolio’s annual operating expense ratio, as stated in the current prospectus is 0.88% (included in the ratio is 0.17% attributable to acquired fund fees and expenses).
The Portfolio’s aggregate total return since inception is based on a decrease in net asset value from $25.00 per share on February 18, 2014 (commencement of operations) to $24.53 per share on February 28, 2019.
Portfolio composition is subject to change.
The Matson Money Fixed Income VI Portfolio’s underlying funds invest in fixed income securities. The underlying funds may invest their assets in bonds and other debt securities issued by domestic and foreign governments and companies. Debt instruments involve the risk that their prices will fall when interest rates rise, and they are subject to the risk that the borrower may default. In addition, the return on foreign debt securities may be adversely affected by currency fluctuations. An investor in the Portfolio will incur expenses of the underlying funds in addition to the Portfolio’s expenses. The foregoing is not intended to be a complete discussion of all risks associated with the investment strategies of the Portfolio. Information about DFA Underlying Fund risks may be found in such DFA Underlying Fund’s annual or semiannual report to shareholders which can be found at us.dimensional.com. Additional information about derivatives related risks, if applicable to the Portfolio, may also be found in each such DFA Underlying Fund’s annual or semiannual report to shareholders.
5
MATSON MONEY VI PORTFOLIOS
Fund Expense ExampleS
February 28, 2019 (Unaudited)
As a shareholder of the Portfolio(s), you incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio(s) 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 six-month period from September 1, 2018 through February 28, 2019, and held for the entire period.
ACTUAL EXPENSES
The first line of the accompanying tables 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLES FOR COMPARISON PURPOSES
The second line of the accompanying tables provides information about hypothetical account values and hypothetical expenses based on each Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’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 each Portfolio and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
The expenses shown in the accompanying tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the accompanying tables is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid * | Annualized Expense Ratio* | Actual Six-Month Total Investment Return for the Portfolio |
Actual | | | | | |
Matson Money U.S. Equity VI Portfolio | $1,000.00 | $923.40 | $3.43 | 0.72% | -7.66% |
Matson Money International Equity VI Portfolio | 1,000.00 | 937.30 | 3.84 | 0.80% | -6.27% |
Matson Money Fixed Income VI Portfolio | 1,000.00 | 1,014.70 | 3.50 | 0.70% | 1.47% |
| | | | | |
Hypothetical (5% return before expenses) |
Matson Money U.S. Equity VI Portfolio | $1,000.00 | $1021.22 | $3.61 | 0.72% | N/A |
Matson Money International Equity VI Portfolio | 1,000.00 | 1020.83 | 4.01 | 0.80% | N/A |
Matson Money Fixed Income VI Portfolio | 1,000.00 | 1021.32 | 3.51 | 0.70% | N/A |
* | Expenses are equal to each Portfolio’s annualized six-month expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half year period. The annualized expense ratios do not reflect fees and expenses associated with the underlying funds. Fees and expenses presented for a Portfolio do not reflect any fees and expenses imposed on shares of the Portfolio purchased through variable annuity contracts, variable life insurance policies, and certain qualified pension and retirement plans, which would increase overall fees and expenses. If such fees and expenses had been included, the expenses would have been higher. Each Portfolio’s ending account values on the first line in the tables is based on the actual six-month total investment return for each Portfolio. The range of weighted expense ratios of the underlying funds held by the Portfolios, as stated in the underlying funds’ current prospectuses, were as follows: |
Portfolio | Range of Weighted Expense Ratios |
Matson Money U.S. Equity VI Portfolio | 0.01% | 0.08% |
Matson Money International Equity VI Portfolio | 0.01% | 0.19% |
Matson Money Fixed Income VI Portfolio | 0.00% | 0.04% |
6
MATSON MONEY VI PORTFOLIOS
MATSON MONEY U.S. EQUITY VI PORTFOLIO
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
DOMESTIC EQUITY FUNDS — 99.1% | | | | |
U.S. Large Cap Value Portfolio III (a) | | | 262,048 | | | $ | 6,372,996 | |
U.S. Large Company Portfolio (a) | | | 160,293 | | | | 3,451,107 | |
U.S. Micro Cap Portfolio (b) | | | 173,156 | | | | 3,705,531 | |
U.S. Small Cap Portfolio (b) | | | 107,124 | | | | 3,694,710 | |
U.S. Small Cap Value Portfolio (b) | | | 70,697 | | | | 2,453,182 | |
VA U.S. Large Value Portfolio (b) | | | 38,999 | | | | 978,867 | |
VA U.S. Targeted Value Portfolio (b) | | | 207,693 | | | | 3,688,627 | |
TOTAL DOMESTIC EQUITY FUNDS | | | | |
(Cost $23,459,859) | | | | | | | 24,345,020 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 1.0% |
STIT-Government & Agency Portfolio, 2.30%* | | | 256,837 | | | | 256,837 | |
TOTAL SHORT-TERM INVESTMENTS | | | | |
(Cost $256,837) | | | | | | | 256,837 | |
TOTAL INVESTMENTS — 100.1% | | | | |
(Cost $23,716,696) | | | | | | | 24,601,857 | |
LIABILITIES IN EXCESS OF OTHER ASSETS — (0.1)% | | | | | | | (25,939 | ) |
NET ASSETS — 100.0% | | | | | | $ | 24,575,918 | |
Portfolio Holdings Summary Table |
| | % of Net Assets | | | Value | |
Domestic Equity Funds | | | 99.1 | % | | $ | 24,345,020 | |
Short-Term Investments | | | 1.0 | | | | 256,837 | |
Liabilities In Excess Of Other Assets | | | (0.1 | ) | | | (25,939 | ) |
NET ASSETS | | | 100.0 | % | | $ | 24,575,918 | |
* | Seven-day yield as of February 28, 2019. |
(a) | A portfolio of Dimensional Investment Group Inc. |
(b) | A portfolio of DFA Investment Dimensions Group Inc. |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
7
MATSON MONEY VI PORTFOLIOS
MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
INTERNATIONAL EQUITY FUNDS — 99.1% | | | | |
DFA International Small Cap Value Portfolio (a) | | | 273,498 | | | $ | 5,026,894 | |
DFA International Value Portfolio III (b) | | | 361,779 | | | | 5,386,888 | |
Emerging Markets Portfolio (a) | | | 33,498 | | | | 926,215 | |
Emerging Markets Small Cap Portfolio (a) | | | 42,741 | | | | 862,512 | |
Emerging Markets Value Portfolio, Class Institutional (a) | | | 30,163 | | | | 862,972 | |
Large Cap International Portfolio (a) | | | 32,560 | | | | 715,679 | |
VA International Small Portfolio (a) | | | 263,125 | | | | 3,049,613 | |
VA International Value Portfolio (a) | | | 74,320 | | | | 891,838 | |
TOTAL INTERNATIONAL EQUITY FUNDS | | | | |
(Cost $18,192,144) | | | | | | | 17,722,611 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 1.0% |
STIT-Government & Agency Portfolio, 2.30%* | | | 179,879 | | | | 179,879 | |
TOTAL SHORT-TERM INVESTMENTS | | | | |
(Cost $179,879) | | | | | | | 179,879 | |
TOTAL INVESTMENTS — 100.1% | | | | |
(Cost $18,372,023) | | | | | | | 17,902,490 | |
LIABILITIES IN EXCESS OF OTHER ASSETS — (0.1)% | | | | | | | (21,896 | ) |
NET ASSETS — 100.0% | | | | | | $ | 17,880,594 | |
Portfolio Holdings Summary Table |
| | % of Net Assets | | | Value | |
International Equity Funds | | | 99.1 | % | | $ | 17,722,611 | |
Short-Term Investments | | | 1.0 | | | | 179,879 | |
Liabilities In Excess Of Other Assets | | | (0.1 | ) | | | (21,896 | ) |
NET ASSETS | | | 100.0 | % | | $ | 17,880,594 | |
* | Seven-day yield as of February 28, 2019. |
(a) | A portfolio of DFA Investment Dimensions Group Inc. |
(b) | A portfolio of Dimensional Investment Group Inc. |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
8
MATSON MONEY VI PORTFOLIOS
MATSON MONEY FIXED INCOME VI PORTFOLIO
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
FIXED INCOME FUNDS — 98.6% | | | | |
DFA Five-Year Global Fixed Income Portfolio (a) | | | 265,328 | | | $ | 2,823,088 | |
DFA Inflation-Protected Securities Portfolio (a) | | | 122,394 | | | | 1,408,750 | |
DFA Intermediate Government Fixed Income Portfolio (a) | | | 138,387 | | | | 1,692,479 | |
DFA One-Year Fixed Income Portfolio (a) | | | 315,411 | | | | 3,242,421 | |
DFA Short-Term Government Portfolio (a) | | | 107,423 | | | | 1,130,091 | |
DFA Two-Year Global Fixed Income Portfolio (a) | | | 428,138 | | | | 4,238,565 | |
iShares Short-Term Corporate Bond ETF | | | 129,859 | | | | 6,800,716 | |
iShares Intermediate-Term Corporate Bond ETF | | | 31,287 | | | | 1,687,934 | |
VA Global Bond Portfolio (a) | | | 406,736 | | | | 4,234,126 | |
VA Short-Term Fixed Portfolio (a) | | | 55,235 | | | | 565,056 | |
TOTAL FIXED INCOME FUNDS | | | | |
(Cost $28,212,996) | | | | | | | 27,823,226 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS — 1.5% |
STIT-Government & Agency Portfolio, 2.30%* | | | 427,729 | | | | 427,729 | |
TOTAL SHORT-TERM INVESTMENTS | | | | |
(Cost $427,729) | | | | | | | 427,729 | |
TOTAL INVESTMENTS — 100.1% | | | | |
(Cost $28,640,725) | | | | | | | 28,250,955 | |
LIABILITIES IN EXCESS OF OTHER ASSETS — (0.1)% | | | | | | | (26,825 | ) |
NET ASSETS — 100.0% | | | | | | $ | 28,224,130 | |
Portfolio Holdings Summary Table |
| | % of Net Assets | | | Value | |
Fixed Income Funds | | | 98.6 | % | | $ | 27,823,226 | |
Short-Term Investments | | | 1.5 | | | | 427,729 | |
Liabilities In Excess Of Other Assets | | | (0.1 | ) | | | (26,825 | ) |
NET ASSETS | | | 100.0 | % | | $ | 28,224,130 | |
* | Seven-day yield as of February 28, 2019. |
(a) | A portfolio of DFA Investment Dimensions Group Inc. |
ETFExchange-Traded Fund
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
9
MATSON MONEY VI PORTFOLIOS
Statements of Assets and Liabilities
February 28, 2019 (Unaudited)
| | Matson Money U.S. Equity VI Portfolio | | | Matson Money International Equity VI Portfolio | | | Matson Money Fixed Income VI Portfolio | |
ASSETS | | | | | | | | | | | | |
Investments in non-affiliated funds, at value (cost $23,459,859, $18,192,144 and $28,212,996 respectively) | | $ | 24,345,020 | | | $ | 17,722,611 | | | $ | 27,823,226 | |
Short-term investments, at value (cost $256,837, $179,879 and $427,729 respectively) | | | 256,837 | | | | 179,879 | | | | 427,729 | |
Receivables for: | | | | | | | | | | | | |
Receivable for capital shares sold | | | 3,336 | | | | 1,107 | | | | 2,795 | |
Dividends receivable | | | 401 | | | | 301 | | | | 752 | |
Prepaid expenses and other assets | | | 952 | | | | 1,099 | | | | 1,359 | |
Total assets | | | 24,606,546 | | | | 17,904,997 | | | | 28,255,861 | |
| | | | | | | | | | | | |
LIABILITIES | | | | | | | | | | | | |
Payables for: | | | | | | | | | | | | |
Capital shares redeemed | | | 448 | | | | 397 | | | | 53 | |
Advisory fees | | | 9,309 | | | | 6,754 | | | | 10,883 | |
Administration and accounting fees | | | 1,002 | | | | 899 | | | | 1,499 | |
Transfer agent fees | | | 3,109 | | | | 78 | | | | 134 | |
Other accrued expenses and liabilities | | | 16,760 | | | | 16,275 | | | | 19,162 | |
Total liabilities | | | 30,628 | | | | 24,403 | | | | 31,731 | |
Net assets | | $ | 24,575,918 | | | $ | 17,880,594 | | | | 28,224,130 | |
| | | | | | | | | | | | |
NET ASSETS CONSIST OF: | | | | | | | | | | | | |
Par Value | | $ | 1,040 | | | $ | 890 | | | $ | 2,674 | |
Paid-in capital | | | 22,652,041 | | | | 18,247,671 | | | | 28,744,335 | |
Total distributable earnings/(loss) | | | 1,922,837 | | | | (367,967 | ) | | | (522,879 | ) |
Net assets | | $ | 24,575,918 | | | $ | 17,880,594 | | | $ | 28,224,130 | |
| | | | | | | | | | | | |
CAPITAL SHARES: | | | | | | | | | | | | |
Net assets | | $ | 24,575,918 | | | $ | 17,880,594 | | | $ | 28,224,130 | |
Shares outstanding ($0.001 par value, 300,000,000 shares authorized) | | | 865,951 | | | | 756,968 | | | | 1,150,590 | |
Net asset value, offering and redemption price per share | | $ | 28.38 | | | $ | 23.62 | | | $ | 24.53 | |
The accompanying notes are an integral part of the financial statements.
10
MATSON MONEY VI PORTFOLIOS
Statements of Operations
For the Six Months ended February 28, 2019 (Unaudited)
| | Matson Money U.S. Equity VI Portfolio | | | Matson Money International Equity VI Portfolio | | | Matson Money Fixed Income VI Portfolio | |
INVESTMENT INCOME | | | | | | | | | | | | |
Dividends from non-affiliated funds | | $ | 265,133 | | | $ | 298,769 | | | $ | 658,347 | |
Total investment income | | | 265,133 | | | | 298,769 | | | | 658,347 | |
| | | | | | | | | | | | |
EXPENSES: | | | | | | | | | | | | |
Advisory fees (Note 2) | | | 58,826 | | | | 42,929 | | | | 72,667 | |
Audit fees | | | 11,369 | | | | 12,365 | | | | 13,415 | |
Administration and accounting fees (Note 2) | | | 8,975 | | | | 7,827 | | | | 10,006 | |
Custodian fees (Note 2) | | | 2,272 | | | | 3,039 | | | | 2,242 | |
Legal fees | | | 458 | | | | 331 | | | | 485 | |
Director fees | | | 422 | | | | 412 | | | | 672 | |
Officer fees | | | 382 | | | | 225 | | | | 496 | |
Printing and shareholder reporting fees | | | 176 | | | | 103 | | | | 14 | |
Transfer agent fees (Note 2) | | | 14 | | | | 266 | | | | 465 | |
Other expenses | | | 1,423 | | | | 1,247 | | | | 1,222 | |
Total expenses | | | 84,317 | | | | 68,744 | | | | 101,684 | |
Net investment income/(loss) | | | 180,816 | | | | 230,025 | | | | 556,663 | |
| | | | | | | | | | | | |
NET REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS | | | | | | | | | | | | |
Net realized gain/(loss) from: | | | | | | | | | | | | |
Non-affiliated funds | | | 358,413 | | | | 3,506 | | | | (100,505 | ) |
Capital gain distributions from non-affiliated fund investments | | | 949,993 | | | | 426,049 | | | | — | |
Net change in unrealized appreciation/(depreciation) on: | | | | | | | | | | | | |
Non-affiliated funds | | | (3,333,338 | ) | | | (1,748,271 | ) | | | (43,393 | ) |
Net realized and unrealized gain/(loss) on investments | | | (2,024,932 | ) | | | (1,318,716 | ) | | | (143,898 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (1,844,116 | ) | | $ | (1,088,691 | ) | | $ | 412,765 | |
The accompanying notes are an integral part of the financial statements.
11
MATSON MONEY U.S. EQUITY VI PORTFOLIO
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 180,816 | | | $ | 133,464 | |
Net realized gain/(loss) on investments | | | 1,308,406 | | | | 1,321,912 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (3,333,338 | ) | | | 2,620,038 | |
Net increase/(decrease) in net assets resulting from operations | | | (1,844,116 | ) | | | 4,075,414 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Total distributable earnings | | | (1,492,480 | ) | | | (1,117,121 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (1,492,480 | ) | | | (1,117,121 | ) |
| | | | | | | | |
CAPTIAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 2,889,065 | | | | 5,389,578 | |
Reinvestment of distributions | | | 1,492,480 | | | | 1,117,121 | |
Shares redeemed | | | (2,649,697 | ) | | | (3,377,340 | ) |
Net increase/(decrease) in net assets from capital shares | | | 1,731,848 | | | | 3,129,359 | |
Total increase/(decrease) in net assets | | | (1,604,748 | ) | | | 6,087,652 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 26,180,666 | | | | 20,093,014 | |
End of period | | $ | 24,575,918 | | | $ | 26,180,666 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 101,636 | | | | 173,254 | |
Dividends and distributions reinvested | | | 60,645 | | | | 36,235 | |
Shares redeemed | | | (86,820 | ) | | | (108,191 | ) |
Net increase/(decrease) in shares outstanding | | | 75,461 | | | | 101,298 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders were $(231,177) of net investment income and $(885,944) of net realized capital gains during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $2,903. |
The accompanying notes are an integral part of the financial statements.
12
MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 230,025 | | | $ | 279,674 | |
Net realized gain/(loss) on investments | | | 429,555 | | | | 326,547 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (1,748,271 | ) | | | (522,361 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (1,088,691 | ) | | | 83,860 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Total distributable earnings | | | (583,676 | ) | | | (444,060 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (583,676 | ) | | | (444,060 | ) |
| | | | | | | | |
CAPTIAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 2,622,571 | | | | 4,595,893 | |
Reinvestment of distributions | | | 583,676 | | | | 444,060 | |
Shares redeemed | | | (1,603,659 | ) | | | (1,748,286 | ) |
Net increase/(decrease) in net assets from capital shares | | | 1,602,588 | | | | 3,291,667 | |
Total increase/(decrease) in net assets | | | (69,779 | ) | | | 2,931,467 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 17,950,373 | | | | 15,018,906 | |
End of period | | $ | 17,880,594 | | | $ | 17,950,373 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 109,668 | | | | 168,646 | |
Dividends and distributions reinvested | | | 27,364 | | | | 16,147 | |
Shares redeemed | | | (66,313 | ) | | | (63,221 | ) |
Net increase/(decrease) in shares outstanding | | | 70,719 | | | | 121,572 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders were $(308,131) of net investment income and $(135,929) of net realized capital gains during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $24,686. |
The accompanying notes are an integral part of the financial statements.
13
MATSON MONEY FIXED INCOME VI PORTFOLIO
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 556,663 | | | $ | 261,719 | |
Net realized gain/(loss) on investments | | | (100,505 | ) | | | 2,110 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (43,393 | ) | | | (387,918 | ) |
Net increase/(decrease) in net assets resulting from operations | | | 412,765 | | | | (124,089 | ) |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Total distributable earnings | | | (655,301 | ) | | | (276,025 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (655,301 | ) | | | (276,025 | ) |
| | | | | | | | |
CAPTIAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 2,323,767 | | | | 6,535,549 | |
Reinvestment of distributions | | | 655,301 | | | | 276,025 | |
Shares redeemed | | | (4,917,608 | ) | | | (2,023,015 | ) |
Net increase/(decrease) in net assets from capital shares | | | (1,938,540 | ) | | | 4,788,559 | |
Total increase/(decrease) in net assets | | | (2,181,076 | ) | | | 4,388,445 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 30,405,206 | | | | 26,016,761 | |
End of period | | $ | 28,224,130 | | | $ | 30,405,206 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 94,429 | | | | 264,067 | |
Dividends and distributions reinvested | | | 27,045 | | | | 11,180 | |
Shares redeemed | | | (200,044 | ) | | | (81,618 | ) |
Net increase/(decrease) in shares outstanding | | | (78,570 | ) | | | 193,629 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 6 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders were $(240,545) of net investment income and $(35,480) of net realized capital gains during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $81,787. |
The accompanying notes are an integral part of the financial statements.
14
MATSON MONEY VI PORTFOLIOS
MATSON MONEY U.S. EQUITY VI PORTFOLIO
Financial Highlights
Contained below is per share operating performance data for each share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Period February 18, 2014(1) through August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 33.12 | | | $ | 29.15 | | | $ | 26.80 | | | $ | 25.65 | | | $ | 26.79 | | | $ | 25.00 | |
Net investment income/(loss)(2) | | | 0.15 | | | | 0.18 | | | | 0.14 | | | | 0.19 | | | | 0.03 | | | | (0.06 | ) |
Net realized and unrealized gain/(loss) on investments | | | (2.98 | ) | | | 5.40 | | | | 3.44 | | | | 1.96 | | | | (1.07 | ) | | | 1.85 | |
Net increase/(decrease) in net assets resulting from operations | | | (2.83 | ) | | | 5.58 | | | | 3.58 | | | | 2.15 | | | | (1.04 | ) | | | 1.79 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.27 | ) | | | (0.33 | ) | | | (0.21 | ) | | | (0.15 | ) | | | (0.10 | ) | | | — | |
Net realized capital gains | | | (1.64 | ) | | | (1.28 | ) | | | (1.02 | ) | | | (0.85 | ) | | | — | | | | — | |
Total dividends and distributions to shareholders | | | (1.91 | ) | | | (1.61 | ) | | | (1.23 | ) | | | (1.00 | ) | | | (0.10 | ) | | | — | |
Net asset value, end of period | | $ | 28.38 | | | $ | 33.12 | | | $ | 29.15 | | | $ | 26.80 | | | $ | 25.65 | | | $ | 26.79 | |
Total investment return/(loss)(3) | | | (7.66 | )%(4) | | | 19.56 | % | | | 13.42 | % | | | 8.68 | % | | | (3.92 | )% | | | 7.16 | %(4) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratio/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 24,576 | | | $ | 26,181 | | | $ | 20,093 | | | $ | 17,491 | | | $ | 13,598 | | | $ | 7,816 | |
Ratio of expenses to average net assets with waivers, if any(5) | | | 0.72 | %(6) | | | 0.73 | % | | | 0.81 | % | | | 0.93 | % | | | 1.13 | % | | | 1.13 | %(6) |
Ratio of expenses to average net assets without waivers, if any(5) | | | 0.72 | %(6) | | | 0.73 | % | | | 0.81 | % | | | 0.93 | % | | | 1.44 | % | | | 4.07 | %(6) |
Ratio of net investment income/(loss) to average net assets with waivers(5) | | | 1.03 | %(6) | | | 0.58 | % | | | 0.49 | % | | | 0.74 | % | | | 0.12 | % | | | (0.47 | )%(6) |
Portfolio turnover rate | | | 10 | %(4) | | | 12 | % | | | 21 | % | | | 7 | % | | | 14 | % | | | 1 | %(4) |
(1) | Commencement of operations. |
(2) | The selected per share data is calculated using the average shares outstanding method for the period. |
(3) | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(5) | The Portfolio also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. |
The accompanying notes are an integral part of the financial statements.
15
MATSON MONEY VI PORTFOLIOS
MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO
Financial Highlights
Contained below is per share operating performance data for each share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Period February 18, 2014(1) through August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 26.16 | | | $ | 26.60 | | | $ | 22.54 | | | $ | 22.48 | | | $ | 25.82 | | | $ | 25.00 | |
Net investment income/(loss)(2) | | | 0.31 | | | | 0.47 | | | | 0.29 | | | | 0.44 | | | | 0.22 | | | | 0.07 | |
Net realized and unrealized gain/(loss) on investments | | | (2.04 | ) | | | (0.13 | ) | | | 4.51 | | | | 0.10 | | | | (3.26 | ) | | | 0.75 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.73 | ) | | | 0.34 | | | | 4.80 | | | | 0.54 | | | | (3.04 | ) | | | 0.82 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.39 | ) | | | (0.54 | ) | | | (0.44 | ) | | | (0.24 | ) | | | (0.30 | ) | | | — | |
Net realized capital gains | | | (0.42 | ) | | | (0.24 | ) | | | (0.30 | ) | | | (0.24 | ) | | | — | (3) | | | — | |
Total dividends and distributions to shareholders | | | (0.81 | ) | | | (0.78 | ) | | | (0.74 | ) | | | (0.48 | ) | | | (0.30 | ) | | | — | |
Net asset value, end of period | | $ | 23.62 | | | $ | 26.16 | | | $ | 26.60 | | | $ | 22.54 | | | $ | 22.48 | | | $ | 25.82 | |
Total investment return/(loss)(4) | | | (6.27 | )%(5) | | | 1.13 | % | | | 21.90 | % | | | 2.47 | % | | | (11.77 | )% | | | 3.28 | %(5) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratio/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 17,881 | | | $ | 17,950 | | | $ | 15,019 | | | $ | 12,567 | | | $ | 9,641 | | | $ | 5,408 | |
Ratio of expenses to average net assets with waivers, if any(6) | | | 0.80 | %(7) | | | 0.79 | % | | | 0.88 | % | | | 1.02 | % | | | 1.35 | % | | | 1.35 | %(7) |
Ratio of expenses to average net assets without waivers, if any(6) | | | 0.80 | %(7) | | | 0.79 | % | | | 0.88 | % | | | 1.02 | % | | | 1.67 | % | | | 5.07 | %(7) |
Ratio of net investment income to average net assets with waivers(6) | | | 2.58 | %(7) | | | 1.70 | % | | | 1.22 | % | | | 2.03 | % | | | 0.91 | % | | | 0.49 | %(7) |
Portfolio turnover rate | | | 7 | %(5) | | | 8 | % | | | 21 | % | | | 5 | % | | | 15 | % | | | 2 | %(5) |
(1) | Commencement of operations. |
(2) | The selected per share data is calculated using the average shares outstanding method for the period. |
(3) | Amount less than $(0.005) per share. |
(4) | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(6) | The Portfolio also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. |
The accompanying notes are an integral part of the financial statements.
16
MATSON MONEY VI PORTFOLIOS
MATSON MONEY FIXED INCOME VI PORTFOLIO
Financial Highlights
Contained below is per share operating performance data for each share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Period February 18, 2014(1) through August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 24.74 | | | $ | 25.12 | | | $ | 25.31 | | | $ | 24.93 | | | $ | 25.08 | | | $ | 25.00 | |
Net investment income/(loss)(2) | | | 0.47 | | | | 0.23 | | | | 0.18 | | | | 0.05 | | | | 0.03 | | | | (0.05 | ) |
Net realized and unrealized gain/(loss) on investments | | | (0.12 | ) | | | (0.36 | ) | | | (0.13 | ) | | | 0.36 | | | | (0.04 | ) | | | 0.13 | |
Net increase/(decrease) in net assets resulting from operations | | | 0.35 | | | | (0.13 | ) | | | 0.05 | | | | 0.41 | | | | (0.01 | ) | | | 0.08 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.56 | ) | | | (0.22 | ) | | | (0.12 | ) | | | — | | | | (0.14 | ) | | | — | |
Net realized capital gains | | | — | | | | (0.03 | ) | | | (0.12 | ) | | | (0.03 | ) | | | — | | | | — | |
Total dividends and distributions to shareholders | | | (0.56 | ) | | | (0.25 | ) | | | (0.24 | ) | | | (0.03 | ) | | | (0.14 | ) | | | — | |
Net asset value, end of period | | $ | 24.53 | | | $ | 24.74 | | | $ | 25.12 | | | $ | 25.31 | | | $ | 24.93 | | | $ | 25.08 | |
Total investment return/(loss)(3) | | | 1.47 | %(4) | | | (0.50 | )% | | | 0.19 | % | | | 1.66 | % | | | (0.06 | )% | | | 0.32 | %(4) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratio/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 28,224 | | | $ | 30,405 | | | $ | 26,017 | | | $ | 21,927 | | | $ | 18,098 | | | $ | 9,927 | |
Ratio of expenses to average net assets with waivers, if any(5) | | | 0.70 | %(6) | | | 0.71 | % | | | 0.77 | % | | | 0.85 | % | | | 1.00 | % | | | 1.00 | %(6) |
Ratio of expenses to average net assets without waivers, if any(5) | | | 0.70 | %(6) | | | 0.71 | % | | | 0.77 | % | | | 0.85 | % | | | 1.37 | % | | | 3.40 | %(6) |
Ratio of net investment income/(loss) to average net assets with waivers(5) | | | 3.83 | %(6) | | | 0.93 | % | | | 0.70 | % | | | 0.21 | % | | | 0.10 | % | | | (0.40 | )%(6) |
Portfolio turnover rate | | | 7 | %(4) | | | 2 | % | | | 11 | % | | | 40 | % | | | 11 | % | | | 1 | %(4) |
(1) | Commencement of operations. |
(2) | The selected per share data is calculated using the average shares outstanding method for the period. |
(3) | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(5) | The Portfolio also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. |
The accompanying notes are an integral part of the financial statements.
17
MATSON MONEY VI PORTFOLIOS
Notes to Financial Statements
February 28, 2019 (Unaudited)
1. | Organization and Significant Accounting Policies |
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Matson Money U.S. Equity VI Portfolio, the Matson Money International Equity VI Portfolio and the Matson Money Fixed Income VI Portfolio (each a “Portfolio,” collectively the “Portfolios”). Each Portfolio operates as a “fund of funds” and commenced investment operations on February 18, 2014. Shares of the Portfolios are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
Matson Money U.S. Equity VI Portfolio and Matson Money International Equity VI Portfolio’s investment objective is to seek long-term capital appreciation. Matson Money Fixed Income VI Portfolio’s investment objective is to seek total return (consisting of current income and capital appreciation).
The Portfolios are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Portfolios is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION — Investments in the underlying funds are valued at each Portfolio’s net asset value (“NAV”) determined as of the close of business on the New York Stock Exchange (generally 4:00 p.m. Eastern time). Investments in Exchange-Traded Funds (“ETFs”) are valued at their last reported sale price. As required, some securities and assets may be valued at fair value as determined in good faith by the Company’s Board of Directors (the “Board”). Direct investments in fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market.
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Portfolios’ investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1 — | Prices are determined using quoted prices in active markets for identical securities. |
| ● | Level 2 — | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● | Level 3 — | Prices are determined using significant unobservable inputs (including the Portfolios’ own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
18
MATSON MONEY VI PORTFOLIOS
Notes to Financial Statements (continued)
February 28, 2019 (Unaudited)
The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Portfolios’ investments carried at fair value:
MATSON MONEY U.S. EQUITY VI PORTFOLIO
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Domestic Equity Funds | | $ | 24,345,020 | | | $ | 19,677,526 | | | $ | — | | | $ | — | | | $ | 4,667,494 | |
Short-Term Investments | | | 256,837 | | | | 256,837 | | | | — | | | | — | | | | — | |
Total Investments** | | $ | 24,601,857 | | | $ | 19,934,363 | | | $ | — | | | $ | — | | | $ | 4,667,494 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
** | Please refer to the Portfolio of Investments for further details. |
MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
International Equity Funds | | $ | 17,722,611 | | | $ | 13,781,160 | | | $ | — | | | $ | — | | | $ | 3,941,451 | |
Short-Term Investments | | | 179,879 | | | | 179,879 | | | | — | | | | — | | | | — | |
Total Investments** | | $ | 17,902,490 | | | $ | 13,961,039 | | | $ | — | | | $ | — | | | $ | 3,941,451 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
** | Please refer to the Portfolio of Investments for further details. |
MATSON MONEY FIXED INCOME VI PORTFOLIO
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE* | |
Fixed Income Funds | | $ | 27,823,226 | | | $ | 23,024,044 | | | $ | — | | | $ | — | | | $ | 4,799,182 | |
Short-Term Investments | | | 427,729 | | | | 427,729 | | | | — | | | | — | | | | — | |
Total Investments** | | $ | 28,250,955 | | | $ | 23,451,773 | | | $ | — | | | $ | — | | | $ | 4,799,182 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
** | Please refer to the Portfolio of Investments for further details. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
19
MATSON MONEY VI PORTFOLIOS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Portfolios’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Portfolios may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires each Portfolio to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when a Portfolio had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if a Portfolio had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Portfolios had no Level 3 transfers.
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Portfolios record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. Each Portfolio’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Portfolios. In addition to the net annual operating expenses that the Portfolios bear directly, the shareholders indirectly bear the Portfolios’ pro-rata expenses of the underlying mutual funds in which each Portfolio invests.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders recorded on the ex-dividend date for each Portfolio. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is each Portfolio’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
20
MATSON MONEY VI PORTFOLIOS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
OTHER — In the normal course of business, the Portfolios may enter into contracts that provide general indemnifications. Each Portfolio’s maximum exposure under these arrangements is dependent on claims that may be made against the Portfolios in the future, and, therefore, cannot be estimated; however, the Portfolios expect the risk of material loss for such claims to be remote.
For additional information about the DFA Underlying Funds’ valuation policies, refer to the DFA Underlying Funds’ most recent annual or semiannual report which can be found at us.dimensional.com.
2. | Investment Adviser and Other Services |
Matson Money, Inc. (“Matson Money” or the “Adviser”), serves as the investment adviser to each Portfolio. Each Portfolio compensates the Adviser for its services at an annual rate based on each Portfolio’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
AVERAGE DAILY NET ASSETS | ADVISORY FEE |
For the first $1 billion | 0.50% |
Over $1 billion to $5 billion | 0.49 |
Over $5 billion | 0.47 |
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that total annual Portfolio operating expenses (excluding certain items discussed below) exceed the rates (“Expense Caps”) shown in the following table of each Portfolio’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and certain of these expenses could cause total annual Portfolio operating expenses to exceed the Expense Caps: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. The Adviser may not recoup waived management fees or reimbursed expenses. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019.
PORTFOLIO | EXPENSE CAPS |
Matson Money U.S. Equity VI Portfolio | 1.13% |
Matson Money International Equity VI Portfolio | 1.35 |
Matson Money Fixed Income VI Portfolio | 1.00 |
During the current fiscal period, investment advisory fees accrued were as follows:
PORTFOLIO | | ADVISORY FEES | |
Matson Money U.S. Equity VI Portfolio | | $ | 58,826 | |
Matson Money International Equity VI Portfolio | | | 42,929 | |
Matson Money Fixed Income VI Portfolio | | | 72,667 | |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services serves as administrator for the Portfolios. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Portfolios’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Portfolios. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
21
MATSON MONEY VI PORTFOLIOS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Portfolios’ shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statements of Operations.
3. | Director and Officer Compensation |
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Portfolios or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
4. | Purchases and Sales of Investment Securities |
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments) of the Portfolios were as follows:
| | PURCHASES | | | SALES | |
Matson Money U.S. Equity VI Portfolio | | $ | 3,800,500 | | | $ | 2,481,475 | |
Matson Money International Equity VI Portfolio | | | 2,902,500 | | | | 1,252,606 | |
Matson Money Fixed Income VI Portfolio | | | 2,055,648 | | | | 4,215,336 | |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
5. | Federal Income Tax Information |
The Portfolios have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Portfolios to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Portfolios have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Portfolios are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by each Portfolio were as follows:
| | FEDERAL TAX COST | | | UNREALIZED APPRECIATION | | | UNREALIZED (DEPRECIATION) | | | NET UNREALIZED APPRECIATION/ (DEPRECIATION) | |
Matson Money U.S. Equity VI Portfolio | | $ | 22,086,913 | | | $ | 4,219,049 | | | $ | (70,450 | ) | | $ | 4,148,599 | |
Matson Money International Equity VI Portfolio | | | 17,003,555 | | | | 1,488,286 | | | | (497,470 | ) | | | 990,816 | |
Matson Money Fixed Income VI Portfolio | | | 30,829,706 | | | | 30,964 | | | | (398,472 | ) | | | (367,508 | ) |
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MATSON MONEY VI PORTFOLIOS
Notes to Financial Statements (CONTINUED)
February 28, 2019 (Unaudited)
Distributions to shareholders from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018, primarily attributable to reclassifications of short-term capital gain distributions, were reclassified among the following accounts:
| | UNDISTRIBUTED NET INVESTMENT INCOME | | | ACCUMULATED NET REALIZED GAIN/(LOSS) | | | PAID-IN CAPITAL | |
Matson Money U.S. Equity VI Portfolio | | $ | 106,255 | | | $ | (106,255 | ) | | $ | — | |
Matson Money International Equity VI Portfolio | | | 20,714 | | | | (20,714 | ) | | | — | |
Matson Money Fixed Income VI Portfolio | | | — | | | | — | | | | — | |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
| | Undistributed Ordinary Income | | | Undistributed Long-Term Capital Gains | | | Net Unrealized Appreciation/ (Depreciation) | | | Qualified Late-Year Losses | |
Matson Money U.S. Equity VI Portfolio | | $ | 2,903 | | | $ | 1,107,931 | | | $ | 4,148,599 | | | $ | — | |
Matson Money International Equity VI Portfolio | | | 24,686 | | | | 288,898 | | | | 990,816 | | | | — | |
Matson Money Fixed Income VI Portfolio | | | 81,787 | | | | 5,379 | | | | (367,508 | ) | | | — | |
The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.
The tax character of distributions paid during the fiscal year ended August 31, 2018 were as follows:
| | | ORDINARY INCOME | | | LONG-TERM GAINS | | | TOTAL | |
Matson Money U.S. Equity VI Portfolio | 2018 | | $ | 231,177 | | | $ | 885,944 | | | $ | 1,117,121 | |
Matson Money International Equity VI Portfolio | 2018 | | | 308,131 | | | | 135,929 | | | | 444,060 | |
Matson Money Fixed Income VI Portfolio | 2018 | | | 240,545 | | | | 35,480 | | | | 276,025 | |
Distributions from net investment income and short-term capital gains are treated as ordinary income for federal income tax purposes.
Under the Regulated Investment Company Modernization Act of 2010, the Portfolios are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of the fiscal year ended August 31, 2018, the Portfolios did not have any capital loss carryforwards.
23
MATSON MONEY VI PORTFOLIOS
Notes to Financial Statements (concluded)
February 28, 2019 (Unaudited)
6. | New Accounting Pronouncements AND REGULATORY UPDATES |
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Portfolios’ financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
Management has evaluated the impact of all subsequent events on the Portfolios through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
24
MATSON MONEY VI PORTFOLIOS
Other Information
(Unaudited)
Proxy Voting
Policies and procedures that the Portfolios use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Portfolios voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling Matson Money VI Portfolios at (866) 780-0357, ext. 3863 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Part F of Form N-PORT. The Company’s Form N-PORT is available on the SEC website at http://www.sec.gov.
25
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Investment Adviser
Matson Money, Inc.
5955 Deerfield Blvd.
Mason, OH 45040
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
Two Commerce Square, Suite 1800
2001 Market Street
Philadelphia, PA 19103-7042
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
MMFI-SAR19
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Funds’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Funds electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-888-863-8803.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Funds, you can call 1-888-863-8803 to inform the Funds that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Funds.
MFAM Global Opportunities Fund (FOOLX) We focus on long-term investing, and this six-month period shows why... In the midst of a period in which we lost nearly 4%, the portfolio lost more than 11% just in the month of October but also gained 8% in January. We believe that the market is much more volatile than the underlying businesses we own. In the past six months we added 3 new positions to the Fund: Axon Enterprise, Everbridge, and Fastenal. We also sold a few things to bring our number of holdings from 50 down to 48. All that, and our reported portfolio turnover for the period was only 7%! 7 of our Top Ten holdings from the annual report remain, and the other three are still in the Fund, just a bit further down the list. Software provider Atlassian has become one of our top investments, and American Tower and Starbucks both triumphantly return to the Top Ten! | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039119_ii.jpg)
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MFAM Small-Mid Cap Growth Fund (TMFGX) Keep reading to the end of the report! On one of the final pages, you’ll see a section titled Subsequent Events in which we change the Small-Mid Cap Growth Fund into the Mid-Cap Growth Fund. We’re shifting our focus to companies that are slightly larger, mainly because the companies we’ve invested in have become larger... on the spectrum of problems, this is a pretty nice problem to have. We own 37 companies in the Fund. The Top Ten largest positions account for about 42% of total assets, and nine of those ten are the same companies from six months prior (Paylocity is the new name in the Top Ten list). Our strategy is to hold high-quality businesses for the long run, and while our one-year returns don’t look good, we’re happy to continue to hold onto these companies. Reported portfolio turnover for the period was 0%! The actual number is slightly above zero but rounds down. We did have some purchases during the quarter but didn’t need to sell anything to fund those buys (reported portfolio turnover is the lower of purchases or sales divided by average assets). | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039119_iia.jpg)
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MFAM Emerging Markets Fund (TMFEX) There was quite a bit of volatility over the past six months. Five of our investments returned more than 30%. Alas, we also had a few companies decline in value — NMC Health had been our largest holding at the beginning of the period, and it lost 30% of its value – but we continue to remain invested in high-quality long-term growth stories. The Emerging Markets Fund had 0% portfolio turnover for the period. We like the companies we hold, and while we’re always looking for new ideas, we were quite happy to let our prior decisions continue to play out for us. Four new companies worked their way into the Top Ten by increasing in value despite our low trading activity: Indian financial company HDFC Bank, Philippine port operator International Container Terminal Services, Indonesian retailer Mitra Adiperkasa, and Brazilian dental provider Odontoprev. | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039119_iib.jpg)
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Table of Contents | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039119_iic.jpg) |
|
Letter to Shareholders | 1 |
Portfolio Characteristics | 3 |
Fund Expense Examples | 12 |
Schedules of Investments | 14 |
Financial Statements | 24 |
Notes to Financial Statements | 36 |
Notice to Shareholders | 49 |
MFAM FUNDS
Letter to Shareholders
FEBRUARY 28, 2019 (Unaudited)
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039119_1.jpg)
The Great and Powerful Oz
Dorothy Gale: “How can you talk if you haven’t got a brain?”
The Scarecrow: “I don’t know, but some people without brains do an awful lot of talking, don’t they?”
— The Wizard of Oz
Dear Fellow Shareholder,
One of my favorite scenes in the 1939 classic movie The Wizard of Oz is when Dorothy, along with her motley but relatable crew, presents the broomstick of the Wicked Witch to the wizard. The wizard had a deal with Dorothy and her entourage: Present the broom, suggesting the witch had been killed, and the wizard would help Dorothy get home to Kansas. The wizard, however, dismisses the group and tries to scare them away.
Terrified, frustrated, and helpless, Dorothy doesn’t appear to have much choice but to listen to the demands of the great and powerful Oz. That is, of course, until her dog scurries a few yards over and pulls back an innocent-looking green curtain, revealing an older gent feverishly turning dials, pulling levers, and pressing buttons. “Pay no attention to that man behind the curtain,” shouts the strange man. But it’s too late. The identity of the Wizard of Oz is revealed: He’s just an ordinary guy behind a curtain, orchestrating an impressive pyrotechnic and holographic display. What a letdown.
You may feel as if the team you’ve hired is a bit like that wizard. We may seem inaccessible at times, but hopefully you find that we perform some good magic with your equity investments. Truth is, we are rather like a group of people working behind a curtain, cranking away feverishly on ideas and debate. But unlike the wizard, we aren’t pretending to be something we’re not. Although we don’t talk at you the way much of the financial world does, we have nothing to hide. We believe it’s important for you to understand what’s going on behind the curtain and how we continuously try to operate better on your behalf.
Our Process
As investment managers, we have a job of constructing portfolios that can deliver superior risk-adjusted returns over the long term. We’re simply trying to deliver outstanding bang for your buck — in this context, the best net return for the risk inherent in investing in stocks — so that your financial plan stays on track. It’s critical, then, that we’re doing a good job of assessing both risk and return, and in a repeatable fashion. What helps us do that is that we know exactly the type of investments we’re looking for, and it’s our goal to actively protect against mischaracterizing them. It’s not magic – but it is hard work. Here’s a brief look at our process:
| ● | Quality growth: We describe the types of businesses we seek out as “quality growth.” Our definition of quality is unique and focuses on qualitative characteristics that often only reveal themselves with deep research and critical thinking. We assess quality across four pillars: management, culture, and incentives; the economics of the business; competitive advantage; and business trajectory. The elements of each pillar are different for every business we analyze, but strength across all four is often what constitutes, in our experience, an exceptional business capable of generating exceptional returns. |
| ● | Collaborative debate: It isn’t enough for one member of our team to declare that a business has strength across all four pillars. As humans, we’re inherently fallible. For a business to be investable, it must survive a group debate. In our case, usually five or six members of our team participate. The mechanics of this process are fun: The sponsor of the idea invites members of our team with relevant expertise, assigns each member a pillar of focus, provides a write-up of the assessment to be reviewed, and schedules a meeting for a week later. At the meeting, each member reveals a score for each pillar based on his own research, and we debate the specifics that went into the assessments. By the end, we’ve married the five or six independent viewpoints for each pillar, exposed weaknesses, revealed where additional research is needed, and determined whether the business is of high enough quality that we would ever consider investing. |
Getting Stronger
The nature of this vetting process should reveal that having an array of cognitive approaches is critical. We thrive when each member of our investing team has unique insights that can be applied to a complex problem, which assessing business quality certainly is.
If you’re familiar with our “Meet the Manager” video series on www.mfamfunds.com/insights, you may know we recently expanded our investing team from six to eight, with the addition of Jeremy Myers, who was a biology teacher before pursuing his love of investing, and Mike Olsen, who’s one of the most critical second-level thinkers I’ve ever met. They immediately strengthened us and are great complements to the existing backgrounds on our investing team: pharmacology, mechanical engineering, computer science, law, banking, and finance. Just as important, Jeremy and Mike cherish debate and have an unrelenting desire to achieve stellar outcomes on your behalf. They make us better, they make us think harder, and they make us match their fiduciary intensity every day.
Business-Focused Investing
We haven’t yet touched on the last six months’ mediocre performance, or the fact that recession fears in the U.S. are on the rise, or even the fact that U.S. stocks fell more than 20% between September 21 and December 26, 2018. This data may elicit some strong responses, but we feel confident we still own a wonderful collection of businesses that are creating enduring value each day, with the same sort of intentional feverish dial-turning, lever-pulling, and button-pressing that our team engages in – the kind focused on solving problems.
We have built our investing careers on studying and patiently owning quality businesses that treat all their stakeholders respectfully. Naturally, we think about our own business in the same way. We need to strengthen our advantages amidst competition, so that we can hire incredible investing talent. We need to compete aggressively where we have advantages, so that we can focus our efforts on targeted areas. And through it all, we maintain our long-term perspective. We go about our business with less panache than the Wizard of Oz and with less talking than some of our industry peers. The fact that our way is different is precisely what gives us confidence in our ability to sustain long-term value creation and avoid the lions, tigers, and bears (oh, my!) along the way.
Thank you for your ongoing trust.
Onward,
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039119_2.jpg)
Bryan Hinmon
Chief Investment Officer, MFAM Funds
MFAM Global Opportunities Fund
(formerly, Motley Fool Global Opportunities Fund)
Portfolio Characteristics
(Unaudited)
Average Annual Total Returns for the periods ended FEBRUARY 28, 2019 |
| Six MONTHS† | One Year | Five YearS | Since Inception | Inception Date |
Investor Shares* | -3.98% | 0.93% | 9.33% | 12.52% | 6/16/2009 |
Institutional Shares* | -3.93% | 1.05% | N/A | 8.59% | 6/17/2014 |
FTSE Global All Cap Net Tax Index** | -3.20% | -0.46% | 6.58% | —(1) | — |
Fund Expense Ratios(2): Investor Shares: Gross 1.26% and Net 1.15%; Institutional Shares: Gross 1.06% and Net 0.95% |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. Performance data current to the most recent month-end may be obtained at www.mfamfunds.com. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost.
(1) | The index returned 10.62% from the inception date of the Investor Shares and 6.01% from the inception date of the Institutional Shares. |
(2) | The expense ratios of the Fund are set forth according to the December 31, 2018 Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. |
* | The MFAM Global Opportunities Fund operated as a series of The Motley Fool Funds Trust (the “Predecessor Fund”) prior to December 21, 2016 at which time the Predecessor Fund was reorganized into the Fund. The performance shown for periods prior to December 21, 2016 represents the performance of the Predecessor Fund. These returns reflect expense waivers by the Fund’s investment adviser. Without these waivers, returns would have been lower. |
** | The FTSE Global All Cap Net Tax Index is a market-capitalization weighted index representing the performance of large, mid and small cap companies in Developed and Emerging markets. The index is comprised of approximately 7,900 securities from 49 countries and captures 98% of the world’s investable market capitalization. Fair value prices and foreign exchange as of 4 pm ET are used in the calculation of this index, and returns are adjusted for withholding taxes applicable to dividends received by a U.S. Regulated Investment Company domiciled in the United States. The index is unmanaged and not available for direct investments. Its performance does not reflect deductions for fees, expenses or taxes. |
MFAM Global Opportunities Fund
Portfolio Characteristics (Continued)
(Unaudited)
The investment objective of the MFAM Global Opportunities Fund is to achieve long-term capital appreciation, and it pursues this objective by investing primarily in common stocks of companies located anywhere in the world. The Fund seeks long-term growth by identifying and acquiring securities of companies that are, in the view of Motley Fool Asset Management, LLC (the “Adviser”), high quality. To identify these high-quality businesses, the Adviser engages in research to evaluate each company under consideration using four criteria: management, culture, and incentives; the economics of the business; competitive advantage; and trajectory. The Adviser’s approach prizes a long-term mindset and a balance of qualitative and quantitative factors.
The Fund will invest in areas of the market, that, in the view of the Adviser, offer the greatest potential for long-term capital appreciation, and it does not attempt to match the allocations of its benchmark. As such, significant deviation from the benchmark is expected from time to time, especially over shorter time frames.
The allocations to various sectors, countries, or any other macro-economic designation, are the byproduct of rigorous bottom-up analysis rather than an intentional top-down opinion of asset classes. While market conditions are constantly changing, exposure to equity market risk is needed to consistently achieve equity-like returns.
The following tables show the top ten holdings, sector allocations, and top ten countries in which the Fund was invested in as of February 28, 2019. Portfolio holdings are subject to change without notice.
Top Ten Holdings | % OF NET Assets |
Amazon.com, Inc. | 5.4% |
Mastercard, Inc., Class A | 4.9 |
Medtronic PLC | 4.3 |
Paycom Software, Inc. | 3.9 |
NMC Health PLC | 3.6 |
SoftBank Group Corp. | 3.4 |
Atlassian Corp., PLC, Class A | 3.3 |
Starbucks Corp. | 3.2 |
Splunk, Inc. | 2.9 |
American Tower Corp. | 2.6 |
| 37.5% |
MFAM Global Opportunities Fund
Portfolio Characteristics (Concluded)
(Unaudited)
The MFAM Global Opportunities Fund uses the Global Industry Classification StandardSM (“GICS SM”) as the basis for the classification of securities on the Schedule of Investments (“SOI”). We believe that this makes the SOI classifications more standard with the rest of the industry.
Sector Allocation | % OF Net Assets |
Information Technology | 25.5% |
Consumer Discretionary | 19.7 |
Health Care | 13.7 |
Industrials | 10.6 |
Communication Services | 9.5 |
Financials | 7.6 |
Real Estate | 6.3 |
Consumer Staples | 4.3 |
| 97.2% |
Top ten Countries | % OF Net Assets |
United States* | 53.3% |
China | 5.0 |
Ireland | 4.3 |
Japan | 4.0 |
United Arab Emirates | 3.6 |
Australia | 3.3 |
Indonesia | 3.2 |
Argentina | 2.5 |
India | 2.3 |
Georgia | 2.2 |
| 83.7% |
* | As of the date of this report, the Fund had a holding of 0.5% in the U.S. Bank Money Market Deposit Account. |
MFAM SMALL-Mid Cap Growth Fund
(formerly, Motley Fool Small-Mid Cap Growth Fund)
Portfolio Characteristics
(Unaudited)
Average Annual Total Returns for the periods ended FEBRUARY 28, 2019 |
| Six MONTHS† | One Year | Five YearS | Since Inception | Inception Date |
Investor Shares* | -9.72% | -2.21% | 8.21% | 12.47% | 11/1/2010 |
Institutional Shares* | -9.66% | -2.04% | N/A | 8.55% | 6/17/2014 |
Russell Midcap® Growth Index** | -1.27% | 9.85% | 10.18% | —(1) | — |
Russell 2500 Growth Index*** | -6.06% | 8.69% | 9.30% | —(2) | — |
Fund Expense Ratios(3): Investor Shares: Gross 1.26% and Net 1.15%; Institutional Shares: Gross 1.17% and Net 0.95% |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. Performance data current to the most recent month-end may be obtained at www.mfamfunds.com. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost.
(1) | The index returned 13.47% from the inception date of the Investor Shares and 10.60% from the inception date of the Institutional Shares. |
(2) | The index returned 13.66% from the inception date of the Investor Shares and 10.12% from the inception date of the Institutional Shares. |
(3) | The expense ratios of the Fund are set forth according to the December 31, 2018 Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. |
* | The MFAM Small-Mid Cap Growth Fund operated as a series of The Motley Fool Funds Trust (the “Predecessor Fund”) prior to December 21, 2016 at which time the Predecessor Fund was reorganized into the Fund. The performance shown for periods prior to December 21, 2016 represents the performance of the Predecessor Fund. These returns reflect expense waivers by the Fund’s investment adviser. Without these waivers, returns would have been lower. |
** | The Russell Midcap® Growth Index measures the performance of the mid-cap growth segment of the U.S. equity universe. It includes those Russell Midcap® Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell Midcap® Growth Index is constructed to provide a comprehensive and unbiased barometer of the mid-cap growth market. The Index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true mid-cap growth market. |
*** | Effective December 31, 2018, the Fund discontinued the use of the Russell 2500 Growth Index and replaced it with the Russell MidCap® Growth Index. The Adviser believes that the use of the Russell MidCap® Growth Index provides a better comparative benchmark because it more appropriately reflects the securities in which the Fund may invest.The Russell 2500 Growth Index is an unmanaged, free float-adjusted, market capitalization weighted index that is designed to measure the performance of the small and mid-cap growth segment of the U.S. stock market. The Russell 2500 Growth Index is a subset of the Russell 3000® Index. It includes approximately 2,500 of the smallest securities based on a combination of their market cap and current index membership. The Fund may invest in companies that are not included within the Russell 2500 Growth Index and its investment portfolio is not weighted in terms of issuers the same as the Russell 2500 Growth Index. For this reason, the Fund’s investment performance should not be expected to track, and may exceed or trail, the Russell 2500 Growth Index. The index is unmanaged and not available for direct investment. Its performance does not reflect deductions for fees, expenses or taxes. |
MFAM SMALL-Mid Cap Growth Fund
Portfolio Characteristics (continued)
(Unaudited)
The investment objective of the MFAM Small-Mid Cap Growth Fund is to achieve long-term capital appreciation, and it pursues this objective by investing primarily in common stocks of companies organized in the United States. The Fund seeks long-term growth by identifying and acquiring securities of companies that are, in the view of the Adviser, high quality. To identify these high-quality businesses, the Adviser engages in research to evaluate each company under consideration using four criteria: management, culture, and incentives; the economics of the business; competitive advantage; and trajectory. The Adviser’s approach prizes a long-term mindset and a balance of qualitative and quantitative factors.
The Fund will invest in areas of the market, that, in the view of the Adviser, offer the greatest potential for long-term capital appreciation, and it does not attempt to match the allocations of its benchmark. As such, significant deviation from the benchmark is expected from time to time, especially over shorter time frames.
The allocations to various sectors, or any other macro-economic designation, are the byproduct of rigorous bottom-up analysis rather than an intentional top-down opinion of asset classes. While market conditions are constantly changing, exposure to equity market risk is needed to consistently achieve equity-like returns. The Adviser views its time as best spent focused on evaluating businesses and seeking to minimize company-specific risk in order to pursue its objective of long-term capital appreciation.
Although the MFAM Small-Mid Cap Growth Fund may invest in companies with any market capitalization, the Adviser expects that investments in the securities of companies having smaller- and mid-market capitalizations will be important components of the Fund’s investment program. Investments in securities of these companies may involve greater risk than do investments in larger, more established companies. Small- and mid-cap stocks tend to be more volatile and less liquid than their large-cap counterparts.
The following tables show the top ten holdings, and sector allocations in which the Fund was invested in as of February 28, 2019. Portfolio holdings are subject to change without notice.
Top ten Holdings | % OF Net Assets |
Paycom Software, Inc. | 5.5% |
Cooper Companies, Inc. (The) | 4.7 |
Jones Lang LaSalle, Inc. | 4.3 |
Splunk, Inc. | 4.2 |
Texas Roadhouse, Inc. | 4.2 |
Paylocity Holding Corp. | 4.1 |
XPO Logistics, Inc. | 3.9 |
Align Technology, Inc. | 3.8 |
LCI Industries | 3.6 |
ResMed, Inc. | 3.6 |
| 41.9% |
MFAM SMALL-Mid Cap Growth Fund
Portfolio Characteristics (CONCLUDED)
(Unaudited)
The MFAM Small-Mid Cap Growth Fund uses the Global Industry Classification StandardSM (“GICS SM”) as the basis for the classification of securities on the Schedule of Investments (“SOI”). We believe that this makes the SOI classifications more standard with the rest of the industry.
Sector Allocation | % OF Net Assets |
Information Technology | 25.7% |
Health Care | 21.1 |
Consumer Discretionary | 18.9 |
Industrials | 11.2 |
Real Estate | 11.2 |
Financials | 5.9 |
Consumer Staples | 5.0 |
| 99.0% |
MFAM Emerging Markets Fund
(formerly, Motley Fool Emerging Markets Fund)
Portfolio Characteristics
(Unaudited)
Average Annual Total Returns for periods ended FEBRUARY 28, 2019 |
| Six MONTHS† | One Year | Five YearS | SINCE Inception | Inception Date |
Investor Shares* | -0.73% | -9.69% | 3.45% | 5.53% | 11/1/2011 |
FTSE Emerging Markets All Cap China A Inclusion Net Tax Index** | 0.98% | -9.72% | 4.31% | 3.68%(1) | — |
Fund Expense Ratios(2): Investor Shares: Gross 1.34% and Net 1.15% | |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. Performance data current to the most recent month-end may be obtained at www.mfamfunds.com. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost.
(1) | Benchmark performance is from inception date of the Investor Shares only and is not the inception date of the benchmark itself. |
(2) | The expense ratios of the Fund are set forth according to the December 31, 2018 Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights table in this report. See the Financial Highlights for more current expense ratios. |
* | The MFAM Emerging Markets Fund operated as a series of The Motley Fool Funds Trust (the “Predecessor Fund”) prior to December 21, 2016 at which time the Predecessor Fund was reorganized into the Fund. The performance shown for periods prior to December 21, 2016 represents the performance of the Predecessor Fund. These returns reflect expense waivers by the Fund’s investment adviser. Without these waivers, returns would have been lower. |
** | The FTSE Emerging Markets All Cap China A Inclusion Net Tax Index is a market-capitalization weighted index representing the performance of large, mid and small cap companies in Emerging markets. The index is comprised of approximately 4,000 securities from 24 countries, and is part of the FTSE China A Inclusion Indexes which contain FTSE China A All Cap Index securities adjusted for the aggregate approved QFII and RQFII quotas available to international investors. Fair value prices and foreign exchange as of 4 pm EST are used in the calculation of this index, and returns are adjusted for withholding taxes applicable to dividends received by a U.S. Regulated Investment Company domiciled in the United States. |
MFAM Emerging Markets Fund
Portfolio Characteristics (CONTINUED)
(Unaudited)
The investment objective of the MFAM Emerging Markets Fund is to achieve long-term capital appreciation, and it pursues this objective by investing primarily in common stocks of companies organized in emerging market foreign countries. In prior years, the Fund’s strategy included investments in both developed and emerging markets countries. Along with a name change effective August 31, 2017, the Fund has been focused on emerging economies.
The Fund seeks long-term growth by identifying and acquiring securities of companies that are, in the view of the Adviser, high quality. To identify these high-quality businesses, the Adviser engages in research to evaluate each company under consideration using four criteria: management, culture, and incentives; the economics of the business; competitive advantage; and trajectory. The Adviser’s approach prizes a long-term mindset and a balance of qualitative and quantitative factors.
The Fund will invest in areas of the market, that, in the view of the Adviser, offer the greatest potential for long-term capital appreciation, and it does not attempt to match the allocations of its benchmark. As such, significant deviation from the benchmark is expected from time to time, especially over shorter time frames.
The allocations to various sectors, countries, or any other macro-economic designation, are the byproduct of rigorous bottom-up analysis rather than an intentional top-down opinion of asset classes. While market conditions are constantly changing, exposure to equity market risk is needed to consistently achieve equity-like returns. The Adviser views its time as best spent focused on evaluating businesses and seeking to minimize company-specific risk in order to pursue its objective of long-term capital appreciation.
Because the MFAM Emerging Markets Fund is free to invest in companies of any size around the world, investments in companies with smaller market capitalizations will be an important component of the Fund’s investment program. Small-cap stocks tend to be more volatile and less liquid than their large-cap counterparts. In addition to company risk, fluctuations in currency exchange rates can cause losses when investing in foreign securities, with emerging markets presenting additional risks of illiquidity, political instability, and lax regulation. Please refer to the prospectus for a more detailed discussion of the Fund’s strategies and risks.
While investing in a particular sector is not a principal investment strategy of the MFAM Emerging Markets Fund, the portfolio may be significantly invested in a sector as a result of the portfolio management decisions made pursuant to its principal investment strategy.
The following tables show the top ten holdings, sector allocations, and top ten countries in which the Fund was invested in as of February 28, 2019. Portfolio holdings are subject to change without notice.
Top ten Holdings | % OF Net Assets |
MercadoLibre, Inc. | 6.7% |
Tencent Holdings Ltd. | 5.7 |
Yum China Holdings, Inc. | 5.3 |
NMC Health PLC | 5.3 |
Top Glove Corp., Bhd | 5.2 |
Mitra Adiperkasa Tbk PT | 5.2 |
Odontoprev SA | 4.6 |
International Container Terminal Services, Inc. | 4.2 |
Douzone Bizon Co., Ltd. | 4.2 |
HDFC Bank Ltd., ADR | 4.0 |
| 50.4% |
MFAM Emerging Markets Fund
Portfolio Characteristics (CONCLUDED)
(Unaudited)
The MFAM Emerging Markets Fund uses the Global Industry Classification StandardSM (“GICS SM”) as the basis for the classification of securities on the Schedule of Investments (“SOI”). We believe that this makes the SOI classifications more standard with the rest of the industry.
Sector Allocation | % OF Net Assets |
Consumer Discretionary | 25.8% |
Financials | 16.2 |
Health Care | 15.0 |
Communication Services | 13.5 |
Industrials | 12.9 |
Information Technology | 7.3 |
Consumer Staples | 5.9 |
Real Estate | 0.6 |
| 97.2% |
Top ten Countries | % OF Net Assets |
China | 20.3% |
Mexico | 8.5 |
Indonesia | 8.3 |
United Arab Emirates | 7.2 |
Argentina | 6.7 |
Brazil | 5.8 |
Malaysia | 5.2 |
Philippines | 4.2 |
South Korea | 4.2 |
Georgia | 2.0 |
| 72.4% |
mfam Funds
Fund Expense Examples
February 28, 2019 (Unaudited)
As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including advisory fees and other Fund expenses. These examples are intended to help you to understand your ongoing costs (in dollars) of investing in the Fund(s) 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 six-month period from September 1, 2018 to February 28, 2019, and held for the entire period.
Actual Expenses
The first section of the accompanying tables provide information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you incurred over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading entitled “Expenses Paid During Period” to estimate the expenses attributable to your investment during this period.
Hypothetical EXAMPLES for Comparison Purposes
The second section of the accompanying tables provide information about hypothetical account values and hypothetical expenses based on each 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. Thus, you should not use the hypothetical account values and expenses to estimate the actual ending account balance or your expenses for the period. Rather, these figures are provided to enable you to compare the ongoing costs of investing in the Fund as compared to the costs of investing in other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the accompanying tables are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second section of the accompanying tables are 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.
Do you know how many times a fund, or the market, has returned a smooth 5% over a long period of time? Never. But we have to pick some example. In reality, the market’s returns are always far bumpier, with the market returning 20% one year, followed by a loss of 10% the next year, followed by a 3% gain, etc. These variations affect actual expenses as well. Happily, over almost all time periods of 20 years or longer, according to the research of University of Pennsylvania’s Jeremy Siegel and others, the domestic market’s returns have been at least 5% per year on average.
|
| Beginning Account Value SEPTEMBER 1, 2018 | Ending Account Value FEBRUARY 28, 2019 | Expenses Paid During Period(1) | Annualized Expense Ratio(2) | Actual Six-Month Total Investment Returns for the Funds |
MFAM Global Opportunities Fund | | | | |
Actual | | | | | |
Investor Shares | $1,000.00 | $ 960.20 | $5.05 | 1.04% | -3.98% |
Institutional Shares | 1,000.00 | 960.70 | 4.62 | 0.95 | -3.93 |
Hypothetical (5% return before expenses) | | | | | |
Investor Shares | $1,000.00 | $ 1,019.64 | $5.21 | 1.04% | N/A |
Institutional Shares | 1,000.00 | 1,020.08 | 4.76 | 0.95 | N/A |
mfam Funds
Fund Expense Examples (Concluded)
February 28, 2019 (Unaudited)
| Beginning Account Value SEPTEMBER 1, 2018 | Ending Account Value FEBRUARY 28, 2019 | Expenses Paid During Period(1) | Annualized Expense Ratio(2) | Actual Six-Month Total Investment Returns for the Funds |
MFAM Small-Mid Cap Growth Fund | | | | |
Actual | | | | | |
Investor Shares | $1,000.00 | $ 902.80 | $4.95 | 1.05% | -9.72% |
Institutional Shares | 1,000.00 | 903.40 | 4.48 | 0.95 | -9.66 |
Hypothetical (5% return before expenses) | | | | | |
Investor Shares | $1,000.00 | $ 1,019.59 | $5.26 | 1.05% | N/A |
Institutional Shares | 1,000.00 | 1,020.08 | 4.76 | 0.95 | N/A |
MFAM Emerging Markets Fund | | | | |
Actual | | | | | |
Investor Shares | $1,000.00 | $ 992.70 | $5.68 | 1.15% | -0.73% |
Hypothetical (5% return before expenses) | | | | | |
Investor Shares | $1,000.00 | $ 1,019.09 | $5.76 | 1.15% | N/A |
(1) | Expenses are equal to each Fund’s annualized expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. Each Fund’s ending account value in the first section of the tables are based on the actual six-month total investment return for the Fund. |
(2) | These ratios reflect expenses waived by the Funds’ investment adviser. Without these waivers, the Funds’ expenses would have been higher and the ending account values would have been lower. |
MFAM Global Opportunities Fund
Schedule of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks — 97.2% | | | | | | | | |
Aerospace & Defense — 1.9% | | | | | | | | |
Axon Enterprise, Inc. (United States) (a)* | | | 150,000 | | | $ | 8,074,500 | |
Air Freight & Logistics — 1.4% | | | | | | | | |
XPO Logistics, Inc. (United States)* | | | 124,000 | | | | 6,243,400 | |
Auto Components — 0.9% | | | | | | | | |
Gentex Corp. (United States) (a) | | | 200,000 | | | | 4,068,000 | |
Banks — 5.4% | | | | | | | | |
Banco Latinoamericano de Comercio Exterior SA, Class E (Panama) | | | 343,129 | | | | 7,178,259 | |
Bank of Georgia Group PLC (Georgia) | | | 263,132 | | | | 5,854,460 | |
HDFC Bank Ltd., ADR (India) | | | 100,000 | | | | 10,112,000 | |
| | | | | | | 23,144,719 | |
Beverages — 1.3% | | | | | | | | |
Anheuser-Busch InBev SA/NV, SP ADR (Belgium) (a) | | | 70,500 | | | | 5,510,280 | |
Capital Markets — 0.9% | | | | | | | | |
Georgia Capital PLC (Georgia)* | | | 263,132 | | | | 3,846,031 | |
Commercial Services & Supplies — 0.8% | | | | | | | | |
KAR Auction Services, Inc. (United States) | | | 77,708 | | | | 3,663,932 | |
Consumer Finance — 1.4% | | | | | | | | |
Gentera SAB de CV (Mexico) | | | 7,200,000 | | | | 5,963,467 | |
Electronic Equipment, Instruments & Components — 2.7% | | | | | | | | |
IPG Photonics Corp. (United States) (a)* | | | 72,000 | | | | 11,162,160 | |
Lagercrantz Group AB, Class B (Sweden) | | | 29,296 | | | | 343,715 | |
| | | | | | | 11,505,875 | |
Equity Real Estate Investment Trusts — 5.1% | | | | | | | | |
American Tower Corp. (United States) (a) | | | 64,000 | | | | 11,273,600 | |
SBA Communications Corp. (United States) (a)* | | | 60,000 | | | | 10,833,600 | |
| | | | | | | 22,107,200 | |
Food & Staples Retailing — 2.0% | | | | | | | | |
Costco Wholesale Corp. (United States) | | | 40,000 | | | | 8,749,600 | |
Food Products — 1.0% | | | | | | | | |
Nippon Indosari Corpindo Tbk PT (Indonesia) | | | 54,234,800 | | | | 4,493,177 | |
See Notes to Financial Statements.
MFAM Global Opportunities Fund
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) | | | | | | | | |
Health Care Equipment & Supplies — 9.2% | | | | | | | | |
Align Technology, Inc. (United States)* | | | 40,500 | | | $ | 10,488,285 | |
Medtronic PLC (Ireland) | | | 205,272 | | | | 18,577,116 | |
ResMed, Inc. (United States) | | | 102,000 | | | | 10,447,860 | |
| | | | | | | 39,513,261 | |
Health Care Providers & Services — 3.6% | | | | | | | | |
NMC Health PLC (United Arab Emirates) | | | 435,482 | | | | 15,609,878 | |
Hotels, Restaurants & Leisure — 4.8% | | | | | | | | |
Starbucks Corp. (United States) | | | 195,000 | | | | 13,700,700 | |
Yum China Holdings, Inc. (China) | | | 171,251 | | | | 7,144,592 | |
| | | | | | | 20,845,292 | |
Internet & Direct Marketing Retail — 8.0% | | | | | | | | |
Amazon.com, Inc. (United States)* | | | 14,150 | | | | 23,203,594 | |
Ctrip.com International Ltd., ADR (China)* | | | 200,752 | | | | 6,851,666 | |
Zooplus AG (Germany)* | | | 33,200 | | | | 4,382,075 | |
| | | | | | | 34,437,335 | |
Internet Software & Services — 5.8% | | | | | | | | |
Alphabet, Inc., Class C (United States)* | | | 9,024 | | | | 10,106,158 | |
GrubHub, Inc. (United States) (a)* | | | 50,000 | | | | 4,079,000 | |
MercadoLibre, Inc. (Argentina)* | | | 23,287 | | | | 10,683,843 | |
| | | | | | | 24,869,001 | |
IT Services — 7.0% | | | | | | | | |
Mastercard, Inc., Class A (United States) | | | 93,300 | | | | 20,971,041 | |
PayPal Holdings, Inc. (United States)* | | | 94,900 | | | | 9,306,843 | |
| | | | | | | 30,277,884 | |
Life Sciences Tools & Services — 0.9% | | | | | | | | |
Horizon Discovery Group PLC (United Kingdom)* | | | 2,135,499 | | | | 4,090,814 | |
Machinery — 0.6% | | | | | | | | |
Fanuc Corp. (Japan) | | | 16,000 | | | | 2,650,714 | |
Media — 4.2% | | | | | | | | |
Multiplus SA (Brazil) | | | 278,600 | | | | 1,976,676 | |
System1 Group PLC (United Kingdom) | | | 700,000 | | | | 1,949,731 | |
Tencent Holdings Ltd. (China) | | | 180,000 | | | | 7,708,185 | |
See Notes to Financial Statements.
MFAM Global Opportunities Fund
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) | | | | | | | | |
Media (continued) | | | | | | | | |
Vivendi SA (France) | | | 225,000 | | | $ | 6,570,515 | |
| | | | | | | 18,205,107 | |
Multiline Retail — 2.1% | | | | | | | | |
Mitra Adiperkasa Tbk PT (Indonesia) | | | 123,010,000 | | | | 9,268,925 | |
Real Estate Management & Development — 1.1% | | | | | | | | |
Jones Lang LaSalle, Inc. (United States) | | | 30,000 | | | | 4,953,600 | |
Semiconductors & Semiconductor Equipment — 1.9% | | | | | | | | |
Taiwan Semiconductor Manufacturing Co., Ltd., SP ADR (Taiwan) | | | 215,000 | | | | 8,395,750 | |
Software — 14.0% | | | | | | | | |
Atlassian Corp., PLC, Class A (Australia)* | | | 132,000 | | | | 14,187,360 | |
Douzone Bizon Co., Ltd. (South Korea) | | | 149,798 | | | | 5,651,310 | |
Everbridge, Inc. (United States) (a)* | | | 150,000 | | | | 10,606,500 | |
Paycom Software, Inc. (United States) (a)* | | | 93,230 | | | | 16,942,688 | |
Splunk, Inc. (United States)* | | | 93,300 | | | | 12,677,604 | |
| | | | | | | 60,065,462 | |
Trading Companies & Distributors — 3.9% | | | | | | | | |
Fastenal Co. (United States) (a) | | | 124,000 | | | | 7,804,560 | |
Watsco, Inc. (United States) | | | 62,000 | | | | 8,921,180 | |
| | | | | | | 16,725,740 | |
Transportation Infrastructure — 1.9% | | | | | | | | |
International Container Terminal Services, Inc. (Philippines) | | | 3,750,000 | | | | 8,410,673 | |
Wireless Telecommunication Services — 3.4% | | | | | | | | |
SoftBank Group Corp. (Japan) | | | 160,000 | | | | 14,847,085 | |
Total Common Stocks (Cost $271,639,873) | | | | | | | 420,536,702 | |
| | | | | | | | |
Participatory Notes — 0.3% | | | | | | | | |
Air Freight & Logistics — 0.3% | | | | | | | | |
Aramex PJSC (United Kingdom) (b) | | | 1,000,000 | | | | 1,195,208 | |
Total Participatory Notes (Cost $845,386) | | | | | | | 1,195,208 | |
| | | | | | | | |
See Notes to Financial Statements.
MFAM Global Opportunities Fund
Schedule of Investments (concluded)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Investments Purchased with Proceeds From Securities Lending Collateral — 15.5% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58% | | | 66,820,862 | | | $ | 66,820,862 | |
Total Investments Purchased with Proceeds From Securities Lending Collateral (Cost $66,820,862) | | | | | | | 66,820,862 | |
| | | | | | | | |
Short-Term Investments — 0.5% | | | | | | | | |
U.S. Bank Money Market Deposit Account, 2.38% (United States) (c) | | | 2,048,385 | | | | 2,048,385 | |
Total Short-Term Investments (Cost $2,048,385) | | | | | | | 2,048,385 | |
| | | | | | | | |
Total Investments (Cost $341,354,506) — 113.5% | | | | | | | 490,601,157 | |
Liabilities in Excess of Other Assets — (13.5)% | | | | | | | (58,212,804 | ) |
NET ASSETS — 100.0% | | | | | | | | |
(Applicable to 18,871,811 shares outstanding) | | | | | | $ | 432,388,353 | |
* | Non-income producing security. |
ADR — American Depositary Receipt
PLC — Public Limited Company
SP ADR — Sponsored ADR
(a) | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $65,124,173. |
(b) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional buyers. As of February 28, 2019, the total market value of Rule 144A securities was $1,195,208 and represents 0.3% of net assets. |
(c) | The rate shown is as of February 28, 2019. |
See Notes to Financial Statements.
MFAM SMALL-Mid Cap Growth Fund
Schedule of Investments
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks — 99.0% | | | | | | | | |
Air Freight & Logistics — 5.4% | | | | | | | | |
CH Robinson Worldwide, Inc. (United States) (a) | | | 46,000 | | | $ | 4,157,480 | |
XPO Logistics, Inc. (United States)* | | | 215,000 | | | | 10,825,250 | |
| | | | | | | 14,982,730 | |
Auto Components — 5.8% | | | | | | | | |
Gentex Corp. (United States) (a) | | | 300,000 | | | | 6,102,000 | |
LCI Industries (United States) (a) | | | 124,670 | | | | 10,158,111 | |
| | | | | | | 16,260,111 | |
Automobiles — 2.7% | | | | | | | | |
Thor Industries, Inc. (United States) | | | 115,000 | | | | 7,425,550 | |
Banks — 0.9% | | | | | | | | |
SVB Financial Group (United States)* | | | 10,000 | | | | 2,471,600 | |
Biotechnology — 2.3% | | | | | | | | |
Ionis Pharmaceuticals, Inc. (United States) (a)* | | | 89,100 | | | | 6,325,209 | |
Capital Markets — 2.2% | | | | | | | | |
Diamond Hill Investment Group, Inc. (United States) (a) | | | 43,959 | | | | 6,240,420 | |
Commercial Services & Supplies — 0.5% | | | | | | | | |
KAR Auction Services, Inc. (United States) | | | 27,493 | | | | 1,296,295 | |
Electronic Equipment, Instruments & Components — 4.5% | | | | | | | | |
IPG Photonics Corp. (United States) (a)* | | | 49,500 | | | | 7,673,985 | |
NLight, Inc. (United States) (a)* | | | 235,000 | | | | 5,026,650 | |
| | | | | | | 12,700,635 | |
Equity Real Estate Investment Trusts — 5.5% | | | | | | | | |
SBA Communications Corp. (United States) (a)* | | | 55,000 | | | | 9,930,800 | |
STAG Industrial, Inc. (United States) | | | 195,000 | | | | 5,397,600 | |
| | | | | | | 15,328,400 | |
Food Products — 1.7% | | | | | | | | |
McCormick & Co., Inc. (United States) | | | 34,000 | | | | 4,623,320 | |
Health Care Equipment & Supplies — 17.1% | | | | | | | | |
Align Technology, Inc. (United States)* | | | 41,000 | | | | 10,617,770 | |
Cooper Companies, Inc. (The) (United States) | | | 46,400 | | | | 13,269,936 | |
NuVasive, Inc. (United States)* | | | 81,549 | | | | 4,803,236 | |
ResMed, Inc. (United States) | | | 99,000 | | | | 10,140,570 | |
See Notes to Financial Statements.
MFAM SMALL-Mid Cap Growth Fund
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) | | | | | | | | |
Health Care Equipment & Supplies (continued) | | | | | | | | |
Varian Medical Systems, Inc. (United States)* | | | 67,000 | | | $ | 9,002,120 | |
| | | | | | | 47,833,632 | |
Health Care Technology — 1.7% | | | | | | | | |
Teladoc, Inc. (United States) (a)* | | | 75,000 | | | | 4,827,000 | |
Hotels, Restaurants & Leisure — 4.2% | | | | | | | | |
Texas Roadhouse, Inc. (United States) | | | 184,929 | | | | 11,707,855 | |
Household Products — 3.3% | | | | | | | | |
Church & Dwight Co., Inc. (United States) | | | 141,600 | | | | 9,317,280 | |
Insurance — 2.8% | | | | | | | | |
Markel Corp. (United States) (a)* | | | 7,900 | | | | 7,938,552 | |
Internet Software & Services — 2.6% | | | | | | | | |
GrubHub, Inc. (United States) (a)* | | | 90,000 | | | | 7,342,200 | |
IT Services — 1.4% | | | | | | | | |
Broadridge Financial Solutions, Inc. (United States) | | | 40,000 | | | | 4,050,000 | |
Leisure Products — 2.1% | | | | | | | | |
Hasbro, Inc. (United States) (a) | | | 68,615 | | | | 5,825,413 | |
Machinery — 1.6% | | | | | | | | |
Proto Labs, Inc. (United States)* | | | 40,000 | | | | 4,519,600 | |
Real Estate Management & Development — 5.7% | | | | | | | | |
Jones Lang LaSalle, Inc. (United States) | | | 72,500 | | | | 11,971,200 | |
Newmark Group, Inc., Class A (United States) | | | 437,237 | | | | 4,048,815 | |
| | | | | | | 16,020,015 | |
Software — 19.7% | | | | | | | | |
Alarm.com Holdings, Inc. (United States) (a)* | | | 80,000 | | | | 5,250,400 | |
Everbridge, Inc. (United States) (a)* | | | 60,000 | | | | 4,242,600 | |
Paycom Software, Inc. (United States) (a)* | | | 85,000 | | | | 15,447,050 | |
Paylocity Holding Corp. (United States)* | | | 131,000 | | | | 11,471,670 | |
Splunk, Inc. (United States)* | | | 87,000 | | | | 11,821,560 | |
Ultimate Software Group, Inc. (The) (United States)* | | | 21,000 | | | | 6,961,500 | |
| | | | | | | 55,194,780 | |
See Notes to Financial Statements.
MFAM SMALL-Mid Cap Growth Fund
Schedule of Investments (concluded)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) | | | | | | | | |
Specialty Retail — 1.5% | | | | | | | | |
Tractor Supply Co. (United States) | | | 44,800 | | | $ | 4,271,680 | |
Trading Companies & Distributors — 3.8% | | | | | | | | |
Fastenal Co. (United States) (a) | | | 96,750 | | | | 6,089,445 | |
Watsco, Inc. (United States) | | | 31,000 | | | | 4,460,590 | |
| | | | | | | 10,550,035 | |
Total Common Stocks (Cost $173,574,070) | | | | | | | 277,052,312 | |
| | | | | | | | |
Investments Purchased with Proceeds From Securities Lending Collateral — 26.5% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58% | | | 74,412,610 | | | | 74,412,610 | |
Total Investments Purchased with Proceeds From Securities Lending Collateral (Cost $74,412,610) | | | | | | | 74,412,610 | |
| | | | | | | | |
Short-Term Investments — 1.1% | | | | | | | | |
U.S. Bank Money Market Deposit Account, 2.38% (United States) (b) | | | 2,983,142 | | | | 2,983,142 | |
Total Short-Term Investments (Cost $2,983,142) | | | | | | | 2,983,142 | |
| | | | | | | | |
Total Investments (Cost $250,969,822) — 126.6% | | | | | | | 354,448,064 | |
Liabilities in Excess of Other Assets — (26.6)% | | | | | | | (74,563,918 | ) |
NET ASSETS — 100.0% | | | | | | | | |
(Applicable to 11,982,146 shares outstanding) | | | | | | $ | 279,884,146 | |
* | Non-income producing security. |
(a) | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $72,360,446. |
(b) | The rate shown is as of February 28, 2019. |
See Notes to Financial Statements.
MFAM Emerging Markets Fund
Schedule of Investments
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks — 97.2% | | | | | | | | |
Banks — 11.7% | | | | | | | | |
Banco Latinoamericano de Comercio Exterior SA, Class E (Panama) | | | 35,900 | | | $ | 751,028 | |
Bank of Georgia Group PLC (Georgia) | | | 30,000 | | | | 667,474 | |
Credicorp Ltd. (Peru) | | | 5,000 | | | | 1,215,450 | |
HDFC Bank Ltd., ADR (India) | | | 13,350 | | | | 1,349,952 | |
| | | | | | | 3,983,904 | |
Beverages — 1.4% | | | | | | | | |
Coca-Cola Icecek AS (Turkey) | | | 75,000 | | | | 471,493 | |
Capital Markets — 1.3% | | | | | | | | |
Georgia Capital PLC (Georgia)* | | | 30,000 | | | | 438,491 | |
Consumer Finance — 3.3% | | | | | | | | |
Gentera SAB de CV (Mexico) | | | 1,350,000 | | | | 1,118,150 | |
Diversified Telecommunication Services — 1.5% | | | | | | | | |
Telkom SA SOC Ltd. (South Africa) | | | 100,000 | | | | 495,385 | |
Food & Staples Retailing — 2.1% | | | | | | | | |
CP ALL PCL, NVDR (Thailand) | | | 190,000 | | | | 468,360 | |
Georgia Healthcare Group PLC (Georgia) (a)* | | | 90,000 | | | | 245,905 | |
| | | | | | | 714,265 | |
Food Products — 2.4% | | | | | | | | |
Nippon Indosari Corpindo Tbk PT (Indonesia) | | | 10,022,700 | | | | 830,348 | |
Health Care Equipment & Supplies — 5.2% | | | | | | | | |
Top Glove Corp., Bhd (Malaysia) | | | 1,600,000 | | | | 1,785,529 | |
Health Care Providers & Services — 9.8% | | | | | | | | |
NMC Health PLC (United Arab Emirates) | | | 50,000 | | | | 1,792,253 | |
Odontoprev SA (Brazil) | | | 350,000 | | | | 1,555,183 | |
| | | | | | | 3,347,436 | |
Hotels, Restaurants & Leisure — 5.3% | | | | | | | | |
Yum China Holdings, Inc. (China) (b) | | | 43,500 | | | | 1,814,820 | |
Internet & Direct Marketing Retail — 3.3% | | | | | | | | |
Ctrip.com International Ltd., ADR (China)* | | | 33,300 | | | | 1,136,529 | |
Internet Software & Services — 12.6% | | | | | | | | |
Alibaba Group Holding Ltd., SP ADR (China) (b)* | | | 7,200 | | | | 1,317,816 | |
Baidu, Inc., SP ADR (China)* | | | 4,250 | | | | 690,795 | |
See Notes to Financial Statements.
MFAM Emerging Markets Fund
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) | | | | | | | | |
Internet Software & Services (continued) | | | | | | | | |
MercadoLibre, Inc. (Argentina) (b)* | | | 5,000 | | | $ | 2,293,950 | |
| | | | | | | 4,302,561 | |
Media — 7.0% | | | | | | | | |
Multiplus SA (Brazil) | | | 60,000 | | | | 425,702 | |
Tencent Holdings Ltd. (China) | | | 45,600 | | | | 1,952,740 | |
| | | | | | | 2,378,442 | |
Multiline Retail — 5.2% | | | | | | | | |
Mitra Adiperkasa Tbk PT (Indonesia) | | | 23,420,000 | | | | 1,764,720 | |
Real Estate Management & Development — 0.6% | | | | | | | | |
Lippo Karawaci Tbk PT (Indonesia) | | | 10,000,000 | | | | 221,471 | |
Semiconductors & Semiconductor Equipment — 3.1% | | | | | | | | |
Taiwan Semiconductor Manufacturing Co., Ltd., SP ADR (Taiwan) (b) | | | 27,500 | | | | 1,073,875 | |
Software — 4.2% | | | | | | | | |
Douzone Bizon Co., Ltd. (South Korea) | | | 38,000 | | | | 1,433,596 | |
Transportation Infrastructure — 13.0% | | | | | | | | |
DP World Ltd. (United Arab Emirates) | | | 42,000 | | | | 672,420 | |
Grupo Aeroportuario del Pacifico SAB de CV, ADR (Mexico) | | | 9,500 | | | | 885,875 | |
Grupo Aeroportuario del Sureste SAB de CV, ADR (Mexico) | | | 5,400 | | | | 914,112 | |
International Container Terminal Services, Inc. (Philippines) | | | 645,000 | | | | 1,446,636 | |
TAV Havalimanlari Holding AS (Turkey) | | | 95,000 | | | | 494,543 | |
| | | | | | | 4,413,586 | |
Wireless Telecommunication Services — 4.2% | | | | | | | | |
Safaricom Ltd., PLC (Kenya) | | | 4,000,000 | | | | 1,038,961 | |
Vodacom Group Ltd. (South Africa) | | | 50,000 | | | | 411,655 | |
| | | | | | | 1,450,616 | |
Total Common Stocks (Cost $26,357,059) | | | | | | | 33,175,217 | |
| | | | | | | | |
Investments Purchased with Proceeds From Securities Lending Collateral — 11.8% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC 2.58% | | | 4,027,876 | | | | 4,027,876 | |
Total Investments Purchased with Proceeds From Securities Lending Collateral (Cost $4,027,876) | | | | | | | 4,027,876 | |
See Notes to Financial Statements.
MFAM Emerging Markets Fund
Schedule of Investments (concluded)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Short-Term Investments — 2.6% | | | | | | | | |
U.S. Bank Money Market Deposit Account, 2.38% (United States) (c) | | | 898,907 | | | $ | 898,907 | |
Total Short-Term Investments (Cost $898,907) | | | | | | | 898,907 | |
| | | | | | | | |
Total Investments (Cost $31,283,842) — 111.6% | | | | | | | 38,102,000 | |
Liabilities in Excess of Other Assets — (11.6)% | | | | | | | (3,969,302 | ) |
NET ASSETS — 100.0% | | | | | | | | |
(Applicable to 2,469,847 shares outstanding) | | | | | | $ | 34,132,698 | |
* | Non-income producing security. |
ADR — American Depositary Receipt
NVDR — Non-Voting Depository Receipt
PLC — Public Limited Company
SP — ADR Sponsored ADR
(a) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration to qualified institutional buyers. As of February 28, 2019, the total market value of Rule 144A securities was $245,905 and represents 0.7% of net assets. |
(b) | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $3,973,636. |
(c) | The rate shown is as of February 28, 2019. |
See Notes to Financial Statements.
MFAM Funds
STATEMENTS of Assets and Liabilities
FEBRUARY 28, 2019 (Unaudited)
| | MFAM Global Opportunities Fund | | | MFAM Small-Mid Cap Growth Fund | | | MFAM Emerging Markets Fund | |
ASSETS | | | | | | | | | | | | |
Investments in securities of unaffiliated issuers, at value^ (cost $272,485,259, $173,574,070 and $26,357,059 respectively) | | $ | 421,731,910 | | | $ | 277,052,312 | | | $ | 33,175,217 | |
Investments purchased with proceeds from securities lending collateral (cost $66,820,862, $74,412,610 and $4,027,876 respectively) | | | 66,820,862 | | | | 74,412,610 | | | | 4,027,876 | |
Short-term investments, at value (cost $2,048,385, $2,983,142 and $898,907, respectively) | | | 2,048,385 | | | | 2,983,142 | | | | 898,907 | |
Foreign currency, at value (cost $6,256,645, $0 and $32,172, respectively) | | | 6,276,430 | | | | — | | | | 32,402 | |
Receivables for: | | | | | | | | | | | | |
Investments sold | | | 2,529,217 | | | | — | | | | — | |
Dividends and tax reclaims | | | 316,185 | | | | 182,835 | | | | 42,183 | |
Shares of beneficial interest sold | | | 83,541 | | | | 112,038 | | | | 16,837 | |
Prepaid expenses and other assets | | | 34,829 | | | | 38,790 | | | | 13,641 | |
Total assets | | | 499,841,359 | | | | 354,781,727 | | | | 38,207,063 | |
| | | | | | | | | | | | |
LIABILITIES | | | | | | | | | | | | |
Payables for: | | | | | | | | | | | | |
Securities lending collateral | | | 66,820,862 | | | | 74,412,610 | | | | 4,027,876 | |
Advisory fees | | | 264,405 | | | | 168,183 | | | | 14,754 | |
Shares of beneficial interest redeemed | | | 170,258 | | | | 164,068 | | | | — | |
Other accrued expenses and liabilities | | | 197,481 | | | | 152,720 | | | | 31,735 | |
Total liabilities | | | 67,453,006 | | | | 74,897,581 | | | | 4,074,365 | |
Net assets | | $ | 432,388,353 | | | $ | 279,884,146 | | | $ | 34,132,698 | |
| | | | | | | | | | | | |
NET ASSETS CONSIST OF: | | | | | | | | | | | | |
Par value | | $ | 18,872 | | | $ | 11,982 | | | $ | 2,470 | |
Paid-in-capital | | | 270,648,701 | | | | 175,296,927 | | | | 27,800,705 | |
Total distributable earnings/(loss) | | | 161,720,780 | | | | 104,575,237 | | | | 6,329,523 | |
Net assets | | $ | 432,388,353 | | | $ | 279,884,146 | | | $ | 34,132,698 | |
| | | | | | | | | | | | |
NET ASSET VALUE: | | | | | | | | | | | | |
Investor Shares: | | | | | | | | | | | | |
Net assets applicable to capital shares outstanding | | $ | 355,720,202 | | | $ | 252,013,346 | | | $ | 34,132,698 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 15,534,385 | | | | 10,797,073 | | | | 2,469,847 | |
Net asset value, offering and redemption price per share | | $ | 22.90 | | | $ | 23.34 | | | $ | 13.82 | |
| | | | | | | | | | | | |
Institutional Shares: | | | | | | | | | | | | |
Net assets applicable to capital shares outstanding | | $ | 76,668,151 | | | $ | 27,870,800 | | | $ | — | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 3,337,426 | | | | 1,185,073 | | | | — | |
Net asset value, offering and redemption price per share | | $ | 22.97 | | | $ | 23.52 | | | $ | — | |
| | | | | | | | | | | | |
^ Includes market value of securities on loan | | $ | 65,124,173 | | | $ | 72,360,446 | | | $ | 3,973,636 | |
The accompanying notes are an integral part of these financial statements.
MFAM Funds
Statements of Operations
For the six months ended
FEBRUARY 28, 2019 (Unaudited)
| | MFAM Global Opportunities Fund | | | MFAM SMALL-Mid Cap Growth Fund | | | MFAM Emerging Markets Fund | |
INVESTMENT INCOME | | | | | | | | | | | | |
Dividends | | $ | 1,805,860 | | | $ | 1,652,025 | | | $ | 201,287 | |
Less foreign taxes withheld | | | (66,570 | ) | | | — | | | | (13,189 | ) |
Securities lending income | | | 73,991 | | | | 85,794 | | | | 1,195 | |
Total investment income | | | 1,813,281 | | | | 1,737,819 | | | | 189,293 | |
| | | | | | | | | | | | |
EXPENSES | | | | | | | | | | | | |
Advisory fees | | | 1,771,956 | | | | 1,204,242 | | | | 141,005 | |
Transfer agent fees and shareholder account services | | | 95,898 | | | | 92,411 | | | | 6,924 | |
Administration and accounting services fees | | | 77,610 | | | | 50,790 | | | | 9,812 | |
Shareholder service fees | | | 53,377 | | | | 38,414 | | | | 5,233 | |
Legal fees | | | 32,323 | | | | 18,314 | | | | 2,182 | |
Custodian fees | | | 27,524 | | | | 3,217 | | | | 13,446 | |
Registration and filing fees | | | 25,073 | | | | 29,993 | | | | 12,454 | |
Printing and shareholder reporting fees | | | 23,538 | | | | 15,623 | | | | 2,766 | |
Officer fees | | | 16,194 | | | | 8,989 | | | | 1,447 | |
Director fees | | | 11,421 | | | | 5,569 | | | | 1,516 | |
Audit and tax service fees | | | 10,432 | | | | 10,432 | | | | 10,432 | |
Other expenses | | | 19,576 | | | | 13,859 | | | | 10,159 | |
Total expenses | | | 2,164,922 | | | | 1,491,853 | | | | 217,376 | |
Expense fees waived/reimbursed net of amount recaptured | | | (30,907 | ) | | | (17,055 | ) | | | (26,605 | ) |
Net expenses after waivers/reimbursements | | | 2,134,015 | | | | 1,474,798 | | | | 190,771 | |
Net investment income/(loss) | | | (320,734 | ) | | | 263,021 | | | | (1,478 | ) |
| | | | | | | | | | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | | | | | | | | | |
Net realized gain/(loss) from: | | | | | | | | | | | | |
Investments | | | 18,505,725 | | | | 3,832,556 | | | | (16,252 | ) |
Foreign currency transactions | | | (2,862 | ) | | | — | | | | (161 | ) |
Net change in unrealized appreciation/(depreciation) on: | | | | | | | | | | | | |
Investments | | | (38,404,143 | ) | | | (38,031,697 | ) | | | (371,010 | ) |
Foreign currency translation | | | 15,394 | | | | — | | | | (1,123 | ) |
Net realized and unrealized gain/(loss) | | | (19,885,886 | ) | | | (34,199,141 | ) | | | (388,546 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (20,206,620 | ) | | $ | (33,936,120 | ) | | $ | (390,024 | ) |
The accompanying notes are an integral part of these financial statements.
MFAM Global Opportunities Fund
Statements of Changes in Net Assets
| | FOR THE SIX-MONTHS ENDED FEBRUARY 28, 2019 (UNAUDITED) | | | FOR THE YEAR ENDED AUGUST 31, 2018(3) | |
OPERATIONS | | | | | | | | |
Net investment income/(loss) | | $ | (320,734 | ) | | $ | (181,076 | ) |
Net realized gain/(loss) from investments and foreign currency transactions | | | 18,502,863 | | | | 28,035,141 | |
Net change in unrealized appreciation/(depreciation) on investments, foreign currency translation and assets and liabilities denominated in foreign currencies | | | (38,388,749 | ) | | | 59,944,229 | |
Net increase/(decrease) in net assets resulting from operations | | | (20,206,620 | ) | | | 87,798,294 | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Investor Shares | | | (25,506,618 | ) | | | (43,115,726 | ) |
Institutional Shares | | | (5,479,614 | ) | | | (7,996,409 | ) |
Total dividends and distributions to shareholders | | | (30,986,232 | ) | | | (51,112,135 | ) |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Investor Shares | | | | | | | | |
Proceeds from shares sold | | | 11,774,894 | | | | 42,484,213 | |
Reinvestment of dividends | | | 24,943,644 | | | | 42,328,884 | |
Shares redeemed | | | (31,784,589 | ) | | | (60,158,888 | ) |
Redemption fees (1) | | | — | | | | 8,008 | |
Total from Investor Shares | | | 4,933,949 | | | | 24,662,217 | |
Institutional Shares | | | | | | | | |
Proceeds from shares sold | | | 4,803,156 | | | | 11,443,903 | |
Reinvestment of dividends | | | 5,390,526 | | | | 7,910,044 | |
Shares redeemed | | | (3,731,141 | ) | | | (6,961,572 | ) |
Redemption fees (1) | | | — | | | | 262 | |
Total from Institutional Shares | | | 6,462,541 | | | | 12,392,637 | |
Net increase/(decrease) in net assets from capital share transactions | | | 11,396,490 | | | | 37,054,854 | |
Total increase/(decrease) in net assets | | | (39,796,362 | ) | | | 73,741,013 | |
NET ASSETS: | | | | | | | | |
Beginning of period | | $ | 472,184,715 | | | $ | 398,443,702 | |
End of period (2) | | $ | 432,388,353 | | | $ | 472,184,715 | |
(1) | Effective December 31, 2017, the Fund eliminated the redemption fee. |
(2) | Including undistributed/accumulated net investment income/(loss). |
(3) | The following information was previously reported on the August 31, 2018 financial statements. See Note 7 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018, were as follows: |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | |
Net Investment Income | | | | |
Investor Shares | | $ | (740,296 | ) |
Institutional Shares | | | (84,137 | ) |
Total net investment income | | $ | (824,433 | ) |
Net realized capital gains | | | | |
Investor Shares | | $ | (42,375,430 | ) |
Institutional Shares | | | (7,912,272 | ) |
Total net realized capital gains | | $ | (50,287,702 | ) |
Undistributed/accumulated net investment income/(loss) | | $ | — | |
The accompanying notes are an integral part of these financial statements.
MFAM Global Opportunities Fund
Statements of Changes in Net Assets (CONCLUDED)
| | FOR THE SIX-MONTHS ENDED FEBRUARY 28, 2019 (UNAUDITED) | | | FOR THE YEAR ENDED AUGUST 31, 2018 | |
SHARE TRANSACTIONS: | | | | | | | | |
Investor Shares | | | | | | | | |
Shares sold | | | 521,738 | | | | 1,726,902 | |
Shares reinvested | | | 1,243,452 | | | | 1,874,618 | |
Shares redeemed | | | (1,409,202 | ) | | | (2,447,827 | ) |
Net increase/(decrease) in shares | | | 355,988 | | | | 1,153,693 | |
| | | | | | | | |
Institutional Shares | | | | | | | | |
Shares sold | | | 195,238 | | | | 458,054 | |
Shares reinvested | | | 267,919 | | | | 349,692 | |
Shares redeemed | | | (167,177 | ) | | | (282,356 | ) |
Net increase/(decrease) in shares | | | 295,980 | | | | 525,390 | |
The accompanying notes are an integral part of these financial statements.
MFAM SMALL-Mid Cap Growth Fund
Statements of Changes in Net Assets
| | FOR THE SIX-MONTHS ENDED FEBRUARY 28, 2019 (UNAUDITED) | | | FOR THE YEAR ENDED AUGUST 31, 2018(3) | |
OPERATIONS | | | | | | | | |
Net investment income/(loss) | | $ | 263,021 | | | $ | (582,238 | ) |
Net realized gain/(loss) from investments and foreign currency transactions | | | 3,832,556 | | | | 13,478,362 | |
Net change in unrealized appreciation/(depreciation) on investments, foreign currency translation, and assets and liabilities denominated in foreign currencies | | | (38,031,697 | ) | | | 60,454,237 | |
Net increase/(decrease) in net assets resulting from operations | | | (33,936,120 | ) | | | 73,350,361 | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Investor Shares | | | (12,316,953 | ) | | | (12,858,211 | ) |
Institutional Shares | | | (1,326,095 | ) | | | (1,293,569 | ) |
Total dividends and distributions to shareholders | | | (13,643,048 | ) | | | (14,151,780 | ) |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Investor Shares | | | | | | | | |
Proceeds from shares sold | | | 10,443,246 | | | | 69,130,104 | |
Reinvestment of dividends | | | 12,059,665 | | | | 12,578,509 | |
Shares redeemed | | | (31,040,282 | ) | | | (42,324,699 | ) |
Redemption fees (1) | | | — | | | | 3,475 | |
Total from Investor Shares | | | (8,537,371 | ) | | | 39,387,389 | |
Institutional Shares | | | | | | | | |
Proceeds from shares sold | | | 2,376,189 | | | | 5,927,695 | |
Reinvestment of dividends | | | 1,319,604 | | | | 1,293,568 | |
Shares redeemed | | | (1,925,872 | ) | | | (2,345,507 | ) |
Redemption fees (1) | | | — | | | | — | |
Total from Institutional Shares | | | 1,769,921 | | | | 4,875,756 | |
Net increase/(decrease) in net assets from capital share transactions | | | (6,767,450 | ) | | | 44,263,145 | |
Total increase/(decrease) in net assets | | | (54,346,618 | ) | | | 103,461,726 | |
NET ASSETS: | | | | | | | | |
Beginning of period | | $ | 334,230,764 | | | $ | 230,769,038 | |
End of period (2) | | $ | 279,884,146 | | | $ | 334,230,764 | |
(1) | Effective December 31, 2017, the Fund eliminated the redemption fee. |
(2) | Including undistributed/accumulated net investment income/(loss). |
(3) | The following information was previously reported on the August 31, 2018 financial statements. See Note 7 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018, were as follows: |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | |
Net Investment Income | | | | |
Investor Shares | | $ | — | |
Institutional Shares | | | — | |
Total net investment income | | $ | — | |
Net realized capital gains | | | | |
Investor Shares | | $ | (12,858,211 | ) |
Institutional Shares | | | (1,293,569 | ) |
Total net realized capital gains | | $ | (14,151,780 | ) |
Undistributed/accumulated net investment income/(loss) | | $ | (438,175 | ) |
The accompanying notes are an integral part of these financial statements.
MFAM SMALL-Mid Cap Growth Fund
Statements of Changes in Net Assets (CONCLUDED)
| | FOR THE SIX-MONTHS ENDED FEBRUARY 28, 2019 (UNAUDITED) | | | FOR THE YEAR ENDED AUGUST 31, 2018 | |
SHARE TRANSACTIONS: | | | | | | | | |
Investor Shares | | | | | | | | |
Shares sold | | | 432,325 | | | | 2,730,967 | |
Shares reinvested | | | 591,450 | | | | 520,849 | |
Shares redeemed | | | (1,343,663 | ) | | | (1,683,331 | ) |
Net increase/(decrease) in shares | | | (319,888 | ) | | | 1,568,485 | |
| | | | | | | | |
Institutional Shares | | | | | | | | |
Shares sold | | | 93,822 | | | | 230,304 | |
Shares reinvested | | | 64,245 | | | | 53,255 | |
Shares redeemed | | | (84,387 | ) | | | (92,122 | ) |
Net increase/(decrease) in shares | | | 73,680 | | | | 191,437 | |
The accompanying notes are an integral part of these financial statements.
MFAM Emerging Markets Fund
Statements of Changes in Net Assets
| | FOR THE SIX-MONTHS ENDED FEBRUARY 28, 2019 (UNAUDITED) | | | FOR THE YEAR ENDED AUGUST 31, 2018(3) | |
OPERATIONS | | | | | | | | |
Net investment income/(loss) | | $ | (1,478 | ) | | $ | 203,685 | |
Net realized gain/(loss) from investments and foreign currency transactions | | | (16,413 | ) | | | 1,099,105 | |
Net change in unrealized appreciation/(depreciation) on investments, foreign currency translation, and assets and liabilities denominated in foreign currencies | | | (372,133 | ) | | | (2,150,430 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (390,024 | ) | | | (847,640 | ) |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Investor Shares | | | (196,246 | ) | | | (314,358 | ) |
Total dividends and distributions to shareholders | | | (196,246 | ) | | | (314,358 | ) |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Investor Shares | | | | | | | | |
Proceeds from shares sold | | | 2,157,415 | | | | 11,167,842 | |
Reinvestment of dividends | | | 194,455 | | | | 313,688 | |
Shares redeemed | | | (4,963,298 | ) | | | (7,446,112 | ) |
Redemption fees (1) | | | — | | | | 1,145 | |
Total from Investor Shares | | | (2,611,428 | ) | | | 4,036,563 | |
Net increase/(decrease) in net assets from capital share transactions | | | (2,611,428 | ) | | | 4,036,563 | |
Total increase/(decrease) in net assets | | | (3,197,698 | ) | | | 2,874,565 | |
SHARE TRANSACTIONS: | | | | | | | | |
Investor Shares | | | | | | | | |
Shares sold | | | 165,612 | | | | 756,831 | |
Shares reinvested | | | 15,861 | | | | 22,185 | |
Shares redeemed | | | (375,266 | ) | | | (514,436 | ) |
Net increase/(decrease) in shares | | | (193,793 | ) | | | 264,580 | |
NET ASSETS: | | | | | | | | |
Beginning of period | | $ | 37,330,396 | | | $ | 34,455,831 | |
End of period (2) | | $ | 34,132,698 | | | $ | 37,330,396 | |
(1) | Effective December 31, 2017, the Fund eliminated the redemption fee. |
(2) | Including undistributed/accumulated net investment income/(loss). |
(3) | The following information was previously reported on the August 31, 2018 financial statements. See Note 7 for more details on the SEC’s Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders was $(314,358) of net investment income during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018, was $177,371. |
The accompanying notes are an integral part of these financial statements.
MFAM Global Opportunities Fund
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | SIX MONTHS ENDED FEBRUARY 28, 2019 | | | YEAR ENDED AUGUST 31, | | | Fiscal Period Ended August 31, | | | Years Ended October 31, | |
Investor Shares | | (UNAUDITED) | | | 2018 | | | 2017(1)(2) | | | 2016 | | | 2015 | | | 2014 | | | 2013 | |
PER SHARE OPERATING PERFORMANCE | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 25.91 | | | $ | 24.09 | | | $ | 20.36 | | | $ | 20.32 | | | $ | 21.00 | | | $ | 19.24 | | | $ | 15.48 | |
Net investment income/(loss)(3) | | | (0.02 | ) | | | (0.02 | ) | | | 0.03 | | | | 0.04 | | | | 0.05 | | | | 0.11 | | | | 0.07 | |
Net realized and unrealized gain/(loss) from investments | | | (1.26 | ) | | | 4.94 | | | | 4.30 | | | | 0.01 | | | | (0.29 | ) | | | 1.87 | | | | 3.79 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.28 | ) | | | 4.92 | | | | 4.33 | | | | 0.05 | | | | (0.24 | ) | | | 1.98 | | | | 3.86 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | (0.05 | ) | | | (0.04 | ) | | | — | * | | | (0.11 | ) | | | (0.04 | ) | | | (0.11 | ) |
Net realized capital gains | | | (1.73 | ) | | | (3.05 | ) | | | (0.56 | ) | | | (0.01 | ) | | | (0.33 | ) | | | (0.18 | ) | | | — | |
Total dividends and distributions to shareholders | | | (1.73 | ) | | | (3.10 | ) | | | (0.60 | ) | | | (0.01 | ) | | | (0.44 | ) | | | (0.22 | ) | | | (0.11 | ) |
Redemption and small-balance account fees | | | — | | | | — | * | | | — | * | | | — | * | | | — | * | | | — | * | | | 0.01 | |
Net asset value, end of period | | $ | 22.90 | | | $ | 25.91 | | | $ | 24.09 | | | $ | 20.36 | | | $ | 20.32 | | | $ | 21.00 | | | $ | 19.24 | |
Total investment return/(loss)(4) | | | (3.98 | )%(5) | | | 22.32 | % | | | 21.91 | %(5) | | | 0.25 | % | | | (1.13 | )% | | | 10.43 | % | | | 25.14 | % |
RATIOS/SUPPLEMENTAL DATA | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 355,720 | | | $ | 393,197 | | | $ | 337,821 | | | $ | 353,118 | | | $ | 393,611 | | | $ | 413,624 | | | $ | 354,081 | |
Ratio of expenses to average net assets | | | 1.04 | %(6) | | | 1.06 | % | | | 1.15 | %(6) | | | 1.14 | % | | | 1.15 | % | | | 1.26 | % | | | 1.36 | % |
Ratio of expenses to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | 1.04 | %(6) | | | 1.06 | % | | | 1.15 | %(6) | | | 1.14 | % | | | 1.13 | % | | | 1.23 | % | | | 1.37 | % |
Ratio of net investment income/(loss) to average net assets | | | (0.17 | )%(6) | | | (0.06 | )% | | | 0.18 | %(6) | | | 0.20 | % | | | 0.23 | % | | | 0.55 | % | | | 0.44 | % |
Ratio of net investment income/(loss) to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | (0.17 | )%(6) | | | (0.06 | )% | | | 0.18 | %(6) | | | 0.20 | % | | | 0.25 | % | | | 0.59 | % | | | 0.43 | % |
Portfolio turnover rate | | | 7 | %(5) | | | 15 | % | | | 38 | %(5) | | | 26 | % | | | 21 | % | | | 24 | % | | | 22 | % |
* | Amount represents less than $0.005 per share. |
(1) | The Fund changed its fiscal year end to August 31 during the period. |
(2) | Effective as of December 21, 2016, the Fund acquired all the assets and liabilities of the MFAM Global Opportunities Fund, a series of The Motley Fool Funds Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performances of the Predecessor Fund. |
(3) | Per share data calculated using average shares outstanding method. |
(4) | Total investment return/(loss) reflects the rate an investor would have earned on an investment in the Fund during the period. During the year ended October 31, 2013, 0.06% of the Fund’s total investment return was attributable to redemption and small-balance account fees received. Excluding this item, the total return would have been 25.08%. For the year ended August 31, 2018, the fiscal period ended August 31, 2017 and the years ended October 31, 2016, October 31, 2015 and October 31, 2014, redemption and small-balance account fees received had no effect on the Fund’s Investor Shares total investment return. |
The accompanying notes are an integral part of these financial statements.
MFAM Global Opportunities Fund
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | SIX MONTHS ENDED FEBRUARY 28, 2019 | | | YEAR ENDED AUGUST 31, | | | Fiscal Period Ended August 31, | | | Years Ended October 31, | | | Period Ended October 31, | |
Institutional Shares | | (UNAUDITED) | | | 2018 | | | 2017(1)(2) | | | 2016 | | | 2015 | | | 2014(3) | |
PER SHARE OPERATING PERFORMANCE | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 25.97 | | | $ | 24.09 | | | $ | 20.40 | | | $ | 20.35 | | | $ | 21.01 | | | $ | 20.36 | |
Net investment income/(loss)(4) | | | (0.01 | ) | | | 0.02 | | | | 0.09 | | | | 0.08 | | | | 0.10 | | | | 0.03 | |
Net realized and unrealized gain/(loss) from investments | | | (1.26 | ) | | | 4.94 | | | | 4.25 | | | | 0.02 | | | | (0.31 | ) | | | 0.62 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.27 | ) | | | 4.96 | | | | 4.34 | | | | 0.10 | | | | (0.21 | ) | | | 0.65 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | (0.03 | ) | | | (0.09 | ) | | | (0.04 | ) | | | (0.12 | ) | | | — | |
Net realized capital gains | | | (1.73 | ) | | | (3.05 | ) | | | (0.56 | ) | | | (0.01 | ) | | | (0.33 | ) | | | — | |
Total dividends and distributions to shareholders | | | (1.73 | ) | | | (3.08 | ) | | | (0.65 | ) | | | (0.05 | ) | | | (0.45 | ) | | | — | |
Redemption and small-balance account fees | | | — | | | | — | * | | | — | * | | | — | * | | | — | * | | | — | * |
Net asset value, end of period | | $ | 22.97 | | | $ | 25.97 | | | $ | 24.09 | | | $ | 20.40 | | | $ | 20.35 | | | $ | 21.01 | |
Total investment return/(loss)(5) | | | (3.93 | )%(6) | | | 22.48 | % | | | 21.97 | %(6) | | | (0.47 | )% | | | (0.97 | )% | | | 3.19 | %(6) |
RATIOS/SUPPLEMENTAL DATA | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 76,668 | | | $ | 78,987 | | | $ | 60,623 | | | $ | 7,243 | | | $ | 7,726 | | | $ | 4,038 | |
Ratio of expenses to average net assets | | | 0.95 | %(7) | | | 0.95 | % | | | 0.95 | %(7) | | | 0.95 | % | | | 0.95 | % | | | 0.95 | %(7) |
Ratio of expenses to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | 1.01 | %(7) | | | 1.06 | % | | | 1.17 | %(7) | | | 2.12 | % | | | 2.14 | % | | | 3.78 | %(7) |
Ratio of net investment income/(loss) to average net assets | | | (0.08 | )%(7) | | | 0.07 | % | | | 0.48 | %(7) | | | 0.39 | % | | | 0.46 | % | | | 0.39 | %(7) |
Ratio of net investment income/(loss) to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | (0.14 | )%(7) | | | (0.04 | )% | | | 0.26 | %(7) | | | (0.78 | )% | | | 0.73 | % | | | (2.43 | )%(7) |
Portfolio turnover rate | | | 7 | %(6) | | | 15 | % | | | 38 | %(6) | | | 26 | % | | | 21 | % | | | 24 | %(6) |
* | Amount represents less than $0.005 per share. |
(1) | The Fund changed its fiscal year end to August 31 during the period. |
(2) | Effective as of December 21, 2016, the Fund acquired all the assets and liabilities of the MFAM Global Opportunities Fund, a series of The Motley Fool Funds Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performances of the Predecessor Fund. |
(3) | Commenced operations on June 17, 2014. Because of commencement of operations and related preliminary transaction costs, these ratios are not necessarily indicative of future ratios. |
(4) | Per share data calculated using average shares outstanding method. |
(5) | Total investment return/(loss) reflects the rate an investor would have earned on an investment in the Fund during the period. Redemption and small-balance account fees received had no effect on the Fund’s Institutional Shares total investment return. |
The accompanying notes are an integral part of these financial statements.
MFAM SMALL-Mid Cap Growth Fund
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | SIX MONTHS ENDED FEBRUARY 28, 2019 | | | YEAR ENDED AUGUST 31, | | | Fiscal Period Ended August 31, | | | Years Ended October 31, | |
Investor Shares | | (UNAUDITED) | | | 2018 | | | 2017(1)(2) | | | 2016 | | | 2015 | | | 2014 | | | 2013 | |
PER SHARE OPERATING PERFORMANCE | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 27.32 | | | $ | 22.04 | | | $ | 18.29 | | | $ | 18.72 | | | $ | 18.59 | | | $ | 17.25 | | | $ | 12.58 | |
Net investment income/ (loss)(3) | | | 0.02 | | | | (0.06 | ) | | | (0.05 | ) | | | (0.05 | ) | | | 0.03 | | | | 0.07 | | | | — | * |
Net realized and unrealized gain/(loss) from investments | | | (2.84 | ) | | | 6.69 | | | | 3.80 | | | | (0.35 | ) | | | 0.14 | | | | 1.51 | | | | 4.69 | |
Net increase/(decrease) in net assets resulting from operations | | | (2.82 | ) | | | 6.63 | | | | 3.75 | | | | (0.40 | ) | | | 0.17 | | | | 1.58 | | | | 4.69 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | — | | | | — | | | | (0.03 | ) | | | (0.04 | ) | | | (0.03 | ) | | | (0.03 | ) |
Net realized capital gains | | | (1.16 | ) | | | (1.35 | ) | | | — | | | | — | | | | — | | | | (0.22 | ) | | | — | |
Total dividends and distributions to shareholders | | | (1.16 | ) | | | (1.35 | ) | | | — | | | | (0.03 | ) | | | (0.04 | ) | | | (0.25 | ) | | | (0.03 | ) |
Redemption and small-balance account fees | | | — | | | | — | * | | | — | * | | | — | * | | | — | * | | | 0.01 | | | | 0.01 | |
Net asset value, end of period | | $ | 23.34 | | | $ | 27.32 | | | $ | 22.04 | | | $ | 18.29 | | | $ | 18.72 | | | $ | 18.59 | | | $ | 17.25 | |
Total investment return/(loss)(4) | | | (9.72 | )%(5) | | | 30.88 | % | | | 20.50 | %(5) | | | (2.15 | )% | | | 0.91 | % | | | 9.35 | % | | | 37.44 | % |
RATIOS/SUPPLEMENTAL DATA | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 252,013 | | | $ | 303,669 | | | $ | 210,404 | | | $ | 205,149 | | | $ | 238,482 | | | $ | 231,600 | | | $ | 162,336 | |
Ratio of expenses to average net assets | | | 1.05 | %(6) | | | 1.12 | % | | | 1.15 | %(6) | | | 1.15 | % | | | 1.15 | % | | | 1.27 | % | | | 1.38 | % |
Ratio of expenses to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | 1.06 | %(6) | | | 1.06 | % | | | 1.16 | %(6) | | | 1.17 | % | | | 1.16 | % | | | 1.30 | % | | | 1.54 | % |
Ratio of net investment income/(loss) to average net assets | | | 0.18 | %(6) | | | (0.22 | )% | | | (0.30 | )%(6) | | | (0.29 | )% | | | 0.17 | % | | | 0.38 | % | | | 0.03 | % |
Ratio of net investment income/(loss) to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | 0.17 | %(6) | | | (0.16 | )% | | | (0.31 | )%(6) | | | (0.31 | )% | | | 0.17 | % | | | 0.36 | % | | | (0.13 | )% |
Portfolio turnover rate | | | 0 | %(5) | | | 19 | % | | | 24 | %(5) | | | 21 | % | | | 30 | % | | | 18 | % | | | 24 | % |
* | Amount represents less than $0.005 per share. |
(1) | The Fund changed its fiscal year end to August 31 during the period. |
(2) | Effective as of December 21, 2016, the Fund acquired all the assets and liabilities of the MFAM Small-Mid Cap Growth Fund, a series of The Motley Fool Funds Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performances of the Predecessor Fund. |
(3) | Per share data calculated using average shares outstanding method. |
(4) | Total investment return/(loss) reflects the rate an investor would have earned on an investment in the Fund during the period. For the years ended October 31, 2014 and October 31, 2013, 0.06% and 0.08%, respectively, of the Fund’s Investor Shares total investment return was attributable to redemption and small-balance account fees received. Excluding this item, the total investment return would have been 9.29% and 37.36%, respectively. For the year ended August 31, 2018, the fiscal period ended August 31, 2017 and years ended October 31, 2016 and October 31, 2015, redemption and small-balance account fees received had no effect on the Fund’s Investor Shares total investment return. |
The accompanying notes are an integral part of these financial statements.
MFAM SMALL-Mid Cap Growth Fund
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | SIX MONTHS ENDED FEBRUARY 28, 2019 | | | YEAR ENDED AUGUST 31, | | | Fiscal Period Ended August 31, | | | Years Ended October 31, | | | Period Ended October 31, | |
Institutional Shares | | (UNAUDITED) | | | 2018 | | | 2017(1)(2) | | | 2016 | | | 2015 | | | 2014(3) | |
PER SHARE OPERATING PERFORMANCE | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 27.50 | | | $ | 22.14 | | | $ | 18.34 | | | $ | 18.75 | | | $ | 18.61 | | | $ | 17.94 | |
Net investment income/(loss)(4) | | | 0.03 | | | | (0.01 | ) | | | (0.03 | ) | | | (0.02 | ) | | | 0.07 | | | | 0.02 | |
Net realized and unrealized gain/(loss) from investments | | | (2.85 | ) | | | 6.72 | | | | 3.83 | | | | (0.33 | ) | | | 0.13 | | | | 0.65 | |
Net increase/(decrease) in net assets resulting from operations | | | (2.82 | ) | | | 6.71 | | | | 3.80 | | | | (0.35 | ) | | | 0.20 | | | | 0.67 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | — | | | | — | | | | (0.06 | ) | | | (0.06 | ) | | | — | |
Net realized capital gains | | | (1.16 | ) | | | (1.35 | ) | | | — | | | | — | | | | — | | | | — | |
Total dividends and distributions to shareholders | | | (1.16 | ) | | | (1.35 | ) | | | — | | | | (0.06 | ) | | | (0.06 | ) | | | — | |
Redemption and small-balance account fees | | | — | | | | — | * | | | — | * | | | — | * | | | — | * | | | — | * |
Net asset value, end of period | | $ | 23.52 | | | $ | 27.50 | | | $ | 22.14 | | | $ | 18.34 | | | $ | 18.75 | | | $ | 18.61 | |
Total investment return/(loss)(5) | | | (9.66 | )%(6) | | | 31.10 | % | | | 20.72 | %(6) | | | (1.89 | )% | | | 1.04 | % | | | 3.73 | %(6) |
RATIOS/SUPPLEMENTAL DATA | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 27,871 | | | $ | 30,562 | | | $ | 20,365 | | | $ | 5,502 | | | $ | 7,010 | | | $ | 2,798 | |
Ratio of expenses to average net assets | | | 0.95 | %(7) | | | 0.95 | % | | | 0.95 | %(7) | | | 0.95 | % | | | 0.95 | % | | | 0.95 | %(7) |
Ratio of expenses to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | 0.98 | %(7) | | | 1.17 | % | | | 1.47 | %(7) | | | 2.40 | % | | | 2.45 | % | | | 4.93 | %(7) |
Ratio of net investment income/(loss) to average net assets | | | 0.28 | %(7) | | | (0.05 | )% | | | (0.15 | )%(7) | | | (0.08 | )% | | | 0.35 | % | | | 0.27 | %(7) |
Ratio of net investment income/(loss) to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | 0.25 | %(7) | | | (0.26 | )% | | | (0.67 | )%(7) | | | (1.53 | )% | | | (1.15 | )% | | | (3.71 | )%(7) |
Portfolio turnover rate | | | 0 | %(6) | | | 19 | % | | | 24 | %(6) | | | 21 | % | | | 30 | % | | | 18 | %(6) |
* | Amount represents less than $0.005 per share. |
(1) | The Fund changed its fiscal year end to August 31 during the period. |
(2) | Effective as of December 21, 2016, the Fund acquired all the assets and liabilities of the MFAM Small-Mid Cap Growth Fund, a series of The Motley Fool Funds Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performances of the Predecessor Fund. |
(3) | Commenced operations on June 17, 2014. Because of commencement of operations and related preliminary transaction costs, these ratios are not necessarily indicative of future ratios. |
(4) | Per share data calculated using average shares outstanding method. |
(5) | Total investment return/(loss) reflects the rate an investor would have earned on an investment in the Fund during the period. Redemption and small-balance account fees received had no effect on the Fund’s Institutional Shares total investment return. |
The accompanying notes are an integral part of these financial statements.
MFAM Emerging Markets Fund
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.
| | SIX MONTHS ENDED FEBRUARY 28, 2019 | | | YEAR ENDED AUGUST 31, | | | Fiscal Period Ended August 31, | | | Years Ended October 31, | |
Investor Shares | | (UNAUDITED) | | | 2018 | | | 2017(1)(2) | | | 2016 | | | 2015 | | | 2014 | | | 2013 | |
PER SHARE OPERATING PERFORMANCE | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 14.01 | | | $ | 14.36 | | | $ | 11.93 | | | $ | 10.88 | | | $ | 12.61 | | | $ | 12.66 | | | $ | 10.94 | |
Net investment income/ (loss)(3) | | | — | * | | | 0.08 | | | | 0.12 | | | | 0.07 | | | | 0.09 | | | | 0.16 | | | | 0.13 | |
Net realized and unrealized gain/(loss) from investments | | | (0.11 | ) | | | (0.30 | ) | | | 2.38 | | | | 1.09 | | | | (1.63 | ) | | | (0.12 | ) | | | 1.73 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.11 | ) | | | (0.22 | ) | | | 2.50 | | | | 1.16 | | | | (1.54 | ) | | | 0.04 | | | | 1.86 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.08 | ) | | | (0.13 | ) | | | (0.07 | ) | | | (0.11 | ) | | | (0.19 | ) | | | (0.08 | ) | | | (0.15 | ) |
Net realized capital gains | | | — | | | | — | | | | — | | | | — | | | | — | | | | (0.02 | ) | | | — | |
Total dividends and distributions to shareholders | | | (0.08 | ) | | | (0.13 | ) | | | (0.07 | ) | | | (0.11 | ) | | | (0.19 | ) | | | (0.10 | ) | | | (0.15 | ) |
Redemption and small-balance account fees | | | — | | | | — | * | | | — | * | | | — | * | | | — | * | | | 0.01 | | | | 0.01 | |
Net asset value, end of period | | $ | 13.82 | | | $ | 14.01 | | | $ | 14.36 | | | $ | 11.93 | | | $ | 10.88 | | | $ | 12.61 | | | $ | 12.66 | |
Total investment return/(loss)(4) | | | (0.73 | )%(5) | | | (1.54 | )% | | | 21.06 | %(5) | | | (10.76 | )% | | | (12.33 | )% | | | 0.47 | % | | | 17.32 | % |
RATIOS/SUPPLEMENTAL DATA | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 34,133 | | | $ | 37,330 | | | $ | 34,456 | | | $ | 28,776 | | | $ | 31,160 | | | $ | 47,566 | | | $ | 40,119 | |
Ratio of expenses to average net assets | | | 1.15 | %(6) | | | 1.15 | % | | | 1.15 | %(6) | | | 1.15 | % | | | 1.13 | % | | | 1.24 | % | | | 1.35 | % |
Ratio of expenses to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | 1.31 | %(6) | | | 1.34 | % | | | 2.00 | %(6) | | | 2.09 | % | | | 1.84 | % | | | 1.88 | % | | | 2.60 | % |
Ratio of net investment income (loss) to average net assets | | | (0.01 | )%(6) | | | 0.54 | % | | | 1.17 | %(6) | | | 0.64 | % | | | 0.80 | % | | | 1.29 | % | | | 1.15 | % |
Ratio of net investment income/ (loss) to average net assets (before waivers and reimbursement of expenses and/or recapture of previously waived fees) | | | (0.17 | )%(6) | | | 0.35 | % | | | 0.32 | %(6) | | | (0.30 | )% | | | 0.09 | % | | | 0.66 | % | | | (0.10 | )% |
Portfolio turnover rate | | | 0 | %(5) | | | 7 | % | | | 21 | %(5) | | | 54 | % | | | 20 | % | | | 25 | % | | | 26 | % |
* | Amount represents less than $0.005 per share. |
(1) | The Fund changed its fiscal year end to August 31 during the period. |
(2) | Effective as of December 21, 2016, the Fund acquired all the assets and liabilities of the MFAM Emerging Markets Fund, a series of The Motley Fool Funds Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performances of the Predecessor Fund. |
(3) | Per share data calculated using average shares outstanding method. |
(4) | Total investment return/(loss) reflects the rate an investor would have earned on an investment in the Fund during the period. During the years ended October 31, 2014 and October 31, 2013, 0.08% and 0.09%, respectively of the Fund’s Investor Shares total investment return was attributable to redemption and small-balance account fees received as reference in Note 3. Excluding this item, total investment return would have been 0.39% and 17.23%, respectively. For the year ended August 31, 2018, the fiscal period ended August 31, 2017, years ended October 31, 2016 and October 31, 2015, redemption and small-balance account fees received had no effect on the Fund’s Investor Shares total investment return. |
The accompanying notes are an integral part of these financial statements.
MFAM FUNDS
Notes to Financial Statements
FEBRUARY 28, 2019 (Unaudited)
1. Organization AND SIGNIFICANT ACCOUNTING POLICIES
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the MFAM Global Opportunities Fund (“Global Opportunities Fund”) (formerly known as Motley Fool Global Opportunities Fund), MFAM Small-Mid Cap Growth Fund (“Small-Mid Cap Growth Fund”) (formerly known as Motley Fool Small-Mid Cap Growth Fund) and MFAM Emerging Markets Fund (“Emerging Markets Fund”) (formerly known as Motley Fool Emerging Markets Fund) (each a “Fund” and together the “Funds”), which became series of RBB at the close of business on December 21, 2016. As of February 28, 2019, the Global Opportunities Fund and Small-Mid Cap Growth Fund each offer two classes of shares, Investor and Institutional. The Emerging Markets Fund offered one class of shares, Investor.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
Prior to December 21, 2016, the Funds were diversified series (the “Predecessor Funds”) of The Motley Fool Funds Trust (the “Trust”), an open-end management investment company (or mutual fund) organized on November 7, 2008, as a statutory trust under the laws of the State of Delaware. Each of the Predecessor Funds was reorganized into a corresponding Fund on December 21, 2016 (the “Reorganization”). As a result of the Reorganization, the performance and accounting history of each Predecessor Fund was assumed by its corresponding Fund. Performance and accounting information prior to December 21, 2016 included herein is that of the relevant Predecessor Fund.
The investment objective of each Fund is to achieve long-term capital appreciation. The Global Opportunities Fund pursues its objective by investing primarily in common stocks of United States companies and of companies that are organized under the laws of other countries around the world. The Small-Mid Cap Growth Fund pursues its objective by investing primarily in common stocks of companies that are organized in the United States and that are engaged in a broad range of industries. The Emerging Markets Fund pursues its objective by investing primarily in common stocks of companies organized in emerging market foreign countries.
Each Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Funds is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION — Each Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Funds are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments. Such procedures use fundamental valuation methods, which may include, but are not limited to, an analysis of the effect of any restrictions on the resale of the security, industry analysis and trends, significant changes in the issuer’s financial position, and any other event which could have a significant impact on the value of the security. Determination of fair value involves subjective judgment as the actual market value of a particular security can be established only by negotiations between the parties in a sales transaction, and the difference between the recorded fair
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
value and the value that would be received in a sale could be significant. The Funds may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Funds value their securities, generally as of 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, government actions or pronouncements, aftermarket trading, or news events may have occurred in the interim. To account for this, the Funds may value foreign securities using fair value prices based on third-party vendor modeling tools (international fair value pricing).
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1 – Prices are determined using quoted prices in active markets for identical securities. |
| ● | Level 2 – Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● | Level 3 – Prices are determined using significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
You’d think that it would be easy to determine what a share of the Fund is worth – just add up the value of everything it holds, and then divide by the number of shares. It’s not that simple, though. Some foreign markets have different operating hours (when it’s daytime in Chicago, for example, it is night in Shanghai). That means that when we calculate a Fund’s value at the end of the day, the market quotations for some of the securities held by the Fund could be several hours old, and intervening events may have affected what the stocks are worth. In addition, characteristics of the relevant markets and stocks might, in some cases, cast doubt on a particular valuation. For these reasons, we may rely on a pricing service to determine the value of particular securities. It is possible that when a Fund buys or sells the securities, the price on the real market will be different from the value used for the fair-value pricing.
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The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Funds’ investments carried at fair value:
GLOBAL OPPORTUNITIES FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE^ | |
Common Stocks | | $ | 420,536,702 | | | $ | 348,334,774 | | | $ | 72,201,928 | | | $ | — | | | $ | — | |
Participatory Notes | | | 1,195,208 | | | | 1,195,208 | | | | — | | | | — | | | | — | |
Investments Purchased with Proceeds From Securities Lending Collateral | | | 66,820,862 | | | | — | | | | — | | | | — | | | | 66,820,862 | |
Short-Term Investments | | | 2,048,385 | | | | 2,048,385 | | | | — | | | | — | | | | — | |
Total Investments* | | $ | 490,601,157 | | | $ | 351,578,367 | | | $ | 72,201,928 | | | $ | — | | | $ | 66,820,862 | |
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
SMALL-MID CAP GROWTH FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE^ | |
Common Stocks | | $ | 277,052,312 | | | $ | 277,052,312 | | | $ | — | | | $ | — | | | $ | — | |
Investments Purchased with Proceeds From Securities Lending Collateral | | | 74,412,610 | | | | — | | | | — | | | | — | | | | 74,412,610 | |
Short-Term Investments | | | 2,983,142 | | | | 2,983,142 | | | | — | | | | — | | | | — | |
Total Investments* | | $ | 354,448,064 | | | $ | 280,035,454 | | | $ | — | | | $ | — | | | $ | 74,412,610 | |
EMERGING MARKETS FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE^ | |
Common Stocks | | $ | 33,175,217 | | | $ | 22,150,370 | | | $ | 11,024,847 | | | $ | — | | | $ | — | |
Investments Purchased with Proceeds From Securities Lending Collateral | | | 4,027,876 | | | | — | | | | — | | | | — | | | | 4,027,876 | |
Short-Term Investments | | | 898,907 | | | | 898,907 | | | | — | | | | — | | | | — | |
Total Investments* | | $ | 38,102,000 | | | $ | 23,049,277 | | | $ | 11,024,847 | | | $ | — | | | $ | 4,027,876 | |
* | Please refer to the Schedule of Investments for further details. |
^ | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statements of Assets and Liabilities. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Funds’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires each Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only if a Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers in and out of each level disclosed when a Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
The Funds did not have any Level 3 transfers during the current fiscal period.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Funds record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain. The Funds’ investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Funds.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Each Fund pays dividends from its net investment income and distributes any net capital gains that it realizes. Dividends and capital gains distributions are generally paid once a year and as required to comply with federal excise tax requirements. Distributions to shareholders are determined in accordance with tax regulations and recorded on ex dividend date. All dividends and other distributions will be reinvested in Fund shares unless a shareholder chooses either to (1) receive dividends in cash, while reinvesting capital gains distributions in additional Fund shares; or (2) receive all distributions in cash. Additionally, each Fund reports details of distribution-related transactions on quarterly account statements. You may not receive a separate confirmation statement for these transactions.
When a Fund pays a dividend or other distribution, its net asset value (NAV) per share will decline by the per-share amount of the distribution. Investors are no poorer for this “distribution drop,” however. As this section explains, investors may elect to reinvest their dividend and distribution payments. Doing so would allow them to acquire additional shares at the post-distribution NAV per share. They may also choose to receive a check in the amount of their portion of the dividend or distribution.
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U.S. TAX STATUS — No provision is made for U.S. income taxes as it is each Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
OTHER — In the normal course of business, the Funds may enter into contracts that provide general indemnifications. Each Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, based on experience, the risk of material loss from such claims is considered remote.
FOREIGN CURRENCY TRANSLATION — The books and records of the Funds are maintained in U.S. dollars as follows: (1) the values of investment securities and other assets and liabilities stated in foreign currencies are translated at the exchange rates prevailing at the end of the period; and (2) purchases, sales and income are translated at the rates of exchange prevailing on the respective dates of such transactions. Transaction gains or losses resulting from changes in exchange rates during the reporting period or upon settlement from foreign currency transactions are reported in the Statements of Operations for the current period. The Funds do not isolate the portion of gains and losses on investments.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
2. Investment Policies and Practices
The sections below describe some of the different types of investments that may be made by the Funds and the investment practices in which the Funds may engage.
When we say that the Funds may invest in other types of securities and in other asset classes, the “may” is well worth emphasizing, as the Funds’ primary focus is the common stocks of companies that the Adviser believes are both high-quality and available at a reasonable price.
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FOREIGN SECURITIES — The Global Opportunities Fund, Emerging Markets Fund, and the Small-Mid Cap Growth Fund may invest, in equity and fixed-income securities of foreign companies, including companies located in both developed and emerging-market countries. Investment in foreign securities may include the purchase of American Depositary Receipts (“ADRs”) and other depositary receipts (European Depositary Receipts (“EDRs”) and Global Depositary Receipts (“GDRs”)) that represent indirect interests in securities of foreign issuers. A significant portion of a Fund’s exposure to foreign investments may be composed of such investments. Investments in foreign securities are affected by risk factors generally not associated with investments in the securities of U.S. companies in the U.S. With respect to such securities, there may be more limited information publicly available concerning the issuer than would be the case with respect to domestic securities, foreign issuers may use different accounting standards, and foreign trading markets may not be as liquid as are U.S. markets. Foreign securities also involve such risks as currency risks, possible imposition of withholding or confiscatory taxes, possible currency transfer restrictions, expropriation or other adverse political or economic developments, and the difficulty of enforcing obligations in other countries. These risks may be greater in emerging-market countries and in less-developed countries.
If a Fund holds a foreign stock, and the stock is traded on a foreign exchange, with its price denominated in that foreign currency, the value of the stock will change, for the Fund, whenever the relative value of the U.S. dollar and that foreign currency change. To take an imaginary example, if the Fund holds shares in Ruritania Telecom, traded on the Ruritanian Stock Exchange, those shares will be worth more to the Fund if the value of the Ruritanian ploof increases against the U.S. dollar, and vice versa, all other things being equal.
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The purchase of securities denominated in foreign currencies will subject the value of the Funds’ investments in those securities to fluctuations caused by changes in foreign exchange rates. To hedge against the effects of changes in foreign exchange rates, the Funds may enter into forward foreign currency exchange contracts (“forward contracts”). These contracts represent agreements to exchange an amount of currency at an agreed-upon future date and rate. The Funds will generally use forward contracts only to “lock in” the price in U.S. dollars of a foreign security that a Fund plans to purchase or to sell. In certain limited cases, it may use such contracts to hedge against an anticipated substantial decline in the price of a foreign currency against the U.S. dollar that would adversely affect the U.S. dollar value of foreign securities held by the Fund. Forward contracts will not be used in all cases and, in any event, cannot completely protect the Funds against all changes in the values of foreign securities resulting from fluctuations in foreign exchange rates. The Funds will not enter into a forward contract if, as a result, forward contracts would represent more than 20% of a Fund’s total assets. For hedging purposes, the Funds may also use options on foreign currencies, which expose the Funds to certain risks.
Some foreign securities are traded in the U.S. in the form of ADRs. ADRs are receipts typically issued by a U.S. bank or company evidencing ownership of the underlying securities of foreign issuers. EDRs and GDRs are receipts typically issued by foreign banks or trust companies, evidencing ownership of underlying securities issued by either a foreign or U.S. issuer. Generally, depositary receipts in registered form are designed for use in the U.S. and depositary receipts in bearer form are designed for use in securities markets outside the U.S. Depositary receipts may not necessarily be denominated in the same currency as the underlying securities into which they may be converted. Depositary receipts generally involve the same risks as other investments in foreign securities. However, holders of ADRs and other depositary receipts may not have all the legal rights of shareholders and may experience difficulty in receiving shareholder communications.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
TYPES OF FIXED-INCOME SECURITIES — A Fund may invest in bonds and other types of debt obligations of U.S. and foreign issuers. Fixed income securities purchased by a Fund may include, among others, bonds, notes, and debentures issued by corporations; debt securities issued or guaranteed by the U.S. government or one of its agencies or instrumentalities (“U.S. Government Securities”); municipal securities; mortgage-backed and asset-backed securities; and debt securities issued or guaranteed by foreign governments, their agencies, instrumentalities, or political subdivisions, or by government-owned, -controlled, or -sponsored entities, including central banks. These investments also include money market instruments and other types of obligations. Investors should recognize that, although securities ratings issued by Standard & Poor’s® Ratings Services (“S&P”), a division of The McGraw-Hill Companies, Inc., and Moody’s Investors Services©, Inc. (“Moody’s”), provide a generally useful guide as to credit risks, they do not offer any criteria to evaluate interest rate risk. Changes in interest rate levels generally cause fluctuations in the prices of fixed-income securities and will, therefore, cause fluctuations in the NAV per share of a Fund. Subsequent to the purchase of a fixed-income security by a Fund, the ratings or credit quality of such security may deteriorate. Any such subsequent adverse changes in the rating or quality of a security held by a Fund would not require a Fund to sell the security.
PARTICIPATORY NOTES — A participatory note, as used by a Fund, is an instrument used by investors to obtain exposure to an equity investment, including common stocks and warrants, in a local market where direct ownership is not permitted (or is impractical.) In countries where direct ownership by a foreign investor, such as a Fund, is not allowed by local law, such as Saudi Arabia, an investor may gain exposure to the market through a participatory note, which derives its value from a group of underlying equity securities. A participatory note is intended (disregarding the effect of any fees and expenses) to reflect the performance of the underlying equity securities on a one-to-one basis so that investors will not normally gain more in absolute terms than they would have made had they invested in the underlying securities directly, and will not normally lose more than they would have lost had they invested in the underlying securities directly.
In addition to providing access to otherwise closed markets, participatory notes can also provide a less expensive option to direct investment (where ownership by foreign investors is permitted) by reducing registration and transaction costs in acquiring and selling local registered shares. The Funds’ investment manager also believes that participatory notes can offer greater liquidity in markets that restrict the ability of the Funds to dispose of an investment by either restricting transactions by size or requiring registration and/or regulatory approvals.
The purchase of participatory notes involves risks that are in addition to the risks normally associated with a direct investment in the underlying securities. The Fund is subject to the risk that the issuer of the participatory note (i.e., the issuing bank or broker-dealer), which is the only responsible party under the note, is unable or refuses to perform under the terms of the participatory note, also known as counterparty risk.
While the holder of a participatory note is entitled to receive from the bank or broker-dealer any dividends or other distributions paid on the underlying securities, the holder is not entitled to the same rights as an owner of the underlying securities, such as voting rights.
Participatory notes may not be traded on exchanges, are privately issued, and may be illiquid. To the extent a participatory note is determined to be illiquid, it would be subject to the Fund’s limitation on investments in illiquid securities. There can be no assurance that the trading price or value of participatory notes will equal the value of the underlying value of the equity securities they seek to replicate.
REAL ESTATE INVESTMENT TRUSTS — Real estate investment trusts (“REITs”) are pooled investment vehicles that manage a portfolio of real estate or real estate-related loans to earn profits for their shareholders. REITs are generally classified as equity REITs, mortgage REITs, or a combination of equity and mortgage REITs. Investing in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. Equity REITs may be affected by changes in the value of the underlying property owned by the REITs, while mortgage REITs may be affected by the quality of the borrower on any credit extended. REITs are dependent upon management skills, may not be diversified geographically or by property type, and are subject to heavy cash-flow dependency, default by borrowers, and self-liquidation. REITs must also meet certain requirements under the Internal Revenue Code of 1986, as amended (the “Code”), to avoid entity level tax and be eligible to pass through certain tax attributes of their income to shareholders. REITs are consequently subject to the risk of failing to meet these requirements for favorable tax treatment and of failing to maintain their exemptions from registration under the 1940 Act. REITs are also subject to the risks of changes in the Code, affecting their tax status.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
REITs (especially mortgage REITs) are also subject to interest rate risks. When interest rates decline, the value of a REIT’s investment in fixed-rate obligations can be expected to rise. Conversely, when interest rates rise, the value of a REIT’s investment in fixed-rate obligations can be expected to decline. In contrast, as interest rates on adjustable-rate mortgage loans are reset periodically, yields on a REIT’s investments in such loans will gradually align themselves to reflect changes in market interest rates, causing the value of such investments to fluctuate less dramatically in response to interest rate fluctuations than would investments in fixed-rate obligations.
The management of a REIT may be subject to conflicts of interest with respect to the operation of the business of the REIT and may be involved in real estate activities competitive with the REIT. REITs may own properties through joint ventures or in other circumstances in which a REIT may not have control over its investments. REITs may use significant amounts of leverage.
REITs often do not provide complete tax information until after the end of the calendar year. Consequently, because of the delay, it may be necessary for a Fund, if invested in REITs, to request permission to extend the deadline for issuance of Forms 1099-DIV beyond January 31. Alternatively, amended Forms 1099-DIV may be sent. During the current fiscal period, the Global Opportunities Fund, Small-Mid Cap Growth Fund and Emerging Markets Fund invested in REITs.
TEMPORARY INVESTMENTS — During periods of adverse market or economic conditions, a Fund may temporarily invest all or a substantial portion of its assets in high-quality, fixed-income securities, money market instruments, and shares of money market mutual funds, or it may hold cash. At such times, a Fund would not be pursuing its stated investment objective with its usual investment strategies. A Fund may also hold these investments for liquidity purposes. Fixed-income securities will be deemed to be of high quality if they are rated “A” or better by S&P or Moody’s or, if unrated, are determined to be of comparable quality by the Adviser. Money market instruments are high-quality, short-term fixed income obligations (which generally have remaining maturities of one year or less), and may include U.S. Government Securities, commercial paper, certificates of deposit and banker’s acceptances issued by domestic branches of United States banks that are members of the Federal Deposit Insurance Corporation, and repurchase agreements for US. Government Securities. In lieu of purchasing money market instruments, a Fund may purchase shares of money market mutual funds that invest primarily in U.S. Government Securities and repurchase agreements involving those securities, subject to certain limitations imposed by the 1940 Act. A Fund, as an investor in a money market fund, will indirectly bear the fees and expenses of the money market fund. These indirect fees and expenses will be in addition to the fees and expenses of the Funds. Repurchase agreements involve certain risks not associated with direct investments in debt securities.
3. INVESTMENT adviser and other services
Each Fund pays all of its expenses other than those expressly assumed by Motley Fool Asset Management (“MFAM” or the “Adviser”). Expenses of each Fund are deducted from the Funds’ total income before dividends are paid. Subject to the supervision of the Board, the Adviser manages the overall investment operations of the Funds in accordance with the Funds’ investment objective and policies and formulates a continuing investment strategy for the Funds pursuant to the terms of the Investment Advisory Agreement between the Adviser and the Company on behalf of the Funds. The Adviser is a wholly-owned subsidiary of Motley Fool Investment Management, LLC, which is a wholly owned subsidiary of The Motley Fool Holdings Inc. (“TMF Holdings”), a multimedia financial-services holding company that also owns The Motley Fool, LLC, which publishes investment information and analysis across a wide range of media, including investment newsletter services, websites, and books. TMF Holdings is controlled by David Gardner and Tom Gardner, along with other private shareholders. Each Fund compensates the Adviser for its services at an annual rate based on each Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
The Adviser has contractually agreed to pay, waive or absorb a portion of the operating expenses of each Fund’s share classes to the extent that total annual Fund operating expenses of the Investor and Institutional Shares of each Fund (as applicable) (excluding certain items discussed below) exceed the rates (“Expense Caps”) shown in the following table of each Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed the Expense Caps as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest and taxes. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019.
| | | | | | EXPENSE CAPS | |
FUND | | ADVISORY FEE | | | INVESTOR SHARES | | | INSTITUTIONAL SHARES | |
Global Opportunities Fund | | | 0.85 | % | | | 1.15 | % | | | 0.95 | % |
Small-Mid Cap Growth Fund | | | 0.85 | % | | | 1.15 | % | | | 0.95 | % |
Emerging Markets Fund | | | 0.85 | % | | | 1.15 | % | | | N/A | |
During the current fiscal period, investment advisory fees accrued and waived were as follows:
FUND | | GROSS ADVISORY FEES | | | RECOUPMENT/ WAIVERS | | | NET ADVISORY FEES | |
Global Opportunities Fund | | $ | 1,771,956 | | | $ | (30,907 | ) | | $ | 1,741,049 | |
Small-Mid Cap Growth Fund | | | 1,204,242 | | | | (17,055 | ) | | | 1,187,187 | |
Emerging Markets Fund | | | 141,005 | | | | (26,605 | ) | | | 114,400 | |
The Adviser may recover from the Investor and Institutional Shares of each Fund fees and expenses previously paid, waived, or absorbed for a period of three years after such fees or expenses were incurred, provided that the repayments do not cause the Funds’ operating expenses (excluding brokerage commissions, taxes, interest expense, acquired fund fees and expenses, and any extraordinary expenses) to exceed the expense limits of the Investor and Institutional Class, respectively, of each Fund that were in effect at the time the fees and expenses were paid, waived, or absorbed by the Adviser, as well as the expense limits that are currently in effect, if different. The Global Opportunities Fund Investor Class and Institutional Class had expense fees waived in the amount of $8,834 and $22,073 respectively. The Small-Mid Cap Growth Fund Investor Class and Institutional Class had expense fees waived in the amount of $12,859 and $4,196 respectively. Previously waived fees subject to future recovery by the Adviser are as follows:
| | EXPIRATION | | | | | |
FUND | | OCTOBER 31, 2019 | | | AUGUST 31, 2020 | | | AUGUST 31, 2021 | | | AUGUST 31, 2022 | | | TOTAL | |
Global Opportunities Fund - Investor Class | | $ | — | | | $ | — | | | $ | — | | | $ | 8,834 | | | $ | 8,834 | |
Global Opportunities Fund - Institutional Class | | | 60,916 | | | | 83,548 | | | | 80,089 | | | | 22,073 | | | | 246,626 | |
Small-Mid Cap Growth Fund - Investor Class | | | — | | | | — | | | | — | | | | 12,859 | | | | 12,859 | |
Small-Mid Cap Growth Fund - Institutional Class | | | 64,901 | | | | 73,109 | | | | 56,058 | | | | 4,196 | | | | 198,264 | |
Emerging Markets Fund - Investor Class | | | 181,507 | | | | 202,227 | | | | 72,562 | | | | 26,605 | | | | 482,901 | |
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Funds. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Foreside Funds Distributors, LLC serves as the principal underwriter and distributor of the Funds’ shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statements of Operations.
DIRECTOR AND OFFICER COMPENSATION — The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for these services provided to the Company. An employee of RBB serves as Treasurer and Secretary, and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Funds or the Company. An employee of Vigilant Compliance, LLC serves as the Chief Compliance Officer of the Adviser. Neither the Funds nor the Company compensate this individual or Vigilant Compliance, LLC for services provided to Motley Fool Asset Management. For Director and Officer compensation amounts, please refer to the Statement of Operations.
SHAREHOLDER SERVICING FEE — Effective February 1, 2019, the Funds have entered into a shareholder servicing agreement (the “Agreement”) with the Adviser, under which the Adviser provides, or arranges for others to provide, certain specified shareholder services. As compensation for the provision of shareholder services, the Funds may pay servicing fees at an annual rate of 0.20% of the average daily net assets of the Investor Shares. Payments to the Adviser under the Agreement may reimburse the Adviser for payments it makes to selected brokers, dealers and administrators which have entered into service agreements with the Adviser for services provided to shareholders of the Funds. The services provided by such intermediaries are primarily designed to assist shareholders of the Funds and include the furnishing of office space and equipment, telephone facilities, personnel, and assistance to the Fund in servicing such shareholders. Services provided by such intermediaries also include the provision of support services to the Funds and include establishing and maintaining shareholders’ accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Funds, and providing such other personal services to shareholders as the Funds may reasonably request. During the current fiscal period, the Funds incurred shareholder servicing fees as follows:
FUND | | SHAREHOLDER SERVICING FEES | |
Global Opportunities Fund – Investor Shares | | $ | 53,377 | |
Small-Mid Cap Growth Fund – Investor Shares | | | 38,414 | |
Emerging Markets Fund – Investor Shares | | | 5,233 | |
REDEMPTION FEE — Prior to January 1, 2018, the Funds imposed a redemption fee of 2.00% on redemptions/exchanges of Fund shares held less than 90 days. The redemption fee is calculated as a percentage of the net asset value of the total redemption proceeds and is retained by the Funds and accounted for as additional paid-in capital. Certain exceptions to the imposition of the redemption fee exist. Effective January 1, 2018, the Funds have eliminated their redemption fees. Please see the Funds’ prospectus for more information.
SMALL-BALANCE ACCOUNT FEE — The Funds charge a small-balance account fee of $24 annually if the value of an account is less than $10,000. The fee is assessed by redeeming shares from that account. Certain exceptions to the imposition of the small-balance account fee exist. Please see the Funds’ prospectus for more information.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
TRANSACTIONS WITH AFFILIATES — Advisers to investment companies, including MFAM Funds, are permitted under 17a-7 of the 1940 Act to purchase or sell securities directly between affiliated clients. When affecting these “cross” transactions, Rule 17a-7 imposes restrictions on how the trades are processed and reported. The specified conditions within Rule 17a-7 are outlined in procedures established by or under the direction of the Board of Directors. The procedures have been designed to provide assurance that any purchase or sale of securities by the Fund from or to another Fund complies with Rule 17a-7 under the 1940 Act.
During the current fiscal period, the Funds did not engage in any security transactions with affiliates.
4. PURCHASES AND SALES OF INVESTMENT SECURITIES
During the current fiscal period, aggregate purchases and sales and maturities of investment securities of the Funds were as follows:
FUND | | PURCHASES | | | SALES | |
Global Opportunities Fund | | $ | 29,227,189 | | | $ | 48,775,640 | |
Small-Mid Cap Growth Fund | | | 1,164,174 | | | | 16,617,648 | |
Emerging Markets Fund | | | — | | | | 1,613,855 | |
There were no purchases or sales of long-term U.S. Government Securities during the current fiscal period.
5. Federal Income tax information
The Funds have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Funds to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Funds are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by each Fund were as follows:
FUND | | FEDERAL TAX COST | | | UNREALIZED APPRECIATION | | | UNREALIZED (DEPRECIATION) | | | NET UNREALIZED APPRECIATION/ (DEPRECIATION) | |
Global Opportunities Fund | | $ | 291,350,893 | | | $ | 199,808,596 | | | $ | (12,315,665 | ) | | $ | 187,492,931 | |
Small-Mid Cap Growth Fund | | | 216,223,692 | | | | 142,977,535 | | | | (1,467,596 | ) | | | 141,509,939 | |
Emerging Markets Fund | | | 28,900,392 | | | | 10,898,044 | | | | (3,708,876 | ) | | | 7,189,168 | |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
The following permanent differences as of August 31, 2018, primarily attributable to net operating loss adjustments, foreign currency transactions, and investments in partnerships and PFICs, were reclassified among the following accounts:
FUND | | UNDISTRIBUTED NET INVESTMENT INCOME/(LOSS) | | | ACCUMULATED NET REALIZED GAIN/(LOSS) | | | PAID-IN CAPITAL | |
Global Opportunities Fund | | $ | 190,980 | | | $ | 13,219 | | | $ | (204,199 | ) |
Small-Mid Cap Growth Fund | | | 688,674 | | | | (144,613 | ) | | | (544,061 | ) |
Emerging Markets Fund | | | 3,937 | | | | (3,937 | ) | | | — | |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
FUND | | UNDISTRIBUTED ORDINARY INCOME | | | UNDISTRIBUTED LONG-TERM CAPITAL GAINS | | | CAPITAL LOSS CARRYOVER | | | QUALIFIED LATE-YEAR LOSS DEFERRAL | | | UNREALIZED APPRECIATION/ (DEPRECIATION) | |
Global Opportunities Fund | | $ | — | | | $ | 25,420,701 | | | $ | — | | | $ | — | | | $ | 187,492,931 | |
Small-Mid Cap Growth Fund | | | — | | | | 11,082,641 | | | | — | | | | (438,175 | ) | | | 141,509,939 | |
Emerging Markets Fund | | | 177,371 | | | | — | | | | 450,746 | | | | — | | | | 7,189,168 | |
The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018 was as follows:
FUND | | ORDINARY INCOME | | | LONG-TERM CAPITAL GAIN | | | TOTAL | |
Global Opportunities Fund | | $ | 2,302,285 | | | $ | 48,809,850 | | | $ | 51,112,135 | |
Small-Mid Cap Growth Fund | | | — | | | | 14,151,780 | | | | 14,151,780 | |
Emerging Markets Fund | | | 314,358 | | | | — | | | | 314,358 | |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
Pursuant to federal income tax rules applicable to regulated investment companies, the Funds may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the fiscal year ended August 31, 2018, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2018. The Small-Mid Cap Growth Fund deferred qualified late-year losses of $438,175 which will be treated as arising on the first business day of the following fiscal year.
Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2018, the Emerging Markets Fund had unexpiring short-term losses of $450,746.
MFAM FUNDS
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
6. SECURITIES LENDING
The Funds may make secured loans of its portfolio securities to brokers, dealers and other financial institutions to earn additional income and receive cash collateral equal to at least 100% of the current market value of the loaned securities, as marked to market each day that the NAV of the Funds are determined. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the security lending agreement. The Funds will pay administrative and custodial fees in connection with the loan of securities. Collateral is invested in short-term investments and the Funds will bear the risk of loss of the invested collateral. Investments purchased with proceeds from securities lending are overnight and continuous. Securities lending will expose the Funds to the risk of loss should a borrower default on its obligation to return the borrowed securities. The market value of the securities on loan and cash collateral as of the end of the reporting period and the income generated from the program during the current fiscal period with respect to such secured loans were as follows:
FUND | | MARKET VALUE OF SECURITIES LOANED | | | MARKET VALUE OF COLLATERAL | | | INCOME RECEIVED FROM SECURITIES LENDING | |
Global Opportunities Fund | | $ | 65,124,173 | | | $ | 66,820,862 | | | $ | 73,991 | |
Small-Mid Cap Growth Fund | | | 72,360,446 | | | | 74,412,610 | | | | 85,794 | |
Emerging Markets Fund | | | 3,973,636 | | | | 4,027,876 | | | | 1,195 | |
Securities lending transactions are entered into by the Funds under a Master Securities Lending Agreement (“MSLA”) which permits the Funds, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset amounts payable by the Funds to the same counterparty against amounts to be received and create one single net payment due to or from the Funds. The following table is a summary of the Funds open securities lending transactions which are subject to a MSLA as of the end of the reporting period:
| | | | | | GROSS AMOUNTS OFFSET IN THE | | | NET AMOUNT OF ASSETS PRESENTED IN THE | | | GROSS AMOUNT NOT OFFSET IN THE STATEMENTS OF ASSETS AND LIABILITIES | |
| | GROSS AMOUNTS OF RECOGNIZED ASSETS | | | STATEMENT OF ASSETS AND LIABILITIES | | | STATEMENT OF ASSETS AND LIABILITIES | | | FINANCIAL INSTRUMENTS1 | | | CASH COLLATERAL RECEIVED | | | NET AMOUNT2 | |
Global Opportunities Fund | | $ | 65,124,173 | | | $ | — | | | $ | 65,124,173 | | | $ | (65,124,173 | ) | | $ | — | | | $ | — | |
Small-Mid Cap Growth Fund | | | 72,360,446 | | | | — | | | | 72,360,446 | | | | (72,360,446 | ) | | | — | | | | — | |
Emerging Markets Fund | | | 3,973,636 | | | | — | | | | 3,973,636 | | | | (3,973,636 | ) | | | — | | | | — | |
1 | Amount disclosed is limited to the amount of assets presented in the Statements of Assets and Liabilities. Actual collateral received may be more than the amount shown. |
2 | Net amount represents the net amount receivable from the counterparty in the event of default. |
MFAM FUNDS
Notes to Financial Statements (CONCLUDED)
FEBRUARY 28, 2019 (Unaudited)
7. NEW ACCOUNTING PRONOUNCEMENTS and regulatory updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Funds’ financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components thereof, of distributable earnings on the Statements of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
8. Subsequent Events
Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were the following subsequent events:
FUND MERGER
On February 7, 2019, based on the recommendation of the Adviser, the Board approved: (1) a plan of reorganization pursuant to which the Emerging Markets Fund will be reorganized into the Global Opportunities Fund; and (2) the subsequent liquidation and dissolution of the Emerging Markets Fund, following the close of business on or about July 12, 2019. The reorganization, which is expected to be tax free to the shareholders of the Emerging Markets Fund and is subject to customary closing conditions, will be effected by transferring of all of the assets and liabilities of the Emerging Markets Fund to the Global Opportunities Fund in exchange for shares of the Global Opportunities Fund, with the shares being distributed pro rata by the Emerging Markets Fund to its shareholders. The Emerging Markets Fund will then be liquidated and dissolved. The reorganization is expected to occur following the close of business on or about July 12, 2019. In accordance with applicable regulatory requirements, shareholder approval is not required for the reorganization, and shareholders are not being asked to approve the reorganization.
More information about the Global Opportunities Fund and the terms of the reorganization will be included in an information statement and prospectus that will be sent to shareholders of the Emerging Markets Fund at a later date. Shareholders are urged to read the definitive information statement and prospectus because it will contain important information about the reorganization, including the Board’s reasons for approving the reorganization. When available, the information statement and prospectus may be obtained free of charge from the SEC’s website at www.sec.gov or by calling 1-888-863-8803 (toll free).
Name Change
Effective March 1, 2019, the Small-Mid Cap Growth Fund was re-named the MFAM Mid-Cap Growth Fund (“Mid-Cap Growth Fund”) in order to more clearly reflect the Fund’s new investment policy.
Change in Investment Policy
Effective March 1, 2019, the Mid-Cap Growth Fund modified its 80% policy to read as follows: Under normal market conditions, the Mid-Cap Growth Fund invests at least 80% of its net assets (plus the amount of any borrowings for investment purposes) in securities issued by United States companies having mid-market capitalizations.
MFAM FUNDS
Notice to Shareholders (Unaudited)
Information on Proxy Voting
Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 are available (i) without charge, upon request, by calling (888) 863-8803; and (ii) on the U.S. SEC’s website at http://www.sec.gov.
Quarterly Schedule of Investments
The Company files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q (or successor Form). Shareholders can obtain the Form N-Q (i) without charge, upon request, by calling (888) 863-8803; (ii) on the SEC’s website at http://www.sec.gov; and (iii) on the Funds website at http://www.mfamfunds.com.
Investment Adviser
Motley Fool Asset Management, LLC
2000 Duke Street
Suite 275
Alexandria, VA 22314
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Distributor
Foreside Funds Distributors LLC
899 Cassatt Road
400 Berwyn Park, Suite 110
Berwyn, PA 19312
Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 S 16th St. Suite 2900
Philadelphia, PA 19102-2529
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
(This Page Intentionally Left Blank.)
(This Page Intentionally Left Blank.)
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Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Funds’ annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Funds electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-888-863-8803.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Funds, you can call 1-888-863-8803 to inform the Funds that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Funds.
This report contains information for two ETFs that are very different. The Motley Fool 100 Index ETF -- as you’d expect from its name — is designed to track the returns of the Motley Fool 100 Index. Our other ETF, the MFAM Small-Cap Growth ETF, is an actively managed fund that isn’t designed to track much of anything. Motley Fool 100 Index ETF (TMFC) The Fool 100 Index still contains 100 companies. And since it is market-cap weighted, the top ten largest positions make up more than 50% of the ETF’s net assets. The Motley Fool’s investing style tends to emphasize companies in certain sectors where competitive advantages and brand power are recognizable. The five largest sectors represented in the ETF (Information Technology, Communication Services, Consumer Discretionary, Health Care, and Financials) account for 88% of assets. We’ve seen a sizeable amount of volatility over the last six months. This led to six of our 100 investments gaining more than 25% and another eight declining by at least 25%. This volatility is why we recommend investing in equity markets for the long term — the short-term movements can be scary if you’re watching too closely. | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039118_ii.jpg)
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MFAM Small-Cap Growth ETF (MFMS) This is the first Semi-Annual Report for the MFAM Small-Cap Growth ETF. The report covers the period from the Fund’s inception on October 29, 2018 through the period ended February 28, 2019. We hope you enjoy this report, but encourage you not to place too much importance in four months of results... then again, it isn’t much different from the six months typically included in a semi-annual report. This ETF is actively managed, and your portfolio managers invest its assets just like an actively managed mutual fund. The ETF structure doesn’t alter MFAM’s focus on investing for the long term in high quality growth companies. There are only 31 companies in this portfolio, while our benchmark (the Russell 2000 Growth Index) has around 1200 holdings. We like to stay focused on our best ideas. That was helpful this period when one of our investments — Spark Therapeutics — increased by more than 150% since we launched the fund. In the future, this focus on a relatively smaller number of companies could help or hurt in any given period. Speaking of focus, all the Fund’s investments are concentrated in five sectors. The top two, Health Care and Information Technology, make up 64% of assets. | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039118_iia.jpg)
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Details are on the back inside cover.
Table of Contents | ![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039118_iib.jpg)
|
Letter to Shareholders | 1 |
Portfolio Characteristics | 4 |
Fund Expense Examples | 8 |
Schedules of Investments | 10 |
Financial Statements | 19 |
Notes to Financial Statements | 25 |
Notice to Shareholders | 34 |
Motley Fool ETFs
Letter to Shareholders
FEBRUARY 28, 2019 (Unaudited)
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039118_1.jpg)
The Great and Powerful Oz
Dorothy Gale: “How can you talk if you haven’t got a brain?”
The Scarecrow: “I don’t know, but some people without brains do an awful lot of talking, don’t they?”
— The Wizard of Oz
Dear Fellow Shareholder,
One of my favorite scenes in the 1939 classic movie The Wizard of Oz is when Dorothy, along with her motley but relatable crew, presents the broomstick of the Wicked Witch to the wizard. The wizard had a deal with Dorothy and her entourage: Present the broom, suggesting the witch had been killed, and the wizard would help Dorothy get home to Kansas. The wizard, however, dismisses the group and tries to scare them away.
Terrified, frustrated, and helpless, Dorothy doesn’t appear to have much choice but to listen to the demands of the great and powerful Oz. That is, of course, until her dog scurries a few yards over and pulls back an innocent-looking green curtain, revealing an older gent feverishly turning dials, pulling levers, and pressing buttons. “Pay no attention to that man behind the curtain,” shouts the strange man. But it’s too late. The identity of the Wizard of Oz is revealed: He’s just an ordinary guy behind a curtain, orchestrating an impressive pyrotechnic and holographic display. What a letdown.
You may feel as if the team you’ve hired is a bit like that wizard. We may seem inaccessible at times, but hopefully you find that we perform some good magic with your equity investments. Truth is, we are rather like a group of people working behind a curtain, cranking away feverishly on ideas and debate. But unlike the wizard, we aren’t pretending to be something we’re not. Although we don’t talk at you the way much of the financial world does, we have nothing to hide. We believe it’s important for you to understand what’s going on behind the curtain and how we continuously try to operate better on your behalf.
Our Process
As investment managers, we have a job of constructing portfolios that can deliver superior risk-adjusted returns over the long term. We’re simply trying to deliver outstanding bang for your buck — in this context, the best net return for the risk inherent in investing in stocks — so that your financial plan stays on track. It’s critical, then, that we’re doing a good job of assessing both risk and return, and in a repeatable fashion. What helps us do that is that we know exactly the type of investments we’re looking for, and it’s our goal to actively protect against mischaracterizing them. It’s not magic – but it is hard work. Here’s a brief look at our process:
| ● | Quality growth: We describe the types of businesses we seek out as “quality growth.” Our definition of quality is unique and focuses on qualitative characteristics that often only reveal themselves with deep research and critical thinking. We assess quality across four pillars: management, culture, and incentives; the economics of the business; competitive advantage; and business trajectory. The elements of each pillar are different for every business we analyze, but strength across all four is often what constitutes, in our experience, an exceptional business capable of generating exceptional returns. |
| ● | Collaborative debate: It isn’t enough for one member of our team to declare that a business has strength across all four pillars. As humans, we’re inherently fallible. For a business to be investable, it must survive a group debate. In our case, usually five or six members of our team participate. The mechanics of this process are fun: The sponsor of the idea invites members of our team with relevant expertise, assigns each member a pillar of focus, provides a write-up of the assessment to be reviewed, and schedules a meeting for a week later. At the meeting, each member reveals a score for each pillar based on his own research, and we debate the specifics that went into the assessments. By the end, we’ve married the five or six independent viewpoints for each pillar, exposed weaknesses, revealed where additional research is needed, and determined whether the business is of high enough quality that we would ever consider investing. |
Getting Stronger
The nature of this vetting process should reveal that having an array of cognitive approaches is critical. We thrive when each member of our investing team has unique insights that can be applied to a complex problem, which assessing business quality certainly is.
Motley Fool ETFs
Letter to Shareholders (continued)
FEBRUARY 28, 2019 (Unaudited)
If you’re familiar with our “Meet the Manager” video series on www.mfamfunds.com/insights, you may know we recently expanded our investing team from six to eight, with the addition of Jeremy Myers, who was a biology teacher before pursuing his love of investing, and Mike Olsen, who’s one of the most critical second-level thinkers I’ve ever met. They immediately strengthened us and are great complements to the existing backgrounds on our investing team: pharmacology, mechanical engineering, computer science, law, banking, and finance. Just as important, Jeremy and Mike cherish debate and have an unrelenting desire to achieve stellar outcomes on your behalf. They make us better, they make us think harder, and they make us match their fiduciary intensity every day.
Business-Focused Investing
We haven’t yet touched on the last six months’ mediocre performance, or the fact that recession fears in the U.S. are on the rise, or even the fact that U.S. stocks fell more than 20% between September 21 and December 26, 2018. This data may elicit some strong responses, but we feel confident we still own a wonderful collection of businesses that are creating enduring value each day, with the same sort of intentional feverish dial-turning, lever-pulling, and button-pressing that our team engages in – the kind focused on solving problems.
We have built our investing careers on studying and patiently owning quality businesses that treat all their stakeholders respectfully. Naturally, we think about our own business in the same way. We need to strengthen our advantages amidst competition, so that we can hire incredible investing talent. We need to compete aggressively where we have advantages, so that we can focus our efforts on targeted areas. And through it all, we maintain our long-term perspective. We go about our business with less panache than the Wizard of Oz and with less talking than some of our industry peers. The fact that our way is different is precisely what gives us confidence in our ability to sustain long-term value creation and avoid the lions, tigers, and bears (oh, my!) along the way.
Thank you for your ongoing trust.
Onward,
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039118_2.jpg)
Bryan Hinmon
Chief Investment Officer, MFAM Funds
Motley Fool ETFs
Letter to Shareholders (concluded)
FEBRUARY 28, 2019 (Unaudited)
Past performance does not guarantee future results.
This report is submitted for general information to the shareholders of the Funds. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Funds.
The value of the Funds’ investments may decrease, which will cause the value of the Funds’ shares to decrease. As a result, you may lose money on your investment in the Funds, and there can be no assurance that the Funds will achieve its investment objective. Investing involves risk. Principal loss is possible. The Funds are non-diversified, which means the NAV, market price and total returns may fluctuate or fall more than a diversified fund. Gains or losses on a single stock may have a greater impact on the Funds. The MFAM Small-Cap Growth ETF is actively managed. The Motley Fool 100 Index ETF is not actively managed and the Adviser does not attempt to take defensive positions in any market conditions, including adverse markets. The Motley Fool 100 Index is comprised of the 100 largest U.S. companies that are either active recommendations of The Motley Fool LLC’s newsletter or are among the 150 highest rated U.S. companies in The Motley Fool LLC’s analyst opinion database, and are weighted based on their market value relative to the total market value of other companies in the Index. Changes in The Motley Fool LLC’s recommendations or rankings methodologies may have an adverse effect on the Funds. Factors that affect a security’s value can change over time, and these changes may not be reflected in the Index methodology. The MFAM Small-Cap Growth ETF is recently organized, with no operating history. As a result, prospective investors have a limited track record on which to base their investment decision. In addition, there can be no assurance that the Fund will grow to, or maintain, an economically viable size. This Fund invests primarily in particular market capitalizations, including small-cap stocks, thus its performance will be especially sensitive to market conditions that particularly affect smaller capitalization companies. The stocks of quality growth companies can continue to be undervalued by the market for long periods of time. As a consequence of its investing style the Fund may underperform the market and its peers over short timeframes.
As with all ETFs, shares of the Funds may be bought and sold in the secondary market at market prices. Although it is expected that the market price of shares will approximate the Funds’ NAV, there may be times when the market price of shares is more than the NAV intra-day (premium) or less than the NAV intra-day (discount) due to supply and demand of shares or during periods of market volatility. Shares are not individually redeeming from the Funds and brokerage commissions will reduce returns.
Funds holdings and/or security allocations are subject to change at any time and are not recommendations to buy or sell any security. Please see the schedule of investments in this report for a full list of Funds holdings.
Diversification does not assure a profit nor protect against loss in a declining market.
The Russell 2000 Growth Total Return® Index measures the performance of those companies included in the Russell 2000 Index with higher price-to-book ratios and higher forecasted earnings growth rates. The Russell 2000 Index measures the performance of approximately 2,000 companies with small-market capitalizations. It is not possible to invest directly in an index.
The Motley Fool 100 Index was established by The Motley Fool in 2017 and is a proprietary, rules-based index designed to track the performance of the 100 largest, most liquid U.S. companies that have been recommended by The Motley Fool’s analysts and newsletters.
The Motley Fool 100 Index ETF and MFAM Small-Cap Growth ETF are distributed by Quasar Distributors, LLC.
Opinions expressed are subject to change at any time, are not guaranteed, and should not be considered investment advice.
Motley Fool 100 Index ETF
Portfolio Characteristics
(Unaudited)
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED February 28, 2019 |
| SIX MONTHS† | Since Inception | Inception Date |
Motley Fool 100 Index ETF | -5.48% | 4.09% | 1/29/18 |
Motley Fool 100 Index* | -5.21% | 4.57%(1) | |
S&P 500® Total Return Index** | -3.04% | -0.20%(1) | |
Fund Expense Ratio(2) | 0.50% | 0.50% | |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. The investment return and principal value of an investment will fluctuate so that shares, when redeemed or sold, may be worth more or less than their original cost.
(1) | Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself. |
(2) | The expense ratios of the Fund are set forth according to the December 31, 2018 Prospectus for the Fund and may differ from the expense ratio disclosed in the Financial Highlights table in this report. See the Financial Highlights for most current expense ratio. |
* | The Motley Fool 100 Index (“Fool 100 Index”) was developed by The Motley Fool, LLC (“The Motley Fool”), an affiliate of Motley Fool Asset Management, LLC (“Adviser”), in 2017 and is a proprietary, rules-based index designed to track the performance of the 100 largest, most liquid U.S. companies that have been recommended by The Motley Fool’s analysts and newsletters or the highest-rated stocks in Fool IQ, the company’s analyst opinion database. Every company included in the Fool 100 Index is incorporated and listed in the U.S. The Fool 100 Index is calculated and administered by Solactive AG (the “Index Calculation Agent”), which is not affiliated with the Fund, the Adviser or The Motley Fool. Additional information regarding the Fool 100 Index, including its value, is available on the websites of the Fund at www.mfamfunds.com and the Index Calculation Agent, at www.solactive.com. You cannot invest directly in an index. |
** | The S&P 500® Total Return Index is the total return version of the S&P 500® Index. Dividends are reinvested on a daily basis and all regular cash dividends are assumed reinvested in the index on the ex-dividend date. The S&P 500® Index is a market-capitalization-weighted index of 500 US stocks chosen for market size, liquidity and industry grouping, among other factors. The S&P 500® Index is designed to be a leading indicator of U.S. equities and is meant to reflect the risk/return characteristics of the large cap universe. The S&P 500® Index was first introduced on the 1st of January, 1923, though expanded to 500 stocks on March 4, 1957. |
The following tables show the top ten holdings and sector allocations, in which the Motley Fool 100 Index ETF was invested in as of February 28, 2019. Portfolio holdings are subject to change without notice.
Top TEN Holdings | % of Net Assets |
Microsoft Corp. | 8.0% |
Apple, Inc. | 7.7 |
Alphabet, Inc., Class C | 7.4 |
Amazon.com, Inc. | 7.2 |
Berkshire Hathaway, Inc., Class B | 4.6 |
Facebook, Inc., Class A | 4.4 |
Johnson & Johnson | 3.5 |
JPMorgan Chase & Co. | 3.3 |
Visa, Inc., Class A | 3.0 |
Boeing Co., (The) | 2.3 |
| 51.4% |
Motley Fool 100 Index ETF
Portfolio Characteristics (Continued)
(Unaudited)
The Motley Fool 100 Index ETF uses the Global Industry Classification StandardSM (“GICSSM”) as the basis for the classification of securities on the Schedule of Investments (“SOI”). We believe that this makes the SOI classifications more standard with the rest of the industry.
Sector Allocation | % of Net Assets |
Information Technology | 29.8% |
Communication Services | 18.3 |
Consumer Discretionary | 15.6 |
Health Care | 13.3 |
Financials | 11.2 |
Industrials | 7.1 |
Real Estate | 1.7 |
Consumer Staples | 1.4 |
Materials | 1.0 |
Energy | 0.4 |
| 99.8% |
MFAM Small-Cap Growth ETF
(formerly, Motley Fool Small-Cap Growth ETF)
Portfolio Characteristics
(Unaudited)
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIOD ENDED February 28, 2019 |
| Since Inception | Inception Date |
MFAM Small-Cap Growth ETF | 18.34% | 10/29/18 |
Russell 2000 Growth Total Return® Index* | 9.85%(1) | |
Fund Expense Ratio(2) | 0.85% | |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. The investment return and principal value of an investment will fluctuate so that shares, when redeemed or sold, may be worth more or less than their original cost.
(1) | Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself. |
(2) | The expense ratios of the Fund are set forth according to the December 31, 2018 Prospectus for the Fund and may differ from the expense ratio disclosed in the Financial Highlights table in this report. See the Financial Highlights for most current expense ratio. |
* | The Russell 2000 Growth Index Total Return® measures the performance of those companies included in the Russell 2000 Index with higher price-to-book ratios and higher forecasted earnings growth rates. The Russell 2000 Index measures the performance of approximately 2,000 companies with small-market capitalizations. |
The following tables show the top ten holdings and sector allocations, in which the MFAM Small-Cap Growth ETF was invested in as of February 28, 2019. Portfolio holdings are subject to change without notice.
Top TEN Holdings | % of Net Assets |
Spark Therapeutics, Inc. | 5.7% |
Paylocity Holding Corp. | 5.5 |
NLight, Inc. | 5.3 |
Everbridge, Inc. | 4.8 |
Jones Lang LaSalle, Inc. | 4.2 |
Smartsheet, Inc., Class A | 4.1 |
Teladoc, Inc. | 3.9 |
Ionis Pharmaceuticals, Inc. | 3.8 |
Newmark Group, Inc., Class A | 3.8 |
Trex Co, Inc. | 3.7 |
| 44.8% |
MFAM Small-Cap Growth ETF
Portfolio Characteristics (CONTINUED)
(Unaudited)
The MFAM Small-Cap Growth ETF uses GICSSM as the basis for the classification of securities on the Schedule of Investments. We believe that this makes the SOI classifications more standard with the rest of the industry.
Sector Allocation | % of Net Assets |
Health Care | 35.4% |
Information Technology | 28.6 |
Industrials | 17.0 |
Real Estate | 10.7 |
Consumer Discretionary | 5.7 |
| 97.4% |
Motley Fool ETFs
fund expense examples
FEBRUARY 28, 2019 (Unaudited)
As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs, including brokerage commissions on purchases and sales of Fund shares, and (2) ongoing costs, including management fees. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) and to compare these costs with the ongoing costs of investing in other ETFs.
These examples are based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2018 through February 28, 2019, and held for the entire period. For the MFAM Small-Cap Growth ETF, the actual values and expenses are based on the 122-day period from inception on October 29, 2018 through February 28, 2019.
Actual Expenses
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Examples for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on each 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 a Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the accompanying 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.
Do you know how many times a fund, or the market, has returned a smooth 5% over a long period of time? Never. But we have to pick some example. In reality, the market’s returns are always far bumpier, with the market returning 20% one year, followed by a loss of 10% the next year, followed by a 3% gain,etc. These variations affect actual expenses as well. Happily, over almost all time periods of 20 years or longer, according to the research of University of Pennsylvania’s Jeremy Siegel and others, the domestic market’s returns have been at least 5% per year on average.
|
Motley Fool ETFs
fund expense examples (CONCLUDED)
FEBRUARY 28, 2019 (Unaudited)
| Beginning Account Value SEPTEMBER 1, 2018 | Ending Account Value FEBRUARY 28, 2019 | Expenses Paid During Period* | Annualized Expense Ratio | ACTUAL SIX-MONTH/SINCE INCEPTION TOTAL INVESTMENT RETURNs FOR THE FUNDS |
Motley Fool 100 Index ETF | | | | | |
Actual | $ 1,000.00 | $ 945.20 | $2.41 | 0.50% | -5.48% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,022.32 | 2.51 | 0.50 | N/A |
MFAM Small-Cap Growth ETF | | | | | |
Actual | $ 1,000.00 | $ 1,183.40 | $3.10 | 0.85% | 18.34% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,020.58 | 4.26 | 0.85 | N/A |
* | Expenses are equal to each Fund’s annualized expense ratio for the period September 1, 2018 through February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. For the MFAM Small-Cap Growth ETF, the actual dollar amounts shown are expenses paid by the Fund during the period from the Fund’s inception on October 29, 2018 through February 28, 2019 multiplied by 122 days, which is the number of days from the Fund’s inception through February 28, 2019. Each Fund’s ending account value in the first section in the table is based on the actual six-month/since inception total investment return for the Fund. |
Motley Fool 100 Index ETF
Schedule of Investments
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks — 99.8% | | | | | | | | |
Aerospace & Defense — 2.5% | | | | | | | | |
Boeing Co., (The) (United States) | | | 8,757 | | | $ | 3,852,730 | |
TransDigm Group, Inc. (United States)* | | | 812 | | | | 352,481 | |
| | | | | | | 4,205,211 | |
Air Freight & Logistics — 0.4% | | | | | | | | |
FedEx Corp. (United States) | | | 4,129 | | | | 747,349 | |
Airlines — 1.0% | | | | | | | | |
American Airlines Group, Inc. (United States) | | | 6,973 | | | | 248,448 | |
Delta Air Lines, Inc. (United States) (a) | | | 11,057 | | | | 548,206 | |
Southwest Airlines Co. (United States) | | | 9,032 | | | | 506,153 | |
United Continental Holdings, Inc. (United States)* | | | 4,330 | | | | 380,218 | |
| | | | | | | 1,683,025 | |
Automobiles — 0.8% | | | | | | | | |
Ford Motor Co. (United States) | | | 66,807 | | | | 585,897 | |
Tesla, Inc. (United States) (a)* | | | 2,563 | | | | 819,853 | |
| | | | | | | 1,405,750 | |
Banks — 3.3% | | | | | | | | |
JPMorgan Chase & Co. (United States) | | | 53,309 | | | | 5,563,327 | |
Beverages — 0.3% | | | | | | | | |
Monster Beverage Corp. (United States)* | | | 9,057 | | | | 578,108 | |
Biotechnology — 3.7% | | | | | | | | |
Amgen, Inc. (United States) | | | 9,906 | | | | 1,882,932 | |
Biogen, Inc. (United States)* | | | 3,110 | | | | 1,020,111 | |
BioMarin Pharmaceutical, Inc. (United States)* | | | 2,819 | | | | 262,900 | |
Celgene Corp. (United States)* | | | 10,871 | | | | 903,598 | |
Gilead Sciences, Inc. (United States) | | | 21,054 | | | | 1,368,931 | |
Vertex Pharmaceuticals, Inc. (United States)* | | | 3,941 | | | | 743,864 | |
| | | | | | | 6,182,336 | |
The accompanying notes are an integral part of these financial statements.
Motley Fool 100 Index ETF
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) |
Capital Markets — 2.0% | | | | | | | | |
Charles Schwab Corp. (The) (United States) (a) | | | 21,125 | | | $ | 971,961 | |
CME Group, Inc. (United States) | | | 5,640 | | | | 1,025,972 | |
Intercontinental Exchange, Inc. (United States) | | | 8,992 | | | | 693,733 | |
Moody's Corp. (United States) | | | 2,974 | | | | 514,859 | |
Nasdaq, Inc. (United States) | | | 2,522 | | | | 230,940 | |
| | | | | | | 3,437,465 | |
Chemicals — 0.8% | | | | | | | | |
Ecolab, Inc. (United States) | | | 4,553 | | | | 769,047 | |
Sherwin-Williams Co. (The) (United States) | | | 1,450 | | | | 628,140 | |
| | | | | | | 1,397,187 | |
Commercial Services & Supplies — 0.2% | | | | | | | | |
Cintas Corp. (United States) | | | 1,642 | | | | 339,237 | |
Communications Equipment — 0.2% | | | | | | | | |
Arista Networks, Inc. (United States)* | | | 1,134 | | | | 323,474 | |
Consumer Finance — 0.9% | | | | | | | | |
American Express Co. (United States) | | | 13,557 | | | | 1,460,631 | |
Diversified Financial Services — 4.6% | | | | | | | | |
Berkshire Hathaway, Inc., Class B (United States)* | | | 38,189 | | | | 7,687,446 | |
Electronic Equipment, Instruments & Components — 0.3% | | | | | | | | |
Corning, Inc. (United States) | | | 12,265 | | | | 426,945 | |
Entertainment — 3.6% | | | | | | | | |
Activision Blizzard, Inc. (United States) | | | 12,127 | | | | 511,032 | |
Electronic Arts, Inc. (United States)* | | | 4,781 | | | | 457,924 | |
Netflix, Inc. (United States)* | | | 6,384 | | | | 2,286,110 | |
Take-Two Interactive Software, Inc. (United States)* | | | 1,758 | | | | 153,403 | |
Walt Disney Co. (The) (United States) | | | 22,925 | | | | 2,586,857 | |
| | | | | | | 5,995,326 | |
The accompanying notes are an integral part of these financial statements.
Motley Fool 100 Index ETF
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) |
Equity Real Estate Investment Trusts (REITs) — 1.7% | | | | | | | | |
Alexandria Real Estate Equities, Inc. (United States) | | | 1,674 | | | $ | 227,480 | |
American Tower Corp. (United States) | | | 7,198 | | | | 1,267,928 | |
Crown Castle International Corp. (United States) | | | 6,659 | | | | 790,756 | |
Equinix, Inc. (United States) | | | 1,302 | | | | 551,397 | |
| | | | | | | 2,837,561 | |
Food & Staples Retailing — 0.9% | | | | | | | | |
Costco Wholesale Corp. (United States) | | | 6,908 | | | | 1,511,056 | |
Food Products — 0.2% | | | | | | | | |
McCormick & Co., Inc. (United States) | | | 2,135 | | | | 290,317 | |
Health Care Equipment & Supplies — 1.8% | | | | | | | | |
ABIOMED, Inc. (United States)* | | | 655 | | | | 219,098 | |
Align Technology, Inc. (United States)* | | | 1,238 | | | | 320,605 | |
Becton Dickinson and Co. (United States) (a) | | | 4,227 | | | | 1,051,635 | |
IDEXX Laboratories, Inc. (United States)* | | | 1,373 | | | | 289,744 | |
Intuitive Surgical, Inc. (United States)* | | | 1,740 | | | | 952,841 | |
ResMed, Inc. (United States) | | | 2,128 | | | | 217,971 | |
| | | | | | | 3,051,894 | |
Health Care Providers & Services — 3.6% | | | | | | | | |
CVS Health Corp. (United States) | | | 20,907 | | | | 1,209,052 | |
HCA Healthcare, Inc. (United States) | | | 5,380 | | | | 748,035 | |
McKesson Corp. (United States) (a) | | | 3,187 | | | | 405,259 | |
UnitedHealth Group, Inc. (United States) | | | 15,128 | | | | 3,664,304 | |
| | | | | | | 6,026,650 | |
Health Care Technology — 0.3% | | | | | | | | |
Cerner Corp. (United States)* | | | 5,048 | | | | 282,435 | |
Veeva Systems, Inc., Class A (United States)* | | | 2,225 | | | | 262,350 | |
| | | | | | | 544,785 | |
Hotels, Restaurants & Leisure — 1.2% | | | | | | | | |
Marriott International, Inc., Class A (United States) (a) | | | 5,262 | | | | 659,171 | |
Starbucks Corp. (United States) | | | 19,633 | | | | 1,379,414 | |
| | | | | | | 2,038,585 | |
The accompanying notes are an integral part of these financial statements.
Motley Fool 100 Index ETF
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) |
Industrial Conglomerates — 1.4% | | | | | | | | |
3M Co. (United States) | | | 9,252 | | | $ | 1,918,772 | |
Roper Technologies, Inc. (United States) | | | 1,600 | | | | 517,840 | |
| | | | | | | 2,436,612 | |
Insurance — 0.5% | | | | | | | | |
Aflac, Inc. (United States) | | | 11,904 | | | | 584,963 | |
Markel Corp. (United States)* | | | 204 | | | | 204,995 | |
| | | | | | | 789,958 | |
Interactive Media & Services — 11.9% | | | | | | | | |
Alphabet, Inc., Class C (United States)* | | | 11,088 | | | | 12,417,673 | |
Facebook, Inc., Class A (United States)* | | | 45,828 | | | | 7,398,931 | |
Twitter, Inc. (United States)* | | | 11,809 | | | | 363,481 | |
| | | | | | | 20,180,085 | |
Internet & Direct Marketing Retail — 8.8% | | | | | | | | |
Altaba, Inc. (United States)* | | | 9,761 | | | | 728,073 | |
Amazon.com, Inc. (United States)* | | | 7,364 | | | | 12,075,708 | |
Booking Holdings, Inc. (United States)* | | | 730 | | | | 1,238,839 | |
eBay, Inc. (United States) | | | 15,085 | | | | 560,408 | |
Expedia, Inc. (United States) | | | 2,422 | | | | 298,657 | |
| | | | | | | 14,901,685 | |
IT Services — 6.9% | | | | | | | | |
Cognizant Technology Solutions Corp., Class A (United States) | | | 9,213 | | | | 653,939 | |
Mastercard, Inc., Class A (United States) | | | 16,078 | | | | 3,613,852 | |
PayPal Holdings, Inc. (United States)* | | | 18,151 | | | | 1,780,068 | |
Square, Inc., Class A (United States)* | | | 6,282 | | | | 510,350 | |
Visa, Inc., Class A (United States) (a) | | | 34,240 | | | | 5,071,629 | |
| | | | | | | 11,629,838 | |
Life Sciences Tools & Services — 0.4% | | | | | | | | |
Illumina, Inc. (United States)* | | | 2,211 | | | | 691,534 | |
Machinery — 0.2% | | | | | | | | |
Cummins, Inc. (United States) | | | 2,528 | | | | 389,540 | |
The accompanying notes are an integral part of these financial statements.
Motley Fool 100 Index ETF
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) |
Media — 2.2% | | | | | | | | |
Comcast Corp., Class A (United States) | | | 74,319 | | | $ | 2,873,916 | |
Discovery, Inc., Class A (United States) (a)* | | | 11,445 | | | | 330,760 | |
Sirius XM Holdings, Inc. (United States) (a) | | | 71,113 | | | | 421,700 | |
| | | | | | | 3,626,376 | |
Metals & Mining — 0.2% | | | | | | | | |
Nucor Corp. (United States) | | | 5,093 | | | | 308,483 | |
Oil, Gas & Consumable Fuels — 0.4% | | | | | | | | |
Kinder Morgan, Inc. (United States) | | | 35,936 | | | | 688,534 | |
Pharmaceuticals — 3.5% | | | | | | | | |
Johnson & Johnson (United States) | | | 43,001 | | | | 5,875,657 | |
Professional Services — 0.2% | | | | | | | | |
CoStar Group, Inc. (United States)* | | | 575 | | | | 263,080 | |
Road & Rail — 1.1% | | | | | | | | |
Union Pacific Corp. (United States) (a) | | | 11,503 | | | | 1,929,053 | |
Semiconductors & Semiconductor Equipment — 2.5% | | | | | | | | |
Applied Materials, Inc. (United States) | | | 14,258 | | | | 546,652 | |
Broadcom, Inc. (United States) | | | 6,303 | | | | 1,735,594 | |
Lam Research Corp. (United States) (a) | | | 2,373 | | | | 417,861 | |
NVIDIA Corp. (United States) | | | 9,780 | | | | 1,508,663 | |
| | | | | | | 4,208,770 | |
Software — 12.3% | | | | | | | | |
Adobe Systems, Inc. (United States)* | | | 7,439 | | | | 1,952,738 | |
Intuit, Inc. (United States) | | | 4,047 | | | | 1,000,135 | |
Microsoft Corp. (United States) | | | 120,298 | | | | 13,476,985 | |
Palo Alto Networks, Inc. (United States) (a)* | | | 1,464 | | | | 360,539 | |
Salesforce.com, Inc. (United States)* | | | 11,412 | | | | 1,867,574 | |
Splunk, Inc. (United States)* | | | 2,181 | | | | 296,354 | |
VMware, Inc., Class A (United States) | | | 7,262 | | | | 1,247,684 | |
Workday, Inc., Class A (United States)* | | | 3,289 | | | | 650,992 | |
| | | | | | | 20,853,001 | |
The accompanying notes are an integral part of these financial statements.
Motley Fool 100 Index ETF
Schedule of Investments (concluded)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) |
Specialty Retail — 3.5% | | | | | | | | |
Home Depot, Inc. (The) (United States) | | | 17,474 | | | $ | 3,235,137 | |
Lowe's Cos, Inc. (United States) | | | 12,633 | | | | 1,327,602 | |
TJX Cos, Inc. (The) (United States) | | | 19,311 | | | | 990,461 | |
Ulta Beauty, Inc. (United States)* | | | 931 | | | | 290,928 | |
| | | | | | | 5,844,128 | |
Technology Hardware, Storage & Peripherals — 7.7% | | | | | | | | |
Apple, Inc. (United States) (a) | | | 74,689 | | | | 12,932,400 | |
Textiles, Apparel & Luxury Goods — 1.2% | | | | | | | | |
NIKE, Inc., Class B (United States) | | | 24,556 | | | | 2,105,186 | |
Wireless Telecommunication Services — 0.6% | | | | | | | | |
T-Mobile US, Inc. (United States)* | | | 13,662 | | | | 986,533 | |
Total Common Stocks (Cost $159,802,957) | | | | | | | 168,374,118 | |
| | | | | | | | |
Investments Purchased with Proceeds From Securities Lending Collateral — 14.7% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58% | | | 24,724,436 | | | | 24,724,436 | |
Total Investments Purchased with Proceeds From Securities Lending Collateral (Cost $24,724,436) | | | | | | | 24,724,436 | |
| | | | | | | | |
Short-Term Investments — 0.1% | | | | | | | | |
First American Treasury Obligations Fund Class X, 2.31% (United States) (b) | | | 150,060 | | | | 150,060 | |
Total Short-Term Investments (Cost $150,060) | | | | | | | 150,060 | |
| | | | | | | | |
Total Investments (Cost $184,677,453) — 114.6% | | | | | | | 193,248,614 | |
Liabilities in Excess of Other Assets — (14.6)% | | | | | | | (24,584,240 | ) |
NET ASSETS — 100.0% | | | | | | | | |
(Applicable to 8,125,000 shares outstanding) | | | | | | $ | 168,664,374 | |
* | Non-income producing security. |
(a) | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $24,068,184. |
(b) | The rate shown is as of February 28, 2019. |
The accompanying notes are an integral part of these financial statements.
MFAM Small-Cap Growth ETF
Schedule of Investments
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks — 97.4% | | | | | | | | |
Aerospace & Defense — 2.2% | | | | | | | | |
Axon Enterprise, Inc. (United States)* | | | 28,368 | | | $ | 1,527,050 | |
Auto Components — 2.5% | | | | | | | | |
Fox Factory Holding Corp. (United States)* | | | 27,260 | | | | 1,727,739 | |
Biotechnology — 11.2% | | | | | | | | |
Editas Medicine, Inc. (United States)* | | | 34,223 | | | | 706,021 | |
Ionis Pharmaceuticals, Inc. (United States)* | | | 37,406 | | | | 2,655,452 | |
Miragen Therapeutics, Inc. (United States) (a)* | | | 169,684 | | | | 475,115 | |
Spark Therapeutics, Inc. (United States)* | | | 35,164 | | | | 3,984,081 | |
| | | | | | | 7,820,669 | |
Building Products — 3.7% | | | | | | | | |
Trex Co, Inc. (United States)* | | | 34,700 | | | | 2,600,765 | |
Electronic Equipment, Instruments & Components — 5.3% | | | | | | | | |
NLight, Inc. (United States)* | | | 172,634 | | | | 3,692,641 | |
Equity Real Estate Investment Trusts — 2.7% | | | | | | | | |
STAG Industrial, Inc. (United States) | | | 67,496 | | | | 1,868,289 | |
Health Care Equipment & Supplies — 12.0% | | | | | | | | |
Globus Medical, Inc., Class A (United States)* | | | 35,996 | | | | 1,752,645 | |
Inogen, Inc. (United States)* | | | 10,186 | | | | 1,094,588 | |
iRhythm Technologies, Inc. (United States)* | | | 21,987 | | | | 2,106,135 | |
NuVasive, Inc. (United States)* | | | 29,509 | | | | 1,738,080 | |
Penumbra, Inc. (United States)* | | | 12,626 | | | | 1,687,717 | |
| | | | | | | 8,379,165 | |
Health Care Providers & Services — 5.4% | | | | | | | | |
BioTelemetry, Inc. (United States)* | | | 28,810 | | | | 2,152,683 | |
HealthEquity, Inc. (United States)* | | | 19,942 | | | | 1,604,932 | |
| | | | | | | 3,757,615 | |
Health Care Technology — 3.9% | | | | | | | | |
Teladoc, Inc. (United States) (a)* | | | 41,890 | | | | 2,696,041 | |
Hotels, Restaurants & Leisure — 3.2% | | | | | | | | |
Shake Shack, Inc., Class A (United States) (a)* | | | 40,828 | | | | 2,251,256 | |
The accompanying notes are an integral part of these financial statements.
MFAM Small-Cap Growth ETF
Schedule of Investments (continued)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Common Stocks (continued) | | | | | | | | |
Machinery — 4.7% | | | | | | | | |
John Bean Technologies Corp. (United States) | | | 16,992 | | | $ | 1,592,150 | |
Proto Labs, Inc. (United States)* | | | 14,914 | | | | 1,685,133 | |
| | | | | | | 3,277,283 | |
Pharmaceuticals — 3.0% | | | | | | | | |
Akcea Therapeutics, Inc. (United States) (a)* | | | 61,006 | | | | 2,076,034 | |
Real Estate Management & Development — 8.0% | | | | | | | | |
Jones Lang LaSalle, Inc. (United States) | | | 17,818 | | | | 2,942,108 | |
Newmark Group, Inc., Class A (United States) | | | 285,715 | | | | 2,645,721 | |
| | | | | | | 5,587,829 | |
Road & Rail — 2.7% | | | | | | | | |
Landstar System, Inc. (United States) | | | 17,110 | | | | 1,859,515 | |
Software — 23.2% | | | | | | | | |
Alarm.com Holdings, Inc. (United States)* | | | 28,732 | | | | 1,885,681 | |
Everbridge, Inc. (United States) (a)* | | | 47,206 | | | | 3,337,936 | |
Paylocity Holding Corp. (United States)* | | | 44,250 | | | | 3,874,973 | |
Q2 Holdings, Inc. (United States)* | | | 33,748 | | | | 2,322,537 | |
Smartsheet, Inc., Class A (United States)* | | | 74,578 | | | | 2,851,863 | |
Zuora, Inc., Class A (United States)* | | | 85,432 | | | | 2,029,864 | |
| | | | | | | 16,302,854 | |
Trading Companies & Distributors — 3.7% | | | | | | | | |
Watsco, Inc. (United States) | | | 17,936 | | | | 2,580,811 | |
Total Common Stocks (Cost $60,069,326) | | | | | | | 68,005,556 | |
| | | | | | | | |
Investments Purchased with Proceeds From Securities Lending Collateral — 9.7% | | | | | | | | |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58% | | | 6,806,576 | | | | 6,806,576 | |
Total Investments Purchased with Proceeds From Securities Lending Collateral (Cost $6,806,576) | | | | | | | 6,806,576 | |
| | | | | | | | |
Short-Term Investments — 2.6% | | | | | | | | |
First American Treasury Obligations Fund Class X, 2.31% (United States) (b) | | | 1,804,241 | | | | 1,804,241 | |
Total Short-Term Investments (Cost $1,804,241) | | | | | | | 1,804,241 | |
The accompanying notes are an integral part of these financial statements.
MFAM Small-Cap Growth ETF
Schedule of Investments (concluded)
FEBRUARY 28, 2019 (Unaudited)
| | Number of Shares | | | Value (Note 2) | |
| | | | | | | | |
Total Investments (Cost $68,680,143) — 109.7% | | | | | | $ | 76,616,373 | |
Liabilities in Excess of Other Assets — (9.7)% | | | | | | | (6,795,104 | ) |
NET ASSETS — 100.0% | | | | | | | | |
(Applicable to 2,950,000 shares outstanding) | | | | | | $ | 69,821,269 | |
* | Non-income producing security. |
(a) | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $6,689,510. |
(b) | The rate shown is as of February 28, 2019. |
The accompanying notes are an integral part of these financial statements.
Motley Fool ETFs
Statements of Assets and Liabilities
FEBRUARY 28, 2019 (Unaudited)
| | Motley Fool 100 Index ETF | | | MFAM Small-Cap Growth ETF | |
ASSETS | | | | | | | | |
Investments in securities, at value (cost $159,802,957 and $60,069,326, respectively)^ | | $ | 168,374,118 | | | $ | 68,005,556 | |
Investments purchased with proceeds from securities lending collateral, at value (cost $24,724,436 and $6,806,576, respectively) | | | 24,724,436 | | | | 6,806,576 | |
Short-term investments, at value (cost $150,060 and $1,804,241, respectively) | | | 150,060 | | | | 1,804,241 | |
Receivables for: | | | | | | | | |
Dividends | | | 202,287 | | | | 52,120 | |
Total assets | | | 193,450,901 | | | | 76,668,493 | |
| | | | | | | | |
LIABILITIES | | | | | | | | |
Payables for: | | | | | | | | |
Securities lending collateral | | | 24,724,436 | | | | 6,806,576 | |
Advisory fees | | | 62,091 | | | | 40,648 | |
Total liabilities | | | 24,786,527 | | | | 6,847,224 | |
Net assets | | $ | 168,664,374 | | | $ | 69,821,269 | |
| | | | | | | | |
NET ASSETS CONSIST OF: | | | | | | | | |
Par value | | $ | 8,125 | | | $ | 2,950 | |
Paid-in capital | | | 161,411,060 | | | | 62,023,890 | |
Total distributable earnings/(loss) | | | 7,245,189 | | | | 7,794,429 | |
Net assets | | $ | 168,664,374 | | | $ | 69,821,269 | |
| | | | | | | | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 8,125,000 | | | | 2,950,000 | |
Net asset value, price per share | | | 20.76 | | | | 23.67 | |
^ Includes market value of securities on loan | | $ | 24,068,184 | | | $ | 6,689,510 | |
The accompanying notes are an integral part of these financial statements.
Motley Fool ETFs
Statements of Operations
for the SIX MONTHS ended FEBRUARY 28, 2019 (Unaudited)
| | Motley Fool 100 Index ETF | | | MFAM Small-Cap Growth ETF* | |
INVESTMENT INCOME | | | | | | | | |
Dividends | | $ | 949,870 | | | $ | 112,605 | |
Securities lending income | | | 17,962 | | | | 29,146 | |
Total investment income | | | 967,832 | | | | 141,751 | |
| | | | | | | | |
EXPENSES | | | | | | | | |
Advisory fees (Note 3) | | | 355,232 | | | | 138,621 | |
Total expenses | | | 355,232 | | | | 138,621 | |
Net investment income/(loss) | | | 612,600 | | | | 3,130 | |
| | | | | | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | | | | | |
Net realized gain/(loss) from investments | | | (1,401,655 | ) | | | (137,006 | ) |
Net realized gain from redemption in-kind | | | 204,003 | | | | (7,925 | ) |
Net change in unrealized appreciation/(depreciation) on investments | | | (7,371,942 | ) | | | 7,936,230 | |
Net realized and unrealized gain/(loss) on investments | | | (8,569,594 | ) | | | 7,791,299 | |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (7,956,994 | ) | | $ | 7,794,429 | |
* | Inception date of the Fund was October 29, 2018. |
The accompanying notes are an integral part of these financial statements.
Motley Fool 100 Index ETF
Statements of Changes in Net Assets
| | FOR THE SIX-MONTHS ENDED FEBRUARY 28, 2019 (UNAUDITED) | | | For the PERIOD Ended august 31, 2018(1)(2) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 612,600 | | | $ | 411,326 | |
Net realized gain/(loss) from investments | | | (1,197,652 | ) | | | 197,085 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (7,371,942 | ) | | | 15,943,103 | |
Net increase/(decrease) in net assets resulting from operations | | | (7,956,994 | ) | | | 16,551,514 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | | | | | |
Total distributable earnings | | | (793,681 | ) | | | — | |
Net decrease in net assets from dividends and distributions to shareholders | | | (793,681 | ) | | | — | |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 39,851,600 | | | | 131,864,333 | |
Shares redeemed | | | (3,315,948 | ) | | | (7,536,450 | ) |
Net increase/(decrease) in net assets from capital share transactions | | | 36,535,652 | | | | 124,327,883 | |
Total increase/(decrease) in net assets | | | 27,784,977 | | | | 140,879,397 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 140,879,397 | | | | — | |
End of period | | $ | 168,664,374 | | | $ | 140,879,397 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 1,925,000 | | | | 6,750,000 | |
Shares redeemed | | | (175,000 | ) | | | (375,000 | ) |
Net increase/(decrease) in shares outstanding | | | 1,750,000 | | | | 6,375,000 | |
(1) | Inception date of the Fund was January 29, 2018. |
(2) | The following information was previously reported in the August 31, 2018 financial statements. See Note 8 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $408,899. |
The accompanying notes are an integral part of these financial statements.
MFAM Small-Cap Growth ETF
Statement of Changes in Net Assets
| | FOR THE PERIOD ENDED FEBRUARY 28, 2019 (UNAUDITED)* | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | |
Net investment income/(loss) | | $ | 3,130 | |
Net realized gain/(loss) from investments | | | (144,931 | ) |
Net change in unrealized appreciation/(depreciation) on investments | | | 7,936,230 | |
Net increase/(decrease) in net assets resulting from operations | | | 7,794,429 | |
| | | | |
CAPITAL SHARE TRANSACTIONS: | | | | |
Proceeds from shares sold | | | 63,408,080 | |
Shares redeemed | | | (1,381,240 | ) |
Net increase/(decrease) in net assets from capital share transactions | | | 62,026,840 | |
Total increase/(decrease) in net assets | | | 69,821,269 | |
| | | | |
NET ASSETS: | | | | |
Beginning of period | | | — | |
End of period | | $ | 69,821,269 | |
| | | | |
SHARES TRANSACTIONS: | | | | |
Shares sold | | | 3,025,000 | |
Shares redeemed | | | (75,000 | ) |
Net increase/(decrease) in shares outstanding | | | 2,950,000 | |
* | Inception date of the Fund was October 29, 2018. |
The accompanying notes are an integral part of these financial statements.
Motley Fool 100 Index ETF
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return, ratios to average net assets and other supplemental data for the respective period. This information has been derived from information provided in the financial statements.
| | SIX MONTHS ENDED FEBRUARY 28, 2019 | | | For the Period Ended august 31, | |
| | (Unaudited) | | | 2018(1) | |
PER SHARE OPERATING PERFORMANCE | | | | | | | | |
Net asset value, beginning of period | | $ | 22.10 | | | $ | 20.00 | |
Net investment income/(loss) (2) | | | 0.09 | | | | 0.08 | |
Net realized and unrealized gain/(loss) from investments | | | (1.32 | ) | | | 2.02 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.23 | ) | | | 2.10 | |
Dividends and distributions to shareholders from: | | | | | | | | |
Net investment income | | | (0.11 | ) | | | — | |
Total dividends and distributions to shareholders | | | (0.11 | ) | | | — | |
Net asset value, end of period | | $ | 20.76 | | | $ | 22.10 | |
Market value, end of period | | $ | 20.75 | | | $ | 22.13 | |
Total investment return on net asset value(3) | | | (5.48 | )%(5) | | | 10.49 | %(5) |
Total investment return on market price (4) | | | (5.66 | )%(5) | | | 10.65 | %(5) |
RATIO/SUPPLEMENTAL DATA | | | | | | | | |
Net assets, end of period (000's omitted) | | $ | 168,664 | | | $ | 140,879 | |
Ratio of expenses to average net assets | | | 0.50 | %(6) | | | 0.50 | %(6) |
Ratio of net investment income/(loss) to average net assets | | | 0.86 | %(6) | | | 0.68 | %(6) |
Portfolio turnover rate | | | 12 | %(5) | | | 10 | %(5) |
(1) | Inception date of the Fund was January 29, 2018. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Total investment return on net asset value is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) | Total investment return on market price is calculated assuming an initial investment made at the market price on the first day of the period, reinvestment of dividends and distributions at market price during the period and redemption at market price on the last day of the period. |
The accompanying notes are an integral part of these financial statements.
MFAM Small-Cap Growth ETF
Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss) return, ratios to average net assets and other supplemental data for the respective period. This information has been derived from information provided in the financial statements.
| | FOR THE PERIOD ENDED FEBRUARY 28, 2019 | |
| | (Unaudited)(1) | |
PER SHARE OPERATING PERFORMANCE | | | | |
Net asset value, beginning of period | | $ | 20.00 | |
Net investment income/(loss) (2) | | | — | (3) |
Net realized and unrealized gain/(loss) from investments | | | 3.67 | |
Net increase/(decrease) in net assets resulting from operations | | | 3.67 | |
Net asset value, end of period | | $ | 23.67 | |
Market value, end of period | | $ | 23.72 | |
Total investment return on net asset value(4) | | | 18.34 | %(6) |
Total investment return on market price return/(loss)(5) | | | 18.60 | %(6) |
RATIO/SUPPLEMENTAL DATA | | | | |
Net assets, end of period (000's omitted) | | $ | 69,821 | |
Ratio of expenses to average net assets | | | 0.85 | %(7) |
Ratio of net investment income/(loss) to average net assets | | | 0.02 | %(7) |
Portfolio turnover rate | | | 2 | %(6) |
(1) | Inception date of the Fund was October 29, 2018. |
(2) | Calculated based on average shares outstanding for the period. |
(3) | Amount rounds to less than 0.01 per share. |
(4) | Total investment return/(loss) on net asset value is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(5) | Total investment return/(loss) on market price is calculated assuming an initial investment made at the market price on the first day of the period, reinvestment of dividends and distributions at market price during the period and redemption at market price on the last day of the period. |
The accompanying notes are an integral part of these financial statements.
Motley Fool ETFs
Notes to Financial Statements
FEBRUARY 28, 2019 (Unaudited)
1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Motley Fool 100 Index ETF (the “Fool 100 Fund”) and the MFAM Small-Cap Growth ETF (“Small-Cap Growth Fund”) (formerly known as the Motley Fool Small-Cap Growth ETF) (each a “Fund” and together the “Funds”). The Fool 100 Fund and Small-Cap Growth Fund commenced investment operations on January 29, 2018 and October 29, 2018, respectively.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The investment objective of the Fool 100 Fund is to achieve investment results that correspond (before fees and expenses) generally to the total return performance of the Motley Fool 100 Index (the “Fool 100 Index”). The Fool 100 Index was developed by The Motley Fool, LLC (“The Motley Fool”), an affiliate of the Adviser, in 2017 and is a proprietary, rules-based index designed to track the performance of the 100 largest, most liquid U.S. companies that have been recommended by The Motley Fool’s analysts and newsletters or the highest-rated stocks in Fool IQ, the company’s analyst opinion database. Every company include in the Fool 100 Index is incorporated and listed in the U.S. The investment objective of the Small-Cap Growth Fund is to achieve long-term capital appreciation.
The Funds are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Funds is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019, for the Fool 100 Fund and since inception period from October 29, 2018 through February 28, 2019 for the Small-Cap Growth Fund (the “current fiscal period”).
PORTFOLIO VALUATION — Each Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Funds are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments. Such procedures use fundamental valuation methods, which may include, but are not limited to, an analysis of the effect of any restrictions on the resale of the security, industry analysis and trends, significant changes in the issuer’s financial position, and any other event which could have a significant impact on the value of the security. Determination of fair value involves subjective judgment as the actual market value of a particular security can be established only by negotiations between the parties in a sales transaction, and the difference between the recorded fair value and the value that would be received in a sale could be significant.
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1 – Prices are determined using quoted prices in active markets for identical securities. |
| ● | Level 2 – Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
Motley Fool ETFs
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
| ● | Level 3 – Prices are determined using significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments). |
The inputs or methodologies 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 the end of the reporting period, in valuing the Funds’ investments carried at fair value:
fool 100 FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE^ | |
Common Stocks | | $ | 168,374,118 | | | $ | 168,374,118 | | | $ | — | | | $ | — | | | $ | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 24,724,436 | | | | — | | | | — | | | | — | | | | 24,724,436 | |
Short-Term Investments | | | 150,060 | | | | 150,060 | | | | — | | | | — | | | | — | |
Total Investments* | | $ | 193,248,614 | | | $ | 168,524,178 | | | $ | — | | | $ | — | | | $ | 24,724,436 | |
SMALL-CAP GROWTH FUND
| | TOTAL | | | LEVEL 1 | | | LEVEL 2 | | | LEVEL 3 | | | INVESTMENTS MEASURED AT NET ASSET VALUE^ | |
Common Stocks | | $ | 68,005,556 | | | $ | 68,005,556 | | | $ | — | | | $ | — | | | $ | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 6,806,576 | | | | — | | | | — | | | | — | | | | 6,806,576 | |
Short-Term Investments | | | 1,804,241 | | | | 1,804,241 | | | | — | | | | — | | | | — | |
Total Investments* | | $ | 76,616,373 | | | $ | 69,809,797 | | | $ | — | | | $ | — | | | $ | 6,806,576 | |
* | Please refer to the Schedule of Investments for further details. |
^ | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statements of Assets and Liabilities. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Funds’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Funds may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
Motley Fool ETFs
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires each Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when a Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if a Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Funds had no Level 3 transfers.
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Funds record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain. Expenses and fees, including investment advisory fees, are accrued daily and taken into account for the purpose of determining the NAV of each Fund.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Each Fund pays dividends from its net investment income and distributes any net capital gains that it realizes. Dividends and capital gains distributions are generally paid once a year and as required to comply with federal excise tax requirements. Distributions to shareholders are determined in accordance with tax regulations and recorded on ex dividend date. Additionally, each Fund reports details of distribution-related transactions on quarterly account statements. You may not receive a separate confirmation statement for these transactions.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Funds’ intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
OTHER — In the normal course of business, the Funds may enter into contracts that provide general indemnifications. Each Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, the Funds expect the risk of material loss from such claims to be remote.
2. Investment Policies and Practices
The sections below describe some of the different types of investments that may be made by the Funds and the investment practices in which the Funds may engage.
TYPES OF FIXED-INCOME SECURITIES — Each Fund may invest in bonds and other types of debt obligations of U.S. and foreign issuers. Fixed income securities purchased by a Fund may include, among others, bonds, notes, and debentures issued by corporations; debt securities issued or guaranteed by the U.S. government or one of its agencies or instrumentalities (“U.S. Government Securities”); municipal securities; mortgage-backed and asset-backed securities; and debt securities issued or guaranteed by foreign governments, their agencies, instrumentalities, or political subdivisions, or by government-owned, -controlled, or -sponsored entities, including central banks. These investments also include money market instruments and other types of obligations. Investors should recognize that, although securities ratings issued by S&P Global Ratings (“S&P”), a division of The McGraw-Hill Companies, Inc., and Moody’s Investors Services©, Inc. (“Moody’s”), provide a generally useful guide as to credit risks, they do not offer any criteria to evaluate interest rate risk. Changes in interest rate levels generally cause fluctuations
Motley Fool ETFs
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
in the prices of fixed-income securities and will, therefore, cause fluctuations in the NAV per share of a Fund. Subsequent to the purchase of a fixed-income security by a Fund, the ratings or credit quality of such security may deteriorate. Any such subsequent adverse changes in the rating or quality of a security held by a Fund would not require a Fund to sell the security.
REAL ESTATE INVESTMENT TRUSTS — Real estate investment trusts (“REITs”) are pooled investment vehicles that manage a portfolio of real estate or real estate-related loans to earn profits for their shareholders. REITs are generally classified as equity REITs, mortgage REITs, or a combination of equity and mortgage REITs. Investing in REITs involves certain unique risks in addition to those risks associated with investing in the real estate industry in general. Equity REITs may be affected by changes in the value of the underlying property owned by the REITs, while mortgage REITs may be affected by the quality of the borrower on any credit extended. REITs are dependent upon management skills, may not be diversified geographically or by property type, and are subject to heavy cash-flow dependency, default by borrowers, and self-liquidation. REITs must also meet certain requirements under the Internal Revenue Code of 1986, as amended (the “Code”), to avoid entity level tax and be eligible to pass through certain tax attributes of their income to shareholders. REITs are consequently subject to the risk of failing to meet these requirements for favorable tax treatment and of failing to maintain their exemptions from registration under the 1940 Act. REITs are also subject to the risks of changes in the Code, affecting their tax status.
REITs (especially mortgage REITs) are also subject to interest rate risks. When interest rates decline, the value of a REIT’s investment in fixed-rate obligations can be expected to rise. Conversely, when interest rates rise, the value of a REIT’s investment in fixed-rate obligations can be expected to decline. In contrast, as interest rates on adjustable-rate mortgage loans are reset periodically, yields on a REIT’s investments in such loans will gradually align themselves to reflect changes in market interest rates, causing the value of such investments to fluctuate less dramatically in response to interest rate fluctuations than would investments in fixed-rate obligations.
The management of a REIT may be subject to conflicts of interest with respect to the operation of the business of the REIT and may be involved in real estate activities competitive with the REIT. REITs may own properties through joint ventures or in other circumstances in which a REIT may not have control over its investments. REITs may use significant amounts of leverage.
REITs often do not provide complete tax information until after the end of the calendar year. Consequently, because of the delay, it may be necessary for a Fund, if invested in REITs, to request permission to extend the deadline for issuance of Forms 1099-DIV beyond January 31. Alternatively, amended Forms 1099-DIV may be sent.
TEMPORARY INVESTMENTS — During periods of adverse market or economic conditions, a Fund may temporarily invest all or a substantial portion of its assets in high-quality, fixed-income securities, money market instruments, and shares of money market mutual funds, or it may hold cash. At such times, a Fund would not be pursuing its stated investment objective with its usual investment strategies. A Fund may also hold these investments for liquidity purposes. Fixed-income securities will be deemed to be of high quality if they are rated “A” or better by S&P or Moody’s or, if unrated, are determined to be of comparable quality by the Adviser. Money market instruments are high-quality, short-term fixed income obligations (which generally have remaining maturities of one year or less), and may include U.S. Government Securities, commercial paper, certificates of deposit and banker’s acceptances issued by domestic branches of United States banks that are members of the Federal Deposit Insurance Corporation, and repurchase agreements for US. Government Securities. In lieu of purchasing money market instruments, a Fund may purchase shares of money market mutual funds that invest primarily in U.S. Government Securities and repurchase agreements involving those securities, subject to certain limitations imposed by the 1940 Act. A Fund, as an investor in a money market fund, will indirectly bear the fees and expenses of the money market fund. These indirect fees and expenses will be in addition to the fees and expenses of the Funds. Repurchase agreements involve certain risks not associated with direct investments in debt securities.
3. INVESTMENT adviser and other services
Each Fund pays all of its expenses other than those expressly assumed by Motley Fool Asset Management, LLC (the “Adviser”). Expenses of each Fund are deducted from the Fund’s total income before dividends are paid. Subject to the supervision of the Board, the Adviser manages the overall investment operations of each Fund in accordance with the Fund’s respective investment objective and policies and formulates a continuing investment strategy for each Fund pursuant to the terms of the Investment Advisory Agreements between the Adviser and the Company on behalf of each Fund. The Adviser is a wholly-owned subsidiary of Motley Fool Investment Management, LLC, which is a wholly owned subsidiary of The Motley Fool Holdings Inc. (“TMF
Motley Fool ETFs
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
Holdings”), a multimedia financial-services holding company that also owns The Motley Fool, which publishes investment information and analysis across a wide range of media, including investment newsletter services, websites, and books. TMF Holdings is controlled by David Gardner and Tom Gardner, along with other private shareholders. The Funds compensate the Adviser with a unitary management fee for its services at an annual rate of 0.50% for the Fool 100 Fund and 0.85% for the Small-Cap Growth Fund; based on each Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears. From the Advisory Fee, the Adviser pays most of the expenses of each Fund, including the cost of transfer agency, custody, fund administration, legal, audit and other services. However, the Adviser is not responsible for interest expenses, brokerage commissions and other trading expenses, fees and expenses of independent directors and their independent counsel, taxes and other extraordinary costs such as litigation and other expenses not incurred in the ordinary course of business.
During the current fiscal period, investment advisory fees accrued were as follows:
FUND | | ADVISORY FEES | |
Fool 100 Fund | | $ | 355,232 | |
Small-Cap Growth Fund | | | 138,621 | |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Funds. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Funds’ shares pursuant to a Distribution Agreement with RBB.
Under the Fund’s unitary fee, the Adviser compensates Fund Services and the Custodian for its services provided.
DIRECTOR AND OFFICER COMPENSATION — The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for these services provided to the Company. An employee of RBB serves as Treasurer and Secretary, and is compensated for services provided. Under the Funds’ unitary fee, the Adviser compensates the Directors and Officers for their services. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. An employee of Vigilant Compliance, LLC serves as Chief Compliance Officer of the Adviser. Neither the Funds nor the Company compensate this individual or Vigilant Compliance, LLC for the services provided to Motley Fool Asset Management.
4. PURCHASES AND SALES OF INVESTMENT SECURITIES
During the current fiscal period, aggregate purchases and sales and maturities of investment securities (excluding in-kind transactions and short-term investments) of the Funds were as follows:
FUND | | PURCHASES | | | SALES | |
Fool 100 Fund | | $ | 18,871,029 | | | $ | 18,174,821 | |
Small-Cap Growth Fund | | | 1,258,401 | | | | 846,440 | |
There were no purchases or sales of long-term U.S. Government Securities during the current fiscal period.
Motley Fool ETFs
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
During the current fiscal period, aggregate purchases and sales and maturities of in-kind transactions of the Funds were as follows:
FUND | | PURCHASES | | | SALES | |
Fool 100 Fund | | $ | 38,830,546 | | | $ | 3,259,505 | |
Small-Cap Growth Fund | | | 61,154,869 | | | | 1,352,572 | |
5. Federal Income tax information
The Funds have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Funds to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Funds are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by the Funds were as follows:
FUND | | FEDERAL TAX COST | | | UNREALIZED APPRECIATION | | | UNREALIZED (DEPRECIATION) | | | NET UNREALIZED APPRECIATION/ (DEPRECIATION) | |
Fool 100 Fund | | $ | 137,030,382 | | | $ | 17,486,173 | | | $ | (1,744,766 | ) | | $ | 15,741,427 | |
Small-Cap Growth Fund | | | N/A | * | | | N/A | * | | | N/A | * | | | N/A | * |
* | The Small-Cap Growth Fund had not commenced operations as of August 31, 2018. |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018, primarily attributable to foreign currency transactions and in-kind redemptions gains, were reclassified among the following accounts:
FUND | | UNDISTRIBUTED NET INVESTMENT INCOME/(LOSS) | | | ACCUMULATED NET REALIZED GAIN/(LOSS) | | | PAID-IN CAPITAL | |
Fool 100 Fund | | $ | (2,427 | ) | | $ | (553,223 | ) | | $ | 555,650 | |
Small-Cap Growth Fund | | | N/A | * | | | N/A | * | | | N/A | * |
* | The Small-Cap Growth Fund had not commenced operations as of August 31, 2018. |
Motley Fool ETFs
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
FUND | | UNDISTRIBUTED ORDINARY INCOME | | | UNDISTRIBUTED LONG-TERM CAPITAL GAINS | | | CAPITAL LOSS CARRYOVER | | | OTHER | | | UNREALIZED APPRECIATION/ (DEPRECIATION) | |
Fool 100 Fund | | $ | 408,899 | | | $ | — | | | $ | (154,462 | ) | | $ | — | | | $ | 15,741,427 | |
Small-Cap Growth Fund | | | N/A | * | | | N/A | * | | | N/A | * | | | N/A | * | | | N/A | * |
* | The Small-Cap Growth Fund had not commenced operations as of August 31, 2018. |
The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal period ended August 31, 2018, was as follows:
FUND | | ORDINARY INCOME | | | LONG-TERM CAPITAL GAIN | | | TOTAL | |
Fool 100 Fund | | $ | — | | | $ | — | | | $ | — | |
Small-Cap Growth Fund | | | N/A | * | | | N/A | * | | | N/A | * |
* | The Small-Cap Growth Fund had not commenced operations as of August 31, 2018. |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
Pursuant to federal income tax rules applicable to regulated investment companies, the Funds may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the fiscal year ended August 31, 2018, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2018.
Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2018, the Fool 100 Fund had unexpiring short-term losses of $154,462.
6. SHARE TRANSACTIONS
Shares of the Funds are listed and trade on the Cboe BZX Exchange, Inc. (the “Exchange”). Market prices for the shares may be different from their NAV. Each Fund issues and redeems shares on a continuous basis at NAV only in blocks of 25,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe. Once created, shares generally trade in the secondary market at market prices that change throughout the day. Except when aggregated in Creation Units, shares are not redeemable securities of each Fund. Creation Units may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem shares directly from each Fund. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
Motley Fool ETFs
Notes to Financial Statements (continued)
FEBRUARY 28, 2019 (Unaudited)
Each Fund currently offers one class of shares, which has no front-end sales load, no deferred sales charge, and no redemption fee. A fixed transaction fee is imposed for the transfer and other transaction costs associated with the purchase or sale of Creation Units. The standard fixed transaction fee for each Fund is $250, payable to the custodian. In addition, a variable fee may be charged on all cash transactions or substitutes for Creation Units of up to a maximum of 2% as a percentage of the value of the Creation Units subject to the transaction. Variable fees are imposed to compensate each Fund for the transaction costs associated with the cash transactions. Variable fees received by each Fund, if any, are displayed in the capital shares transactions section of the Statements of Changes in Net Assets. Each Fund may issue an unlimited number of shares of beneficial interest, with $0.001 par value per share. Shares of each Fund have equal rights and privileges.
7. SECURITIES LENDING
The Funds may make secured loans of its portfolio securities to brokers, dealers and other financial institutions to earn additional income and receive cash collateral equal to at least 100% of the current market value of the loaned securities, as marked to market each day that the NAV of the Funds is determined. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the security lending agreement. The Funds will pay administrative and custodial fees in connection with the loan of securities. Collateral is invested in short-term investments and the Funds will bear the risk of loss of the invested collateral. Investments purchased with proceeds from securities lending are overnight and continuous. Securities lending will expose the Funds to the risk of loss should a borrower default on its obligation to return the borrowed securities. The market value of the securities on loan and cash collateral as of the end of the reporting period and the income generated from the program during the current fiscal period with respect to such secured loans were as follows:
FUND | | MARKET VALUE OF SECURITIES LOANED | | | MARKET VALUE OF COLLATERAL | | | INCOME RECEIVED FROM SECURITIES LENDING | |
Fool 100 Fund | | $ | 24,068,184 | | | $ | 24,724,436 | | | $ | 17,962 | |
Small-Cap Growth Fund | | | 6,689,510 | | | | 6,806,576 | | | | 29,146 | |
Securities lending transactions are entered into by the Funds under a Master Securities Lending Agreement (“MSLA”) which permits the Funds, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset amounts payable by the Funds to the same counterparty against amounts to be received and create one single net payment due to or from the Funds. The following table is a summary of the Funds’ open securities lending transactions which are subject to a MSLA as of the end of the reporting period:
| | | | | | | | | | | | | | GROSS AMOUNTs NOT OFFSET IN THE STATEMENTs OF ASSETS AND LIABILITIES | |
FUND | | GROSS AMOUNTS OF RECOGNIZED ASSETS | | | GROSS AMOUNTS OFFSET IN THE STATEMENTs OF ASSETS AND LIABILITIES | | | NET AMOUNTs OF ASSETS PRESENTED IN THE STATEMENTs OF ASSETS AND LIABILITIES | | | FINANCIAL INSTRUMENTS1 | | | CASH COLLATERAL RECEIVED | | | NET AMOUNT2 | |
Fool 100 Fund | | $ | 24,068,184 | | | $ | — | | | $ | 24,068,184 | | | $ | (24,068,184 | ) | | $ | — | | | $ | — | |
Small-Cap Growth Fund | | | 6,689,510 | | | | — | | | | 6,689,510 | | | | (6,689,510 | ) | | | — | | | | — | |
1 | Amount disclosed is limited to the amount of assets presented in the Statements of Assets and Liabilities. Actual collateral received may be more than the amount shown. |
2 | Net amount represents the net amount receivable from the counterparty in the event of default. |
Motley Fool ETFs
Notes to Financial Statements (concluded)
FEBRUARY 28, 2019 (Unaudited)
8. New accounting pronouncements and regulatory updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Funds’ financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
9. Subsequent Events
Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
Motley Fool ETFs
Notice to Shareholders
(Unaudited)
Information on Proxy Voting
Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 are available (i) without charge, upon request, by calling (888) 863-8803; and (ii) on the SEC’s website at http://www.sec.gov.
Quarterly Schedule of Investments
The Company files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q (or successor Form). Shareholders can obtain the Form N-Q (i) without charge, upon request, by calling (888) 863-8803; and (ii) on the SEC’s website at http://www.sec.gov.
Approval of Investment advisory agreement
MFAM Small-Cap Growth ETF
As required by the 1940 Act, the Board, including all of the Directors who are not “interested persons” of the Company, as that term is defined in the 1940 Act (the “Independent Directors”), considered the approval of the investment advisory agreement between the Adviser and the Company (the “Investment Advisory Agreement”) on behalf of the Small-Cap Growth Fund (the “Fund”), at a meeting of the Board held on May 9-10, 2018 (the “Meeting”). At the Meeting, the Board, including all of the Independent Directors, approved the Investment Advisory Agreement for an initial period ending August 16, 2019. The Board’s decision to approve the Investment Advisory Agreement reflects the exercise of its business judgment. In approving the Investment Advisory Agreement, the Board considered information provided by the Adviser with the assistance and advice of counsel to the Independent Directors and the Company.
In considering the approval of the proposed Investment Advisory Agreement between the Company and the Adviser with respect to the Fund, the Directors took into account all the materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting. Among other things, the Directors considered (i) the nature, extent, and quality of the Adviser’s proposed services provided to the Fund; (ii) descriptions of the experience and qualifications of the Adviser’s personnel providing those services; (iii) the Adviser’s investment philosophies and processes; (iv) the Adviser’s assets under management and client descriptions; (v) the Adviser’s soft dollar commission and trade allocation policies, including information on the types of research and services obtained in connection with soft dollar commissions; (vi) the Adviser’s advisory fee arrangement with the Company and other similarly managed clients; (vii) the Adviser’s compliance policies and procedures; (viii) the Adviser’s financial information, insurance coverage and profitability analysis related to providing advisory services to the Fund; (ix) the extent to which economies of scale are relevant to the Fund; and (x) a report prepared by Broadridge/Lipper comparing the Fund’s management fees and total expense ratio to those of its Lipper peer group. The Directors noted that the Fund had not yet commenced operations, and consequently there was no performance information to review with respect to the Fund.
As part of their review, the Directors considered the nature, extent and quality of the services provided by the Adviser. The Directors concluded that the Adviser had substantial resources to provide services to the Fund and that the Adviser’s services were acceptable.
The Board also considered the proposed advisory fee rate to be payable by the Fund under the proposed Investment Advisory Agreement. In this regard, information on the fees to be paid by the Fund and the Fund’s total operating expense ratios (before and after fee waivers and expense reimbursements) were compared to similar information for mutual funds advised by other, unaffiliated investment advisory firms.
After reviewing the information regarding the Fund’s costs, profitability and economies of scale, and after considering the Adviser’s services, the Directors concluded that the investment advisory fee proposed to be paid by the Fund was fair and reasonable and that the proposed Investment Advisory Agreement for the Fund should be approved for an initial term ending August 16, 2019.
Investment Adviser
Motley Fool Asset Management, LLC
2000 Duke Street
Suite 275
Alexandria, VA 22314
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 S 16th St. Suite 2900
Philadelphia, PA 19102-2529
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
(This Page Intentionally Left Blank.)
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ORINDA FUNDS
SEMI-Annual Report
FEBRUARY 28, 2019
(UNAUDITED)
Orinda Income Opportunities Fund
of
the RBB Fund, Inc.
Class I Shares – OIOIX
Class A Shares – OIOAX
Class D Shares – OIODX
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-855-467-4632.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-855-467-4632 to inform the Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.
Table of Contents
Performance Data | 1 |
Fund Expense Examples | 4 |
Allocation of Portfolio Assets | 5 |
Schedule of Investments | 6 |
Schedule of Securities Sold Short | 11 |
Financial Statements | 12 |
Statement of Assets and Liabilities | 12 |
Statement of Operations | 14 |
Statements of Changes in Net Assets | 15 |
Statement of Cash Flows | 17 |
Financial Highlights | 19 |
Notes to the Financial Statements | 22 |
Notice to Shareholders | 34 |
Orinda Income Opportunities Fund Performance Data february 28, 2019 (Unaudited) |
Average Annual Total Returns for the Periods ended February 28, 2019 | |
| Six Months† | One Year | Three Years | Five Years | Since Inception†† | |
Class I Shares (No Load) | -0.30% | 6.64% | 8.01% | 3.61% | 3.97% | |
Bloomberg Barclays U.S. Aggregate Bond Index | 1.99% | 3.17% | 1.69% | 2.32% | 2.48% | |
†† | Inception date of Class I Shares of the Fund was June 28, 2013. |
Until December 31, 2019, the Adviser has agreed to waive its fees to the extent necessary to maintain annualized expense ratios for the Class I Shares of average daily net assets of 1.40% (excluding certain items discussed below). In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause the Fund’s net annualized expense ratio to exceed the applicable expense limitation: acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, extraordinary items, interest and taxes. There can be no assurance that the Adviser will continue such waiver for the Fund after December 31, 2019. The Fund’s expense ratio for the Class I Shares, as stated in the current prospectus, is 1.95%.
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling 1-855-467-4632.
The Bloomberg Barclays U.S. Aggregate Bond Index is an unmanaged, market capitalization-weighted index, comprised predominately of U.S. traded investment grade bonds with maturities of one year or more. The index includes Treasury securities, Government agency bonds, mortgage-backed bonds, and corporate bonds. The index is representative of intermediate duration US investment grade debt securities. It is not possible to invest directily in an index.
1
Orinda Income Opportunities Fund Performance Data (Continued) february 28, 2019 (Unaudited) |
Average Annual Total Returns for the Periods ended February 28, 2019 | |
| Six Months† | One Year | Three Years | Five Years | Since Inception†† | |
Class A Shares (No Load) | -0.50% | 6.29% | 7.67% | 3.30% | 3.65% | |
Class A Shares (Load) | -5.47% | 0.96% | 5.85% | 2.24% | 2.72% | |
Bloomberg Barclays U.S. Aggregate Bond Index | 1.99% | 3.17% | 1.69% | 2.32% | 2.48% | |
†† | Inception date of Class A Shares of the Fund was June 28, 2013. |
Until December 31, 2019, the Adviser has agreed to waive its fees to the extent necessary to maintain annualized expense ratios for the Class A Shares of average daily net assets of 1.70% (excluding certain items discussed below). In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause the Fund’s net annualized expense ratio to exceed the applicable expense limitation: acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, extraordinary items, interest and taxes. There can be no assurance that the Adviser will continue such waiver for the Fund after December 31, 2019. The Fund’s expense ratio for the Class A Shares, as stated in the current prospectus, is 2.10%.
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling 1-855-467-4632.
The Bloomberg Barclays U.S. Aggregate Bond Index is an unmanaged, market capitalization-weighted index, comprised predominately of U.S. traded investment grade bonds with maturities of one year or more. The index includes Treasury securities, Government agency bonds, mortgage-backed bonds, and corporate bonds. The index is representative of intermediate duration US investment grade debt securities. It is not possible to invest directily in an index.
2
Orinda Income Opportunities Fund Performance Data (Continued) february 28, 2019 (Unaudited) |
Average Annual Total Returns for the Periods ended February 28, 2019 | |
| Six Months† | One Year | Three Years | Five Years | Since Inception†† | |
Class D Shares (No Load) | -0.85% | 5.55% | 6.93% | 2.60% | 3.11% | |
Bloomberg Barclays U.S. Aggregate Bond Index | 1.99% | 3.17% | 1.69% | 2.32% | 2.48% | |
†† | Inception date of Class D Shares of the Fund was September 27, 2013. |
Until December 31, 2019, the Adviser has agreed to waive its fees to the extent necessary to maintain annualized expense ratios for the Class D Shares of average daily net assets of 2.40% (excluding certain items discussed below). In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause the Fund’s net annualized expense ratio to exceed the applicable expense limitation: acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, extraordinary items, interest and taxes. There can be no assurance that the Adviser will continue such waiver for the Fund after December 31, 2019. The Fund’s expense ratio for the Class D Shares, as stated in the current prospectus, is 2.95%.
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling 1-855-467-4632.
The Bloomberg Barclays U.S. Aggregate Bond Index is an unmanaged, market capitalization-weighted index, comprised predominately of U.S. traded investment grade bonds with maturities of one year or more. The index includes Treasury securities, Government agency bonds, mortgage-backed bonds, and corporate bonds. The index is representative of intermediate duration US investment grade debt securities. It is not possible to invest directily in an index.
3
Orinda Income Opportunities Fund Fund Expense ExampleS february 28, 2019 (Unaudited) |
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, (if any); and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees and other Fund expenses. These examples are 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 six-month period from September 1, 2018 to February 28, 2019.
ACTUAL EXPENSES
The first section in the accompanying table provides information about actual account values and actual expenses. You may use the information in this section together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or exchange fees. Therefore, the second section of the accompanying 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.
| | Beginning Account Value September 1, 2018 | | | Ending Account VALUE February 28, 2019 | | | Expenses Paid During Period* | | | ANNUALIZED EXPENSE RATIO | | | ACTUAL SIX-MONTH TOTAL INVESTMENT RETURN FOR THE FUND | |
Actual | | | | | | | | | | | | | | | | | | | | |
Class I Shares | | $ | 1,000.00 | | | $ | 997.00 | | | $ | 10.10 | | | | 2.04 | % | | | (0.30 | )% |
Class A Shares | | | 1,000.00 | | | | 995.00 | | | | 11.48 | | | | 2.32 | | | | (0.50 | ) |
Class D Shares | | | 1,000.00 | | | | 976.38 | | | | 12.72 | | | | 3.05 | | | | (0.85 | ) |
| | | | | | | | | | | | | | | | | | | | |
Hypothetical (5% return before expenses) | | | | | | | | | | | | | | | | |
Class I Shares | | $ | 1,000.00 | | | $ | 1,014.68 | | | $ | 10.19 | | | | 2.04 | % | | | N/A | |
Class A Shares | | | 1,000.00 | | | | 1,013.29 | | | | 11.58 | | | | 2.32 | | | | N/A | |
Class D Shares | | | 1,000.00 | | | | 1,009.67 | | | | 15.20 | | | | 3.05 | | | | N/A | |
* | Expenses are equal to the Funds’ Class I Shares, Class A Shares and Class D Shares annualized six-month expense ratios for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half year period. The Funds’ ending account values in the first section in the table is based on the actual six-month total investment return for the Funds’ respective share classes. |
4
Orinda Income Opportunities Fund Allocation Of Portfolio AssetS february 28, 2019 (Unaudited) |
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039114_5.jpg)
Percentages represent market value as a percentage of net assets.
5
Orinda Income Opportunities Fund Schedule Of Investments February 28, 2019 (Unaudited) |
COMMON STOCKS - 2.1% | | number of Shares | | | Value | |
Energy - 1.2% | | | | | | | | |
Energy Transfer Equity LP (a) | | | 201,200 | | | $ | 2,975,748 | |
| | | | | | | | |
Real Estate - 0.9% | | | | | | | | |
Brookfield Property Partners LP | | | 95,800 | | | | 1,877,680 | |
Summit Industrial Income REIT (b) | | | 50,000 | | | | 426,308 | |
| | | | | | | 2,303,988 | |
TOTAL COMMON STOCKS | | | | | | | | |
(Cost $4,868,022) | | | | | | | 5,279,736 | |
| | | | | | | | |
REITS - 70.2% | | | | | | |
Financials - 26.7% | | | | | | | | |
AGNC Investment Corp. - Series C, 7.00% (3 Month LIBOR USD + 5.11%) (a)(c) | | | 58,526 | | | | 1,496,510 | |
AGNC Investment Corp. - Series D, 6.88% (3 Month LIBOR USD + 4.33%) (c) | | | 75,000 | | | | 1,863,000 | |
Annaly Capital Management, Inc. - Series F, 6.95% (3 Month LIBOR USD + 4.99%) (a)(c) | | | 164,481 | | | | 4,131,763 | |
Annaly Capital Management, Inc. - Series G, 6.50% (3 Month LIBOR USD + 4.17%) (c) | | | 34,270 | | | | 821,452 | |
Apollo Commercial Real Estate Finance, Inc. | | | 100,000 | | | | 1,816,000 | |
Arbor Realty Trust, Inc. (a) | | | 111,685 | | | | 1,445,204 | |
ARMOUR Residential REIT, Inc. - Series B, 7.88% | | | 102,036 | | | | 2,550,900 | |
Blackstone Mortgage Trust, Inc. - Class A | | | 40,000 | | | | 1,379,200 | |
Chimera Investment Corp. - Series A, 8.00% (a) | | | 124,825 | | | | 3,170,555 | |
Chimera Investment Corp. - Series B, 8.00% (3 Month LIBOR USD + 5.79%) (a)(c) | | | 214,385 | | | | 5,447,523 | |
Chimera Investment Corp. - Series C, 7.75% (3 Month LIBOR USD + 4.74%) (c) | | | 132,000 | | | | 3,257,760 | |
Chimera Investment Corp. - Series D, 8.00% (3 Month LIBOR USD + 5.38%) (a)(c) | | | 139,000 | | | | 3,488,900 | |
Exantas Capital Corp., 8.63% (3 Month LIBOR USD + 5.93%) (a)(c) | | | 182,773 | | | | 4,563,842 | |
Granite Point Mortgage Trust, Inc. | | | 181,100 | | | | 3,444,522 | |
Great Ajax Corp., 7.25% | | | 24,350 | | | | 609,237 | |
Invesco Mortgage Capital, Inc. - Series C, 7.50% (3 Month LIBOR USD + 5.29%) (a)(c) | | | 239,228 | | | | 5,861,086 | |
KKR Real Estate Finance Trust, Inc. | | | 50,000 | | | | 1,018,500 | |
New Residential Investment Corp. | | | 186,500 | | | | 3,084,710 | |
New York Mortgage Trust, Inc. - Series D, 8.00% (3 Month LIBOR USD + 5.70%) (c) | | | 13,819 | | | | 310,927 | |
PennyMac Mortgage Investment Trust - Series A, 8.13% (3 Month LIBOR USD + 5.83%) (a)(c) | | | 88,379 | | | | 2,256,316 | |
PennyMac Mortgage Investment Trust - Series B, 8.00% (3 Month LIBOR USD + 5.99%) (a)(c) | | | 162,406 | | | | 4,052,030 | |
Redwood Trust, Inc. | | | 101,300 | | | | 1,549,890 | |
Starwood Property Trust, Inc. | | | 90,000 | | | | 2,018,700 | |
TPG RE Finance Trust, Inc. | | | 111,200 | | | | 2,226,224 | |
Two Harbors Investment Corp. - Series A, 8.13% (3 Month LIBOR USD + 5.66%) (a)(c) | | | 86,400 | | | | 2,268,000 | |
Two Harbors Investment Corp. - Series B, 7.63% (3 Month LIBOR USD + 5.35%) (c) | | | 2,700 | | | | 65,799 | |
Two Harbors Investment Corp. - Series C, 7.25% (3 Month LIBOR USD + 5.01%) (a)(c) | | | 77,619 | | | | 1,876,051 | |
Two Harbors Investment Corp. - Series E, 7.50% (a) | | | 93,366 | | | | 2,259,457 | |
| | | | | | | 68,334,058 | |
Real Estate - 43.5% | | | | | | | | |
American Homes 4 Rent - Series D, 6.50% | | | 20,681 | | | | 535,638 | |
American Homes 4 Rent - Series E, 6.35% | | | 16,181 | | | | 414,719 | |
American Homes 4 Rent - Series F, 5.88% | | | 2,000 | | | | 49,100 | |
American Homes 4 Rent - Series G, 5.88% | | | 2,891 | | | | 71,812 | |
American Homes 4 Rent - Series H, 6.25% | | | 3,759 | | | | 94,013 | |
The accompanying notes are an integral part of these financial statements.
6
Orinda Income Opportunities Fund Schedule Of Investments (Continued) February 28, 2019 (Unaudited) |
REITS - 70.2% (CONTINUED) | | number of Shares | | | Value | |
Real Estate - 43.5% (Continued) | | | | | | | | |
Ashford Hospitality Trust, Inc. - Series D, 8.45% (a) | | | 145,495 | | | $ | 3,701,393 | |
Ashford Hospitality Trust, Inc. - Series F, 7.38% (a) | | | 156,734 | | | | 3,493,601 | |
Ashford Hospitality Trust, Inc. - Series H, 7.50% | | | 180,000 | | | | 4,046,400 | |
Ashford Hospitality Trust, Inc. - Series I, 7.50% (a) | | | 232,210 | | | | 5,199,182 | |
Bluerock Residential Growth REIT, Inc. (a) | | | 125,000 | | | | 1,325,000 | |
Bluerock Residential Growth REIT, Inc. - Series C, 7.63% | | | 149,553 | | | | 3,737,673 | |
Bluerock Residential Growth REIT, Inc. - Series D, 7.13% (a) | | | 77,899 | | | | 1,869,576 | |
Braemar Hotels & Resorts, Inc. - Series D, 8.25% | | | 37,355 | | | | 926,367 | |
CBL & Associates Properties, Inc. - Series D, 7.38% (a) | | | 207,263 | | | | 2,706,855 | |
City Office REIT, Inc. (a) | | | 150,000 | | | | 1,650,000 | |
City Office REIT, Inc. - Series A, 6.63% | | | 79,238 | | | | 1,909,636 | |
Colony Capital, Inc. - Series B, 8.25% | | | 74,983 | | | | 1,841,582 | |
Colony Capital, Inc. - Series E, 8.75% (a) | | | 411,404 | | | | 10,367,381 | |
Colony Capital, Inc. - Series G, 7.50% | | | 78,247 | | | | 1,799,681 | |
Colony Capital, Inc. - Series H, 7.13% (a) | | | 337,093 | | | | 7,136,259 | |
Colony Capital, Inc. - Series I, 7.15% (a) | | | 288,680 | | | | 6,215,280 | |
Colony Capital, Inc. - Series J, 7.13% | | | 245,900 | | | | 5,257,342 | |
Global Medical REIT, Inc. - Series A, 7.50% (a) | | | 10,920 | | | | 275,184 | |
Global Net Lease, Inc. | | | 189,503 | | | | 3,380,733 | |
Global Net Lease, Inc. - Series A, 7.25% (a) | | | 122,780 | | | | 3,149,307 | |
Hersha Hospitality Trust - Series E, 6.50% (a) | | | 183,123 | | | | 4,274,091 | |
Independence Realty Trust, Inc. (a) | | | 60,000 | | | | 621,600 | |
Investors Real Estate Trust - Series C, 6.63% (a) | | | 78,047 | | | | 1,912,151 | |
iStar, Inc. - Series D, 8.00% (a) | | | 140,036 | | | | 3,598,925 | |
iStar, Inc. - Series I, 7.50% (a) | | | 131,951 | | | | 3,319,887 | |
Jernigan Capital, Inc. - Series B, 7.00% | | | 94,333 | | | | 2,306,442 | |
Kimco Realty Corp. - Series L, 5.125% | | | 5,000 | | | | 113,100 | |
Monmouth Real Estate Investment Corp. - Series C, 6.13% | | | 21,613 | | | | 519,577 | |
Pebblebrook Hotel Trust - Series D, 6.38% | | | 19,623 | | | | 499,013 | |
Pennsylvania Real Estate Investment Trust - Series B, 7.38% | | | 2,548 | | | | 54,196 | |
Pennsylvania Real Estate Investment Trust - Series C, 7.20% | | | 9,986 | | | | 202,216 | |
QTS Realty Trust, Inc. - Series A, 7.13% | | | 100,956 | | | | 2,574,378 | |
QTS Realty Trust, Inc. - Series B, 6.50% | | | 10,085 | | | | 1,057,816 | |
RLJ Lodging Trust - Series A, 1.95% (a)(d) | | | 409,129 | | | | 10,256,864 | |
Seritage Growth Properties - Series A, 7.00% (a) | | | 80,732 | | | | 1,986,815 | |
Summit Hotel Properties, Inc. - Series E, 6.25% | | | 20,125 | | | | 448,787 | |
UMH Properties, Inc. - Series C, 6.75% | | | 50,000 | | | | 1,276,500 | |
UMH Properties, Inc. - Series D, 6.38% (a) | | | 75,664 | | | | 1,766,754 | |
Washington Prime Group, Inc. - Series H, 7.50% (a) | | | 102,021 | | | | 2,253,644 | |
Welltower, Inc. | | | 15,296 | | | | 1,136,646 | |
WPT Industrial Real Estate Investment Trust (b) | | | 12,300 | | | | 165,189 | |
| | | | | | | 111,498,305 | |
TOTAL REITS | | | | | | | | |
(Cost $178,186,901) | | | | | | | 179,832,363 | |
The accompanying notes are an integral part of these financial statements.
7
Orinda Income Opportunities Fund Schedule Of Investments (Continued) February 28, 2019 (Unaudited) |
PREFERRED STOCKS - 29.7% | | number of Shares | | | Value | |
Energy - 8.5% | | | | | | | | |
DCP Midstream LP - Series B, 7.88% (3 Month LIBOR USD + 4.92%) (a)(c) | | | 95,000 | | | $ | 2,301,850 | |
DCP Midstream LP - Series C, 7.95% (3 Month LIBOR USD + 4.88%) (c) | | | 2,000 | | | | 49,580 | |
Energy Transfer Partners LP - Series C, 7.38% (3 Month LIBOR USD + 4.53%) (a)(c) | | | 155,905 | | | | 3,783,815 | |
Energy Transfer Partners LP - Series D, 7.63% (3 Month LIBOR USD + 4.74%) (a)(c) | | | 115,906 | | | | 2,839,697 | |
GasLog Partners LP - Series A, 8.63% (3 Month LIBOR USD + 6.31%) (a)(b)(c) | | | 41,500 | | | | 1,043,725 | |
GasLog Partners LP - Series B, 8.20% (3 Month LIBOR USD + 5.84%) (a)(b)(c) | | | 46,000 | | | | 1,118,260 | |
GasLog Partners LP - Series C, 8.50% (3 Month LIBOR USD + 5.32%) (c) | | | 25,000 | | | | 611,750 | |
NGL Energy Partners LP - Series B, 9.00% (3 Month LIBOR USD + 7.21%) (c) | | | 99,760 | | | | 2,362,317 | |
NuStar Energy LP - Series A, 8.50% (3 Month LIBOR USD + 6.77%) (a)(c) | | | 60,000 | | | | 1,428,600 | |
NuStar Energy LP - Series B, 7.63% (3 Month LIBOR USD + 5.64%) (a)(c) | | | 25,000 | | | | 536,500 | |
NuStar Energy LP - Series C, 9.00% (3 Month LIBOR USD + 6.88%) (a)(c) | | | 50,000 | | | | 1,227,500 | |
Teekay LNG Partners LP - Series B, 8.50% (3 Month LIBOR USD + 6.24%) (a)(b)(c) | | | 105,673 | | | | 2,546,719 | |
Tsakos Energy Navigation Ltd. - Series E, 9.25% (3 Month LIBOR USD + 6.88%) (c) | | | 26,300 | | | | 582,545 | |
Tsakos Energy Navigation Ltd. - Series F, 9.50% (3 Month LIBOR USD + 6.54%) (c) | | | 59,256 | | | | 1,333,260 | |
| | | | | | | 21,766,118 | |
Financials - 12.2% | | | | | | | | |
AG Mortgage Investment Trust, Inc. - Series A, 8.25% | | | 11,000 | | | | 279,070 | |
AG Mortgage Investment Trust, Inc. - Series B, 8.00% | | | 40,819 | | | | 1,054,763 | |
AGNC Investment Corp. - Series B, 7.75% (a) | | | 90,783 | | | | 2,319,506 | |
Annaly Capital Management, Inc. - Series C, 7.63% | | | 17,082 | | | | 432,516 | |
Annaly Capital Management, Inc. - Series D, 7.50% (a) | | | 37,684 | | | | 950,767 | |
Apollo Commercial Real Estate Finance, Inc. - Series C, 8.00% (a) | | | 276,336 | | | | 7,184,736 | |
Arbor Realty Trust, Inc. - Series A, 8.25% | | | 27,800 | | | | 706,120 | |
Arbor Realty Trust, Inc. - Series B, 7.75% | | | 18,323 | | | | 463,022 | |
Arbor Realty Trust, Inc. - Series C, 8.50% (a) | | | 28,000 | | | | 717,780 | |
Capstead Mortgage Corp. - Series E, 7.50% | | | 45,293 | | | | 1,117,378 | |
Cowen, Inc., 7.35% (a) | | | 60,680 | | | | 1,540,665 | |
GMAC Capital Trust I - Series 2, 8.13% (3 Month LIBOR USD + 5.79%) (c) | | | 110,000 | | | | 2,858,900 | |
Invesco Mortgage Capital, Inc. - Series A, 7.75% (a) | | | 77,700 | | | | 1,993,005 | |
Invesco Mortgage Capital, Inc. - Series B, 7.75% (3 Month LIBOR USD + 5.18%) (a)(c) | | | 165,097 | | | | 4,376,722 | |
MFA Financial, Inc. - Series B, 7.50% (a) | | | 59,000 | | | | 1,453,170 | |
Oaktree Capital Group LLC - Series A, 6.63% | | | 29,323 | | | | 730,436 | |
Oaktree Capital Group LLC - Series B, 6.55% | | | 73,210 | | | | 1,817,804 | |
Ready Capital Corp., 7.00% | | | 49,941 | | | | 1,311,451 | |
Virtus Investment Partners, Inc. - Series D, 7.25% | | | 963 | | | | 88,076 | |
| | | | | | | 31,395,887 | |
Industrials - 0.7% | | | | | | | | |
Seaspan Corp. - Series H, 7.88% (b) | | | 44,575 | | | | 1,067,571 | |
Seaspan Corp. - Series I, 8.00% (3 Month LIBOR USD + 5.01%) (c) | | | 30,000 | | | | 741,300 | |
| | | | | | | 1,808,871 | |
Real Estate - 8.1% | | | | | | | | |
Ashford Hospitality Trust, Inc. - Series G, 7.38% (a) | | | 246,668 | | | | 5,303,362 | |
Bluerock Residential Growth REIT, Inc. - Series A, 8.25% (a) | | | 149,371 | | | | 3,938,913 | |
Hersha Hospitality Trust - Series D, 6.50% (a) | | | 144,450 | | | | 3,296,349 | |
iStar, Inc. - Series G, 7.65% | | | 98,831 | | | | 2,444,091 | |
Landmark Infrastructure Partners LP - Series B, 7.90% | | | 51,884 | | | | 1,268,045 | |
The accompanying notes are an integral part of these financial statements.
8
Orinda Income Opportunities Fund Schedule Of Investments (Continued) February 28, 2019 (Unaudited) |
PREFERRED STOCKS - 29.7% (CONTINUED) | | number of Shares | | | Value | |
Real Estate - 8.1% (Continued) | | | | | | | | |
Summit Hotel Properties, Inc. - Series D, 6.45% | | | 11,879 | | | $ | 281,889 | |
UMH Properties, Inc. - Series B, 8.00% (a) | | | 24,990 | | | | 646,491 | |
VEREIT, Inc. - Series F, 6.70% (a) | | | 139,407 | | | | 3,468,446 | |
| | | | | | | 20,647,586 | |
Utilities - 0.2% | | | | | | | | |
CMS Energy Corp., 5.88% | | | 25,000 | | | | 630,000 | |
| | | | | | | | |
TOTAL PREFERRED STOCKS | | | | | | | | |
(Cost $73,468,660) | | | | | | | 76,248,462 | |
CONVERTIBLE PREFERRED STOCKS - 2.9% | | | | | | |
Real Estate - 2.9% | | | | | | | | |
CorEnergy Infrastructure Trust, Inc. - Series A, 7.38% | | | 161,865 | | | | 4,023,964 | |
Wheeler Real Estate Investment Trust, Inc. - Series D, 8.75% (a) | | | 241,463 | | | | 3,356,336 | |
| | | | | | | 7,380,300 | |
TOTAL CONVERTIBLE PREFERRED STOCKS | | | | | | | | |
(Cost $9,659,970) | | | | | | | 7,380,300 | |
CONVERTIBLE BONDS - 1.3%
| | Principal Amount | | |
| |
Financials - 1.3% | | | | | | | | |
Western Asset Mortgage Capital Corp. 6.75%, 10/01/2022 (a) | | $ | 3,500,000 | | | | 3,325,749 | |
| | | | | | | | |
TOTAL CONVERTIBLE BONDS | | | | | | | | |
(Cost $3,500,000) | | | | | | | 3,325,749 | |
CORPORATE BONDS - 0.3% | | | | | | |
Real Estate - 0.3% | | | | | | | | |
CBL & Associates Properties, Inc. 5.25%, 12/01/2023 | | | 1,000,000 | | | | 820,000 | |
| | | | | | | | |
TOTAL CORPORATE BONDS | | | | | | | | |
(Cost $883,808) | | | | | | | 820,000 | |
EXCHANGE TRADED FUNDS - 0.7% | | | | | | |
Alerian MLP ETF | | | 90,000 | | | | 872,100 | |
Direxion Daily 20+ Year Treasury Bear 3x Shares | | | 50,000 | | | | 944,000 | |
| | | | | | | | |
TOTAL EXCHANGE TRADED FUNDS | | | | | | | | |
(Cost $1,791,080) | | | | | | | 1,816,100 | |
MUTUAL FUNDS - 3.4% | | | | | | |
Brookfield Real Assets Income Fund, Inc. | | | 42,500 | | | | 907,375 | |
Cohen & Steers Limited Duration Preferred and Income Fund, Inc. | | | 45,243 | | | | 1,065,473 | |
The accompanying notes are an integral part of these financial statements.
9
Orinda Income Opportunities Fund Schedule Of Investments (Continued) February 28, 2019 (Unaudited) |
MUTUAL FUNDS - 3.4% (CONTINUED) | | Principal Amount | | | Value | |
Cohen & Steers Quality Income Realty Fund, Inc. | | $ | 96,050 | | | $ | 1,173,731 | |
Cohen & Steers Select Preferred and Income Fund, Inc. | | | 30,425 | | | | 816,607 | |
Nuveen Preferred Income Opportunities Fund | | | 343,416 | | | | 3,204,071 | |
Oaktree Specialty Lending Corp. | | | 314,027 | | | | 1,632,940 | |
| | | | | | | | |
TOTAL MUTUAL FUNDS | | | | | | | | |
(Cost $8,075,067) | | | | | | | 8,800,197 | |
SHORT-TERM INVESTMENTS - 3.3% | | Number of Shares | | |
| |
First American Treasury Obligations Fund, 2.33% (e) | | | 8,340,598 | | | | 8,340,598 | |
| | | | | | | | |
TOTAL SHORT-TERM INVESTMENTS | | | | | | | | |
(Cost $8,340,598) | | | | | | | 8,340,598 | |
| | | | | | | | |
TOTAL INVESTMENTS | | | | | | | | |
(Cost $288,774,106) - 113.9% | | | | | | | 291,843,505 | |
LIABILITIES IN EXCESS OF OTHER ASSETS - (13.9)% | | | | | | | (35,580,400 | ) |
| | | | | | | | |
TOTAL NET ASSETS - 100.0% | | | | | | $ | 256,263,105 | |
Percentages are stated as a percent of net assets. |
(a) | All or a portion of the security has been segregated for open short positions. |
(b) | U.S. traded security of a foreign issuer or corporation. |
(c) | Variable Rate Security. The rate shown represents the rate at February 28, 2019. |
(d) | Non-income producing security. |
(e) | Seven-day yield as of February 28, 2019. |
The accompanying notes are an integral part of these financial statements.
10
Orinda Income Opportunities Fund Schedule Of Securities Sold Short February 28, 2019 (Unaudited) |
EXCHANGE TRADED FUNDS - (1.6%) | | number of Shares | | | Value | |
Vanguard REIT ETF | | | (50,000 | ) | | $ | (4,199,500 | ) |
| | | | | | | | |
TOTAL EXCHANGE TRADED FUNDS | | | | | | | | |
(Proceeds $4,183,298) | | | | | | | (4,199,500 | ) |
REITS - (1.9%) | | | | | | |
Real Estate - (1.9%) | | | | | | | | |
Clipper Realty, Inc. | | | (24,208 | ) | | | (318,577 | ) |
Colony Capital, Inc. | | | (500,886 | ) | | | (2,784,926 | ) |
Omega Healthcare Investors, Inc. | | | (30,000 | ) | | | (1,077,000 | ) |
Washington Prime Group, Inc. | | | (110,000 | ) | | | (635,800 | ) |
| | | | | | | (4,816,303 | ) |
TOTAL REITS | | | | | | | | |
(Proceeds $5,010,101) | | | | | | | (4,816,303 | ) |
| | | | | | | | |
TOTAL SECURITIES SOLD SHORT | | | | | | | | |
(Proceeds $9,193,399) - (3.5%) | | | | | | $ | (9,015,803 | ) |
The accompanying notes are an integral part of these financial statements.
11
Orinda Income Opportunities Fund Statement Of Assets And Liabilities February 28, 2019 (Unaudited) |
ASSETS | | | | |
Investments in securities, at value (cost $280,433,508) | | $ | 283,502,907 | |
Short-term investments, at value (cost $8,340,598) | | | 8,340,598 | |
Receivables for: | | | | |
Deposit at brokers | | | 17,649,778 | |
Dividends and interest | | | 920,286 | |
Capital shares sold | | | 730,857 | |
Investments sold | | | 2,599,394 | |
Return of capital | | | 110,248 | |
Prepaid expenses and other assets | | | 33,679 | |
Total assets | | | 313,887,747 | |
| | | | |
LIABILITIES | | | | |
Securities sold short, at fair value (proceeds $9,193,399) | | | 9,015,803 | |
Payables for: | | | | |
Loans payable | | | 45,785,832 | |
Investments purchased | | | 1,988,271 | |
Capital shares redeemed | | | 237,673 | |
Advisory fees | | | 198,298 | |
Distribution and service fees | | | 172,038 | |
Other accrued expenses and liabilities | | | 226,727 | |
Total liabilities | | | 57,624,642 | |
Net assets | | | 256,263,105 | |
| | | | |
NET ASSETS CONSIST OF: | | | | |
Par value | | $ | 11,869 | |
Paid-in capital | | | 277,133,928 | |
Total distributable earnings/(loss) | | | (20,882,692 | ) |
Net assets | | $ | 256,263,105 | |
The accompanying notes are an integral part of these financial statements.
12
Orinda Income Opportunities Fund Statement Of Assets And Liabilities (Continued) February 28, 2019 (Unaudited) |
CLASS I SHARES: | | | | |
Net assets | | $ | 178,376,864 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 8,248,073 | |
Net asset value and redemption price per share | | $ | 21.63 | |
| | | | |
CLASS A SHARES: | | | | |
Net assets | | $ | 58,700,160 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 2,721,064 | |
Net asset value and redemption price per share | | $ | 21.57 | |
Maximum offering price per share (net asset value divided by 95.00%) | | $ | 22.71 | |
| | | | |
CLASS D SHARES: | | | | |
Net assets | | $ | 19,186,081 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 899,714 | |
Net asset value and redemption price per share | | $ | 21.32 | |
The accompanying notes are an integral part of these financial statements.
13
Orinda Income Opportunities Fund Statement Of Operations For the six months Ended February 28, 2019 (Unaudited) |
INVESTMENT INCOME | | | | |
Dividends (net of foreign withholding taxes of $10,199) | | $ | 11,365,748 | |
Interest income | | | 241,145 | |
Total investment income | | | 11,606,893 | |
| | | | |
EXPENSES | | | | |
Advisory fees (Note 2) | | $ | 1,212,542 | |
Interest expense | | | 780,636 | |
Dividend expense on securities sold-short | | | 180,051 | |
Distribution fees - Class D Shares | | | 96,143 | |
Distribution fees - Class A Shares | | | 55,452 | |
Transfer agent fees (Note 2) | | | 73,948 | |
Shareholder service fees - Class I Shares | | | 60,490 | |
Shareholder service fees - Class A Shares | | | 20,404 | |
Shareholder services fee - Class D Shares | | | 6,567 | |
Administration and accounting fees (Note 2) | | | 48,184 | |
Registration and filing fees | | | 31,863 | |
Printing and shareholder reporting fees | | | 19,755 | |
Custodian fees (Note 2) | | | 14,838 | |
Audit and tax service fees | | | 12,073 | |
Director fees | | | 7,134 | |
Legal fees | | | 6,483 | |
Officer fees | | | 5,474 | |
Other expenses | | | 5,439 | |
Total expenses | | | 2,637,476 | |
Net investment income/(loss) | | $ | 8,969,417 | |
| | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | |
Net realized gain/(loss) from: | | | | |
Investments | | $ | (4,069,506 | ) |
Foreign currency | | | 15 | |
Securities sold short | | | 696,898 | |
Written options | | | 291,704 | |
Net change in unrealized appreciation/(depreciation) on: | | | | |
Investments | | | (7,247,868 | ) |
Securities sold short | | | 747,062 | |
Written options | | | 8,802 | |
Net realized and unrealized gain/(loss) from investments | | | (9,572,893 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (603,476 | ) |
The accompanying notes are an integral part of these financial statements.
14
Orinda Income Opportunities Fund Statements Of Changes In Net Assets |
| | Six months ended february 28, 2019 (unaudited) | | | year ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 8,969,417 | | | $ | 10,257,218 | |
Net realized gain/(loss) from investments | | | (3,080,889 | ) | | | 366,380 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (6,492,004 | ) | | | (6,832,121 | ) |
Net increase/(decrease) in net assets resulting from operations | | | (603,476 | ) | | | 3,791,477 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | | | | | |
Total distributable earnings | | | | | | | | |
Class I Shares | | | (6,323,140 | ) | | | (9,743,270 | ) |
Class A Shares | | | (1,398,344 | ) | | | (3,521,733 | ) |
Class D Shares | | | (628,516 | ) | | | (901,477 | ) |
Return of Capital | | | | | | | | |
Class I Shares | | | — | | | | (3,841,630 | ) |
Class A Shares | | | — | | | | (1,512,445 | ) |
Class D Shares | | | — | | | | (429,227 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (8,350,000 | ) | | | (19,949,782 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Class I Shares | | | | | | | | |
Proceeds from shares sold | | | 48,723,308 | | | | 87,993,743 | |
Reinvestment of distributions | | | 5,597,092 | | | | 11,829,623 | |
Shares redeemed | | | (61,893,318 | ) | | | (91,103,369 | ) |
Total from Class I Shares | | | (7,572,918 | ) | | | 8,719,997 | |
| | | | | | | | |
Class A Shares | | | | | | | | |
Proceeds from shares sold | | | 34,480,358 | | | | 38,525,832 | |
Reinvestment of distributions | | | 1,027,224 | | | | 4,713,495 | |
Shares redeemed | | | (21,736,382 | ) | | | (103,727,248 | ) |
Total from Class A Shares | | | 13,771,200 | | | | (60,487,921 | ) |
| | | | | | | | |
Class D Shares | | | | | | | | |
Proceeds from shares sold | | | 1,708,721 | | | | 2,988,921 | |
Reinvestment of distributions | | | 424,855 | | | | 1,049,718 | |
Shares redeemed | | | (2,578,876 | ) | | | (4,832,896 | ) |
Total from Class D Shares | | | (445,300 | ) | | | (794,257 | ) |
Net increase/(decrease) in net assets from capital share transactions | | | 5,752,982 | | | | (52,562,181 | ) |
Total increase/(decrease) in net assets | | | (3,200,494 | ) | | | (68,720,486 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 259,463,599 | | | | 328,184,085 | |
End of period | | $ | 256,263,105 | | | $ | 259,463,599 | |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 9 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders were $(14,166,480) of net investment income and $ (5,783,302) of net return of capital during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $(68,353). |
The accompanying notes are an integral part of these financial statements.
15
Orinda Income Opportunities Fund Statements Of Changes In Net Assets (Continued) |
| | Six months ended february 28, 2019 (unaudited) | | | year ended August 31, 2018 | |
SHARES TRANSACTIONS: | | | | | | | | |
Class I Shares | | | | | | | | |
Shares sold | | | 2,326,735 | | | | 3,923,521 | |
Dividends and distributions reinvested | | | 274,704 | | | | 531,446 | |
Shares redeemed | | | (2,938,742 | ) | | | (4,124,638 | ) |
Net increase/(decrease) | | | (337,303 | ) | | | 330,329 | |
| | | | | | | | |
Class A Shares | | | | | | | | |
Shares sold | | | 1,671,553 | | | | 1,709,837 | |
Dividends and distributions reinvested | | | 50,340 | | | | 209,201 | |
Shares redeemed | | | (1,039,236 | ) | | | (4,704,402 | ) |
Net increase/(decrease) | | | 682,657 | | | | (2,785,364 | ) |
| | | | | | | | |
Class D Shares | | | | | | | | |
Shares sold | | | 80,781 | | | | 135,346 | |
Dividends and distributions reinvested | | | 21,035 | | | | 47,747 | |
Shares redeemed | | | (124,190 | ) | | | (221,741 | ) |
Net increase/(decrease) | | | (22,374 | ) | | | (38,648 | ) |
| | | | | | | | |
Net increase/(decrease) in shares outstanding | | | 322,980 | | | | (2,493,683 | ) |
The accompanying notes are an integral part of these financial statements.
16
Orinda Income Opportunities Fund Statement Of Cash Flows |
| | Six months ended february 28, 2019 (unaudited) | | | year ended August 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | | | | | | | | |
Net increase/(decrease) in net assets resulting from operations | | $ | (603,476 | ) | | $ | 3,791,477 | |
Adjustments to reconcile net increase/(decrease) in net assets from operations to net cash used in operating activities: | | | | | | | | �� |
Purchases of investments | | | (184,797,176 | ) | | | (321,370,461 | ) |
Purchases to cover securities sold short | | | (117,964,982 | ) | | | (650,366,400 | ) |
Written options closed or exercised | | | (8,801 | ) | | | (18,408 | ) |
Proceeds from sales of long-term investments | | | 168,972,216 | | | | 383,122,964 | |
Proceeds from securities sold short | | | 111,127,146 | | | | 631,793,102 | |
Premiums received on written options | | | 300,506 | | | | 510,947 | |
Purchases of short-term investments, net | | | 649,700 | | | | 11,032,876 | |
Return of capital and capital gain distributions received from underlying investments | | | 458,020 | | | | 11,438,744 | |
Amortization and accretion of premium and discount | | | (12,267 | ) | | | (67,288 | ) |
Net realized gain/(loss) on investments | | | 4,069,506 | | | | (238,930 | ) |
Net realized gain/(loss) on short transactions | | | (696,898 | ) | | | 305,849 | |
Net realized gain/(loss) on written options | | | (291,704 | ) | | | (433,286 | ) |
Net realized gain/(loss) on foreign currency translation | | | (15 | ) | | | (13 | ) |
Change in unrealized appreciation/(depreciation) on investments | | | 7,247,868 | | | | 6,210,189 | |
Change in unrealized appreciation/(depreciation) on short transactions | | | (747,062 | ) | | | 595,668 | |
Change in unrealized appreciation/(depreciation) on written options | | | (8,802 | ) | | | 26,264 | |
Increases/(decreases) in operating assets: | | | | | | | | |
Increase/(decrease) in dividends and interest receivable | | | 4,200 | | | | 504,171 | |
Increase/(decrease) in deposits at broker for short sales | | | 6,124,042 | | | | 17,830,752 | |
Increase/(decrease) in receivable for investment securities sold | | | (2,437,372 | ) | | | 1,873,215 | |
Increase/(decrease) in prepaid expenses and other assets | | | 4,094 | | | | 10,727 | |
Increases/(decreases) in operating liabilities: | | | | | | | | |
Increase/(decrease) in payable for investment securities purchased | | | 1,929,087 | | | | (4,588,439 | ) |
Increase/(decrease) in payable to advisor | | | (19,987 | ) | | | (59,698 | ) |
Increase/(decrease) in payable for distribution and service fees | | | 13,359 | | | | (132,392 | ) |
Increase/(decrease) in other accrued expenses | | | 103,823 | | | | 65,896 | |
Net cash used in operating activities | | | (6,584,975 | ) | | | 91,837,526 | |
| | | | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | |
Proceeds from shares sold | | | 84,931,766 | | | | 129,515,596 | |
Payment on shares redeemed | | | (86,162,226 | ) | | | (200,118,485 | ) |
Cash distributions paid to shareholders | | | (1,300,829 | ) | | | (2,356,946 | ) |
Increase/(decrease) in loan payable | | | 9,116,264 | | | | (18,877,691 | ) |
Net cash provided by financing activities | | | 6,584,975 | | | | (91,837,526 | ) |
Net change in cash | | | — | | | | — | |
| | | | | | | | |
CASH: | | | | | | | | |
Beginning balance | | | — | | | | — | |
Ending balance | | $ | — | | | $ | — | |
The accompanying notes are an integral part of these financial statements.
17
Orinda Income Opportunities Fund Statement Of Cash Flows (continued) |
| | Six months ended february 28, 2019 (unaudited) | | | year ended August 31, 2018 | |
SUPPLEMENTAL DISCLOSURES: | | | | | | | | |
Cash paid for interest | | $ | 780,636 | | | $ | 1,374,465 | |
Non-cash financing activities - distributions reinvested | | | 7,049,171 | | | | 17,592,836 | |
Non-cash financing activities - increase/(decrease) in receivable for Fund shares sold | | | (19,379 | ) | | | (7,100 | ) |
Non-cash financing activities - increase/(decrease) in payable for Fund shares redeemed | | | 46,350 | | | | (454,972 | ) |
The accompanying notes are an integral part of these financial statements.
18
Orinda Income Opportunities Fund Financial Highlights |
For a capital share outstanding throughout the period
| | CLASS I SHARES | |
| | Six Months Ended February 28, 2019 (Unaudited) | | | Year Ended August 31, 2018 | | | Six Months Ended August 31, 2017 2, 3 | | | Year Ended February 28, 2017 | | | Year Ended February 29, 2016 | | | Year Ended February 28, 2015 | | | June 28, 2013 through February 28, 2014 4 | |
Net asset value – Beginning of period | | $ | 22.50 | | | $ | 23.42 | | | $ | 23.66 | | | $ | 21.36 | | | $ | 25.29 | | | $ | 25.60 | | | $ | 25.00 | |
Income from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)1 | | | 0.80 | | | | 0.86 | | | | 0.63 | | | | 1.10 | | | | 0.99 | | | | 1.15 | | | | 0.59 | |
Net realized and unrealized gain/(loss) on investments | | | (0.92 | ) | | | (0.17 | ) | | | (0.02 | ) | | | 2.90 | | | | (3.36 | ) | | | 0.12 | | | | 0.50 | |
Total from investment operations | | | (0.12 | ) | | | 0.69 | | | | 0.61 | | | | 4.00 | | | | (2.37 | ) | | | 1.27 | | | | 1.09 | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.75 | ) | | | (1.15 | ) | | | (0.63 | ) | | | (1.10 | ) | | | (1.02 | ) | | | (1.39 | ) | | | (0.45 | ) |
Distributions from net realized gains | | | — | | | | — | | | | — | | | | — | | | | — | | | | (0.01 | ) | | | (0.04 | ) |
Return of capital | | | — | | | | (0.46 | ) | | | (0.22 | ) | | | (0.60 | ) | | | (0.54 | ) | | | (0.18 | ) | | | — | |
Total distributions | | | (0.75 | ) | | | (1.61 | ) | | | (0.85 | ) | | | (1.70 | ) | | | (1.56 | ) | | | (1.58 | ) | | | (0.49 | ) |
Net asset value – End of period | | $ | 21.63 | | | $ | 22.50 | | | $ | 23.42 | | | $ | 23.66 | | | $ | 21.36 | | | $ | 25.29 | | | $ | 25.60 | |
Total return/(loss) | | | (0.30 | )%5 | | | 3.24 | % | | | 2.62 | %5 | | | 19.29 | % | | | (9.81 | )% | | | 5.08 | % | | | 4.44 | %5 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 178,377 | | | $ | 193,184 | | | $ | 193,361 | | | $ | 180,360 | | | $ | 121,400 | | | $ | 151,017 | | | $ | 72,370 | |
Ratio of operating expenses to average net assets: | | | | | | | | | | | | | | | | | | | | |
Before Recoupments/Reimbursements | | | 2.04 | %6 | | | 1.92 | % | | | 1.82 | %6 | | | 2.01 | % | | | 1.85 | % | | | 1.64 | % | | | 1.96 | %6 |
After Recoupments/Reimbursements | | | 2.04 | %6 | | | 1.92 | % | | | 1.82 | %6 | | | 2.01 | % | | | 1.84 | % | | | 1.70 | % | | | 1.62 | %6 |
Ratio of interest expense and dividends on short positions to average net assets | | | 0.80 | %6 | | | 0.63 | % | | | 0.55 | %6 | | | 0.68 | % | | | 0.49 | % | | | 0.27 | % | | | 0.02 | %6 |
Ratio of net investment income/(loss) to average net assets: | | | | | | | | | | | | | | | | |
Before Recoupments/Reimbursements | | | 7.58 | %6 | | | 3.83 | % | | | 5.33 | %6 | | | 4.68 | % | | | 4.21 | % | | | 4.71 | % | | | 6.75 | %6 |
After Recoupments/Reimbursements | | | 7.58 | %6 | | | 3.83 | % | | | 5.33 | %6 | | | 4.68 | % | | | 4.22 | % | | | 4.65 | % | | | 7.09 | %6 |
Portfolio turnover rate | | | 61 | %5 | | | 102 | % | | | 46 | %5 | | | 121 | % | | | 127 | % | | | 185 | % | | | 119 | %5 |
1 | Calculated based on average shares outstanding during the period. |
2 | Effective as of the close of business on April 28, 2017, the Fund acquired all the assets and liabilities of the Orinda Income Opportunities Fund, a series of Advisors Series Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performance of the Predecessor Fund. |
3 | The Fund changed its fiscal year end to August 31. |
4 | Commencement of operations for Class I Shares was June 28, 2013. |
The accompanying notes are an integral part of these financial statements.
19
Orinda Income Opportunities Fund Financial Highlights (Continued) |
For a capital share outstanding throughout the period
| | CLASS A SHARES | |
| | Six Months Ended February 28, 2019 (Unaudited) | | | Year Ended August 31, 2018 | | | Six Months Ended August 31, 2017 2, 3 | | | Year Ended February 28, 2017 | | | Year Ended February 29, 2016 | | | Year Ended February 28, 2015 | | | June 28, 2013 through February 28, 2014 4 | |
Net asset value – Beginning of period | | $ | 22.46 | | | $ | 23.33 | | | $ | 23.58 | | | $ | 21.31 | | | $ | 25.25 | | | $ | 25.57 | | | $ | 25.00 | |
Income from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)1 | | | 0.73 | | | | 0.77 | | | | 0.59 | | | | 1.03 | | | | 0.93 | | | | 0.97 | | | | 0.65 | |
Net realized and unrealized gain/(loss) on investments | | | (0.89 | ) | | | (0.14 | ) | | | (0.02 | ) | | | 2.88 | | | | (3.37 | ) | | | 0.22 | | | | 0.39 | |
Total from investment operations | | | (0.16 | ) | | | 0.63 | | | | 0.57 | | | | 3.91 | | | | (2.44 | ) | | | 1.19 | | | | 1.04 | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.73 | ) | | | (1.04 | ) | | | (0.60 | ) | | | (1.04 | ) | | | (0.96 | ) | | | (1.32 | ) | | | (0.43 | ) |
Distributions from net realized gains | | | — | | | | — | | | | — | | | | — | | | | — | | | | (0.01 | ) | | | (0.04 | ) |
Return of capital | | | — | | | | (0.46 | ) | | | (0.22 | ) | | | (0.60 | ) | | | (0.54 | ) | | | (0.18 | ) | | | — | |
Total distributions | | | (0.73 | ) | | | (1.50 | ) | | | (0.82 | ) | | | (1.64 | ) | | | (1.50 | ) | | | (1.51 | ) | | | (0.47 | ) |
Net asset value – End of period | | $ | 21.57 | | | $ | 22.46 | | | $ | 23.33 | | | $ | 23.58 | | | $ | 21.31 | | | $ | 25.25 | | | $ | 25.57 | |
Total return/(loss) | | | (0.50 | )%5 | | | 2.94 | % | | | 2.49 | %5 | | | 18.90 | % | | | (10.09 | )% | | | 4.79 | % | | | 4.22 | %5 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 58,700 | | | $ | 45,783 | | | $ | 112,549 | | | $ | 101,270 | | | $ | 66,375 | | | $ | 74,834 | | | $ | 14,421 | |
Ratio of operating expenses to average net assets: | | | | | | | | | | | | | | | | | | | | |
Before Recoupments/Reimbursements | | | 2.32 | %6 | | | 2.07 | % | | | 2.12 | %6 | | | 2.29 | % | | | 2.15 | % | | | 1.96 | % | | | 2.55 | %6 |
After Recoupments/Reimbursements | | | 2.32 | %6 | | | 2.07 | % | | | 2.12 | %6 | | | 2.29 | % | | | 2.15 | % | | | 2.00 | % | | | 1.92 | %6 |
Ratio of interest expense and dividends on short positions to average net assets | | | 0.77 | %6 | | | 0.51 | % | | | 0.55 | %6 | | | 0.66 | % | | | 0.48 | % | | | 0.28 | % | | | 0.02 | %6 |
Ratio of net investment income/(loss) to average net assets: | | | | | | | | | | | | | | | | |
Before Recoupments/Reimbursements | | | 6.97 | %6 | | | 3.37 | % | | | 5.03 | %6 | | | 4.34 | % | | | 3.97 | % | | | 4.53 | % | | | 5.45 | %6 |
After Recoupments/Reimbursements | | | 6.97 | %6 | | | 3.37 | % | | | 5.03 | %6 | | | 4.34 | % | | | 3.97 | % | | | 4.49 | % | | | 6.08 | %6 |
Portfolio turnover rate | | | 61 | %5 | | | 102 | % | | | 46 | %5 | | | 121 | % | | | 127 | % | | | 185 | % | | | 119 | %5 |
1 | Calculated based on average shares outstanding during the period. |
2 | Effective as of the close of business on April 28, 2017, the Fund acquired all the assets and liabilities of the Orinda Income Opportunities Fund, a series of Advisors Series Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performance of the Predecessor Fund. |
3 | The Fund changed its fiscal year end to August 31. |
4 | Commencement of operations for Class A Shares was June 28, 2013. |
The accompanying notes are an integral part of these financial statements.
20
Orinda Income Opportunities Fund Financial Highlights (Continued) |
For a capital share outstanding throughout the period
| | CLASS D SHARES | |
| | Six Months Ended February 28, 2019 (Unaudited) | | | Year Ended August 31, 2018 | | | Six Months Ended August 31, 2017 2, 3 | | | Year Ended February 28, 2017 | | | Year Ended February 29, 2016 | | | Year Ended February 28, 2015 | | | September 27, 2013 through February 28, 2014 4 | |
Net asset value – Beginning of period | | $ | 22.23 | | | $ | 23.18 | | | $ | 23.49 | | | $ | 21.25 | | | $ | 25.17 | | | $ | 25.51 | | | $ | 25.01 | |
Income from Investment Operations: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income/(loss)1 | | | 0.69 | | | | 0.63 | | | | 0.51 | | | | 0.87 | | | | 0.82 | | | | 0.92 | | | | 0.53 | |
Net realized and unrealized gain/(loss) on investments | | | (0.92 | ) | | | (0.16 | ) | | | (0.02 | ) | | | 2.88 | | | | (3.37 | ) | | | 0.07 | | | | 0.44 | |
Total from investment operations | | | (0.23 | ) | | | 0.47 | | | | 0.49 | | | | 3.75 | | | | (2.55 | ) | | | 0.99 | | | | 0.97 | |
Less Distributions: | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.68 | ) | | | (0.96 | ) | | | (0.58 | ) | | | (0.90 | ) | | | (0.83 | ) | | | (1.14 | ) | | | (0.43 | ) |
Distributions from net realized gains | | | — | | | | — | | | | — | | | | — | | | | — | | | | (0.01 | ) | | | (0.04 | ) |
Return of capital | | | — | | | | (0.46 | ) | | | (0.22 | ) | | | (0.61 | ) | | | (0.54 | ) | | | (0.18 | ) | | | — | |
Total distributions | | | (0.68 | ) | | | (1.42 | ) | | | (0.80 | ) | | | (1.51 | ) | | | (1.37 | ) | | | (1.33 | ) | | | (0.47 | ) |
Net asset value – End of period | | $ | 21.32 | | | $ | 22.23 | | | $ | 23.18 | | | $ | 23.49 | | | $ | 21.25 | | | $ | 25.17 | | | $ | 25.51 | |
Total return/(loss) | | | (0.85 | )%5 | | | 2.23 | % | | | 2.13 | %5 | | | 18.10 | % | | | (10.56 | )% | | | 3.97 | % | | | 3.95 | %5 |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Ratios and Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (thousands) | | $ | 19,186 | | | $ | 20,497 | | | $ | 22,274 | | | $ | 23,963 | | | $ | 21,405 | | | $ | 23,336 | | | $ | 12,450 | |
Ratio of operating expenses to average net assets: | | | | | | | | | | | | | | | | |
Before Recoupments/Reimbursements | | | 3.05 | %6 | | | 2.93 | % | | | 2.79 | %6 | | | 2.98 | % | | | 2.81 | % | | | 2.70 | % | | | 2.77 | %6 |
After Recoupments/Reimbursements | | | 3.05 | %6 | | | 2.93 | % | | | 2.79 | %6 | | | 2.98 | % | | | 2.67 | % | | | 2.76 | % | | | 2.67 | %6 |
Ratio of interest expense and dividends on short positions to average net assets | | | 0.80 | %6 | | | 0.64 | % | | | 0.55 | %6 | | | 0.67 | % | | | 0.49 | % | | | 0.27 | % | | | 0.02 | %6 |
Ratio of net investment income/(loss) to average net assets: | | | | | | | | | | | | | | | | |
Before Recoupments/Reimbursements | | | 6.64 | %6 | | | 2.90 | % | | | 4.36 | %6 | | | 3.76 | % | | | 3.32 | % | | | 3.75 | % | | | 7.62 | %6 |
After Recoupments/Reimbursements | | | 6.64 | %6 | | | 2.90 | % | | | 4.36 | %6 | | | 3.76 | % | | | 3.46 | % | | | 3.69 | % | | | 7.72 | %6 |
Portfolio turnover rate | | | 61 | %5 | | | 102 | % | | | 46 | %5 | | | 121 | % | | | 127 | % | | | 185 | % | | | 119 | %5 |
1 | Calculated based on average shares outstanding during the period. |
2 | Effective as of the close of business on April 28, 2017, the Fund acquired all the assets and liabilities of the Orinda Income Opportunities Fund, a series of Advisors Series Trust (the “Predecessor Fund”). The financial highlights for the periods prior to that date reflect the performance of the Predecessor Fund. |
3 | The Fund changed its fiscal year end to August 31. |
4 | Commencement of operations for Class D Shares was September 27, 2013. |
The accompanying notes are an integral part of these financial statements.
21
Orinda Income Opportunities Fund Notes To Financial Statements February 28, 2019 (Unaudited) |
1. ORGANIZATION AND SIGNIFICANT ACCOUNTing POLICIES
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Orinda Income Opportunities Fund (the “Fund”), which became a series of RBB as of the close of business on April 28, 2017. The Fund is authorized to offer three classes of shares, Class I Shares, Class A Shares and Class D Shares. Class A Shares are sold subject to a front-end maximum sales charge of 5.00%. Front-end sales charges may be reduced or waived under certain circumstances. Class I Shares, Class A Shares and Class D Shares commenced investment operations on June 28, 2013, June 28, 2013 and September 27, 2013, respectively.
Prior to April 28, 2017, the Fund was a series (the “Predecessor Fund”) of Advisors Series Trust (the “Trust”), an open-end management investment company (or mutual fund) organized on October 3, 1996, as a statutory trust under the laws of the State of Delaware. The Predecessor Fund was reorganized into the Fund on April 28, 2017 (the “Reorganization”). As a result of the Reorganization, the performance and accounting history of the Predecessor Fund was assumed by the Fund. Performance and accounting information prior to April 28, 2017 included herein is that of the Predecessor Fund.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund’s investment objective is to maximize current income with potential for modest growth of capital.
The Fund is an investment company and follows the accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services-Investment Companies.”
The end of the reporting period for the Fund is February 28, 2019 and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. Investments in other open-end investment companies are valued based on the NAV of the investment companies (which may use fair value pricing as disclosed in their prospectuses). Options for which the primary market is a national securities exchange are valued at the last sale price on the exchange on which they are traded, or, in the absence of any sale, will be valued at the mean of the last bid and ask prices prior to the market close. Options not traded on a national securities exchange are valued at the last quoted bid price for long option positions and the closing ask price for short option positions. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments. Such procedures use fundamental valuation methods, which may include, but are not limited to, an analysis of the effect of any restrictions on the resale of the security, industry analysis and trends, significant changes in the issuer’s financial position, and any other event which could have a significant impact on the value of the security. Determination of fair value involves subjective judgment as the actual market value of a particular security can be established only by negotiations between the parties in a sales transaction, and the difference between the recorded fair value and the value that would be received in a sale could be significant. The Fund may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Fund values its securities, generally as of 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to
22
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
the possibility that significant events, including broad market moves, government actions or pronouncements, aftermarket trading, or news events may have occurred in the interim. To account for this, the Fund may value foreign securities using fair value prices based on third-party vendor modeling tools (international fair value pricing).
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1 — | Prices are determined using quoted prices in active markets for identical securities. |
| ● | Level 2 — | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● | Level 3 — | Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of inputs used, as of the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Assets | | | | | | | | | | | | | | | | |
Common Stocks | | | | | | | | | | | | | | | | |
Energy | | $ | 2,975,748 | | | $ | 2,975,748 | | | $ | — | | | $ | — | |
Real Estate | | | 2,303,988 | | | | 2,303,988 | | | | — | | | | — | |
Total Common Stocks | | | 5,279,736 | | | | 5,279,736 | | | | — | | | | — | |
REITs | | | | | | | | | | | | | | | | |
Financials | | | 68,334,058 | | | | 68,334,058 | | | | — | | | | — | |
Real Estate | | | 111,498,305 | | | | 109,511,490 | | | | 1,986,815 | | | | — | |
Total REITs | | | 179,832,363 | | | | 177,845,548 | | | | 1,986,815 | | | | — | |
Preferred Stocks | | | | | | | | | | | | | | | | |
Energy | | | 21,766,118 | | | | 21,766,118 | | | | — | | | | — | |
Financials | | | 31,395,887 | | | | 30,678,107 | | | | 717,780 | | | | — | |
Industrials | | | 1,808,871 | | | | 1,808,871 | | | | — | | | | — | |
Real Estate | | | 20,647,586 | | | | 19,379,541 | | | | 1,268,045 | | | | — | |
Utilities | | | 630,000 | | | | 630,000 | | | | — | | | | — | |
Total Preferred Stocks | | | 76,248,462 | | | | 74,262,637 | | | | 1,985,825 | | | | — | |
Convertible Preferred Stocks | | | | | | | | | | | | | | | | |
Real Estate | | | 7,380,300 | | | | 7,380,300 | | | | — | | | | — | |
Total Convertible Preferred Stocks | | | 7,380,300 | | | | 7,380,300 | | | | — | | | | — | |
Convertible Bonds | | | | | | | | | | | | | | | | |
Financials | | | 3,325,749 | | | | — | | | | 3,325,749 | | | | — | |
Total Convertible Bonds | | | 3,325,749 | | | | — | | | | 3,325,749 | | | | — | |
Corporate Bonds | | | | | | | | | | | | | | | | |
Real Estate | | | 820,000 | | | | — | | | | 820,000 | | | | — | |
Total Corporate Bonds | | | 820,000 | | | | — | | | | 820,000 | | | | — | |
Exchange Traded Funds | | | 1,816,100 | | | | 1,816,100 | | | | — | | | | — | |
Mutual Funds | | | 8,800,197 | | | | 8,800,197 | | | | — | | | | — | |
Short-Term Investments | | | 8,340,598 | | | | 8,340,598 | | | | — | | | | — | |
Total Investments in Securities | | $ | 291,843,505 | | | $ | 283,725,116 | | | $ | 8,118,389 | | | $ | — | |
Total Assets | | $ | 291,843,505 | | | $ | 283,725,116 | | | $ | 8,118,389 | | | $ | — | |
23
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
FAIR VALUE MEASUREMENTS (continued)
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Liabilities | | | | | | | | | | | | | | | | |
Securities Sold Short | | $ | 9,015,803 | | | $ | 9,015,803 | | | $ | — | | | $ | — | |
Total Liabilities | | $ | 9,015,803 | | | $ | 9,015,803 | | | $ | — | | | $ | — | |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. U.S. GAAP also requires the Fund to disclose amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if the Fund had an amount of Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
Foreign securities that utilize international fair pricing are categorized as Level 2 in the hierarchy.
During the current fiscal period, the Fund had no Level 3 transfers.
DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES — The Fund may use derivatives for different purposes, such as a substitute for taking a position in the underlying asset and/or as part of a strategy designed to reduce exposure to other risks, such as interest rate or currency risk. The various derivative instruments that the Fund may use are options, futures, swaps, and forward foreign currency contracts, among others. The Fund may also use derivatives for leverage, in which case their use would involve leveraging risk. The Fund’s use of derivative instruments involves risks different from, or possibly greater than, the risks associated with investing directly in securities and other traditional investments. Derivatives are subject to a number of risks, such as liquidity risk, interest rate risk, market risk, credit risk, and management risk. A Fund investing in a derivative instrument could lose more than the principal amount invested.
The Fund has adopted the disclosure provisions of FASB Accounting Standard Codification 815, Derivatives and Hedging (“ASC 815”). ASC 815 requires enhanced disclosures about the Fund’s use of, and accounting for, derivative instruments and the effect of derivative instruments on the Fund’s results of operations and financial position. Tabular disclosure regarding derivative fair value and gain/loss by contract type (e.g., interest rate contracts, foreign exchange contracts, credit contracts, etc.) is required and derivatives accounted for as hedging instruments under ASC 815 must be disclosed separately from those that do not qualify for hedge accounting. Even though the Fund may use derivatives in an attempt to achieve an economic hedge, the Fund’s derivatives are not accounted for as hedging instruments under ASC 815 because investment companies account for their derivatives at fair value and record any changes in fair value in current period earnings.
24
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
The following tables provide quantitative disclosures about gains and losses on the Fund’s derivative instruments for the current fiscal period.
The following table lists the amounts of realized gains/(losses) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | Statement of Operations Location | | Equity Contracts | |
Realized Gain/(Loss) |
Purchased Options | Net realized gain/(loss) from investments | | $ | (375,616 | ) |
Written Options | Net realized gain/(loss) from written options | | | 291,704 | |
Total Realized Gain/(Loss) | | | $ | (83,912 | ) |
The following table lists the amounts of change in unrealized appreciation/(depreciation) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by contract type and risk exposure.
Derivative Type | Statement of Operations Location | | Equity Contracts | |
Change in Unrealized Appreciation/(Depreciation) |
Purchased Options | Net change in unrealized appreciation/(depreciation) on investments | | $ | — | |
Written Options | Net change in unrealized appreciation/(depreciation) on written options | | | 8,802 | |
Total Change in Unrealized Appreciation/(Depreciation) | | | $ | 8,802 | |
Average Balance Information
During the current fiscal period, the Fund’s quarterly average volume of derivatives was as follows:
Purchased Options (Cost) | Written Options (Proceeds) |
$ 320,452 | $ (99,375) |
OPTIONS — The Fund may utilize options for hedging purposes as well as direct investment. Some options strategies, including buying puts, tend to hedge the Fund’s investments against price fluctuations. Other strategies, such as writing puts and calls and buying calls, tend to increase market exposure. Options contracts may be combined with each other in order to adjust the risk and return characteristics of each Fund’s overall strategy in a manner deemed appropriate to the Adviser and consistent with each Fund’s investment objective and policies. When a call or put option is written, an amount equal to the premium received is recorded as a liability. The liability is marked-to-market daily to reflect the current fair value of the written option. When a written option expires, a gain is realized in the amount of the premium originally received. If a closing purchase contract is entered into, a gain or loss is realized in the amount of the original premium less the cost of the closing transaction. If a written call option is exercised, a gain or loss is realized from the sale of the underlying security, and the proceeds from such sale are increased by the premium originally received. If a written put option is exercised, the amount of the premium originally received reduces the cost of the security which is purchased upon the exercise of the option.
25
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
With options, there is minimal counterparty credit risk to the Fund since the options are covered or secured, which means that the Fund will own the underlying security or, to the extent it does not hold such a portfolio, will maintain a segregated account with the Fund’s custodian consisting of high quality liquid debt obligations equal to the market value of the option, marked to market daily.
Options purchased are recorded as investments and marked-to-market daily to reflect the current fair value of the option contract. If an option purchased expires, a loss is realized in the amount of the cost of the option contract. If a closing transaction is entered into, a gain or loss is realized to the extent that the proceeds from the sale are greater or less than the cost of the option. If a purchase put option is exercised, a gain or loss is realized from the sale of the underlying security by adjusting the proceeds from such sale by the amount of the premium originally paid. If a purchased call option is exercised, the cost of the security purchased upon exercise is increased by the premium originally paid.
FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS — The Fund is subject to equity price risk, interest rate risk, and foreign currency exchange rate risk in the normal course of pursuing its investment objectives. The Fund uses futures contracts and options on such futures contracts to gain exposure to, or hedge against, changes in the value of equities, interest rates or foreign currencies. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date. Upon entering into such contracts, the Fund is required to deposit with the broker, either in cash or securities, an initial margin deposit in an amount equal to a certain percentage of the contract amount. Subsequent payments (variation margin) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gains or losses by the Fund. Upon entering into such contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. With futures, there is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange-traded futures, guarantees the futures against default. The use of futures contracts, and options on futures contracts, involves the risk of imperfect correlation in movements in the price of futures contracts and options thereon, interest rates and the underlying hedged assets.
LEVERAGE AND SHORT SALES — The Fund may use leverage in connection with its investment activities and may effect short sales of securities. Leverage can increase the investment returns of the Fund if the securities purchased increase in value in an amount exceeding the cost of the borrowing. However, if the securities decrease in value, the Fund will suffer a greater loss than would have resulted without the use of leverage. A short sale is the sale by the Fund of a security which it does not own in anticipation of purchasing the same security in the future at a lower price to close the short position. A short sale will be successful if the price of the shorted security decreases. However, if the underlying security goes up in price during the period in which the short position is outstanding, the Fund will realize a loss. The risk on a short sale is unlimited because the Fund must buy the shorted security at the higher price to complete the transaction. Therefore, short sales may be subject to greater risks than investments in long positions. With a long position, the maximum sustainable loss is limited to the amount paid for the security plus the transaction costs, whereas there is no maximum attainable price of the shorted security. The Fund would also incur increased transaction costs associated with selling securities short. In addition, if the Fund sells securities short, it must maintain a segregated account with its custodian containing cash or high-grade securities equal to (i) the greater of the current market value of the securities sold short or the market value of such securities at the time they were sold short, less (ii) any collateral deposited with the Fund’s broker (not including the proceeds from the short sales). The Fund may be required to add to the segregated account as the market price of a shorted security increases. As a result of maintaining and adding to its segregated account, the Fund may maintain higher levels of cash or liquid assets (for example, U.S. Treasury bills, repurchase agreements, high quality commercial paper and long equity positions) for collateral needs thus reducing its overall managed assets available for trading purposes. The Fund is obligated to pay the counterparty any dividends or interest due on securities sold short. Such dividends and interest are recorded as an expense to the Fund.
MUTUAL FUND AND ETF TRADING RISK — The Fund may invest in other mutual funds that are either open-end or closed-end investment companies as well as ETFs. ETFs are investment companies that are bought and sold on a national securities exchange. Unlike mutual funds, ETFs do not necessarily trade at the net asset values of their underlying securities, which means an ETF could potentially trade above or below the value of the underlying portfolios. Additionally, because ETFs trade like stocks on exchanges, they are subject to trading and commission costs unlike mutual funds. Also, both mutual funds and ETFs have management fees that are part of their costs, and the Fund will indirectly bear its proportionate share of the costs.
26
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
REITS — The Fund has made certain investments in real estate investment trusts (“REITs”) which pay dividends to their shareholders based upon available funds from operations. It is quite common for these dividends to exceed the REITs’ taxable earnings and profits resulting in the excess portion being designated as a return of capital. The Fund intends to include the gross dividends from such REITs in its annual distributions to shareholders and, accordingly, a portion of the Fund’s distributions may also be designated as a return of capital.
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Funds.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — The Fund distributes substantially all of its net investment income, if any, quarterly, and net realized capital gains, if any, annually. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
FOREIGN CURRENCY TRANSLATION — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date.
The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investments in the Statement of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Statement of Operations.
MARKET RISK — The value of the Fund’s shares will fluctuate as a result of the movement of the overall stock market or the value of the individual securities held by the Fund, and you could lose money.
MASTER LIMITED PARTNERSHIP RISK — Investments in securities (units) of MLPs involve risks that differ from an investment in common stock. To the extent that an MLP’s interests are all in a particular industry, the MLP will be negatively impacted by economic events adversely impacting that industry. Additionally, holders of the units of MLPs have more limited control and limited rights to vote on matters affecting the partnership. There are also certain tax risks associated with an investment in units of MLPs.
27
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
FOREIGN AND EMERGING MARKET SECURITIES RISK — Foreign investments may carry risks associated with investing outside the United States, such as currency fluctuation, economic or financial instability, lack of timely or reliable financial information or unfavorable political or legal developments. Those risks are increased for investments in emerging markets.
CURRENCY RISK — Changes in foreign currency exchange rates will affect the value of what the Fund owns and the Fund’s share price. Generally, when the U.S. dollar rises in value against a foreign currency, an investment in that country loses value because that currency is worth fewer U.S. dollars. Devaluation of a currency by a country’s government or banking authority also will have a significant impact on the value of any investments denominated in that currency. Currency markets generally are not as regulated as securities markets.
SMALL AND MEDIUM COMPANIES RISK — Investing in securities of small and medium capitalization companies may involve greater volatility than investing in larger and more established companies because small and medium capitalization companies can be subject to more abrupt or erratic share price changes than larger, more established companies.
DERIVATIVES RISK — The Fund’s use of derivatives (which may include options, futures and swaps, among others) may reduce the Fund’s returns and/or increase volatility. Derivatives involve the risk of improper valuation, the risk of ambiguous documentation, and the risk that changes in the value of the derivative may not correlate perfectly with the underlying security. Derivatives are also subject to market risk, interest rate risk, credit risk, counterparty risk and liquidity risk. Derivatives may be more sensitive to changes in economic or market conditions than other types of investments and could result in losses that significantly exceed the Fund’s original investment.
OPTIONS RISK — Purchasing and writing put and call options are highly specialized activities and entail greater than ordinary investment risks. The Fund may not fully benefit from or may lose money on an option if changes in its value do not correspond as anticipated to changes in the value of the underlying securities.
INTEREST RATE RISK — Interest rate risk is the risk that fixed income securities will decline in value because of changes in interest rates. It is likely there will be less governmental action in the near future to maintain low interest rates. The negative impact on fixed income securities from the resulting rate increases for that and other reasons could be swift and significant.
FIXED INCOME SECURITIES RISK — Fixed income securities are subject to interest rate risk and credit risk. There is also the risk that an issuer may “call,” or repay, its high yielding bonds before their maturity dates. Fixed income securities subject to prepayment can offer less potential for gains during a declining interest rate environment and similar or greater potential for loss in a rising interest rate environment. Limited trading opportunities for certain fixed income securities may make it more difficult to sell or buy a security at a favorable price or time.
REAL ESTATE AND REIT CONCENTRATION RISK — The Fund is vulnerable to the risks of the real estate industry, such as the risk that a decline in rental income may occur because of extended vacancies, the failure to collect rents, increased competition from other properties, or poor management. The value and performance of REITs depends on how well the underlying properties owned by the REIT are managed. In addition, the value of an individual REIT’s securities can decline if the REIT fails to continue qualifying for special tax treatment.
CONVERTIBLE BOND RISK — Convertible bonds are hybrid securities that have characteristics of both bonds and common stocks and are therefore subject to both debt security risks and equity risk. Convertible bonds are subject to equity risk especially when their conversion value is greater than the interest and principal value of the bond. The prices of equity securities may rise or fall because of economic or political changes and may decline over short or extended periods of time.
PREFERRED STOCK RISK — Preferred stocks may be more volatile than fixed income securities and are more correlated with the issuer’s underlying common stock than fixed income securities. Additionally, the dividend on a preferred stock may be changed or omitted by the issuer.
INITIAL PUBLIC OFFERING RISK — The Fund may purchase securities of companies that are offered pursuant to an IPO. The risk exists that the market value of IPO shares will fluctuate considerably due to factors such as the absence of a prior public market, unseasoned trading, the small number of shares available for trading and limited information about the issuer. The purchase of IPO shares may involve high transaction costs. IPO shares are subject to market risk and liquidity risk. When the Fund’s asset
28
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
base is small, a significant portion of the Fund’s performance could be attributable to investments in IPOs, because such investments would have a magnified impact on the Fund. As the Fund’s assets grow, the effect of the Fund’s investments in IPOs on the Fund’s performance probably will decline, which could reduce the Fund’s performance.
PORTFOLIO TURNOVER RISK — A high portfolio turnover rate (100% or more) increases the Fund’s transaction costs (including brokerage commissions and dealer costs), which would adversely impact the Fund’s performance. Higher portfolio turnover may result in the realization of more short-term capital gains than if the Fund had lower portfolio turnover.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
REDEMPTION FEES — The Fund does not charge redemption fees to shareholders.
OTHER — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. INVESTMENT ADVISer AND OTHER services
Orinda Asset Management, LLC (the “Adviser”) serves as the investment adviser to the Fund. The Adviser furnishes all investment advice, office space, and facilities, and provides most of the personnel needed by the Fund. The Fund compensates the Adviser for its services at an annual rate based on the Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that the total annual Fund operating expenses (excluding certain items discussed below) exceed the rate (“Expense Cap”) shown in the following table of the average daily net assets for each class of shares. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause total annual Fund operating expenses to exceed the Expense Cap as applicable: acquired fund fees and expenses, brokerage commissions, dividends on securities sold short, extraordinary expenses, interest and taxes. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019.
Advisory | | Expense Caps |
Fee | | Class I | Class A | Class D |
1.00% | | 1.40% | 1.70% | 2.40% |
During the current fiscal period, investment advisory fees accrued were as follows:
If at any time the Fund’s total annual Fund operating expenses (not including acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, extraordinary items, interest and taxes) for a year are less than the relevant share class’s Expense Cap, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed the relevant share class’s Expense Cap that was in effect at the time of the waiver or reimbursement. As of February 28, 2019, the Adviser had no fees left to recoup. During the periods ended August 31, 2018, August 31, 2017 and February 28, 2017, the Adviser reimbursed the Fund for shareholder servicing fees in the amount of $—, $8,402 and $35,183, respectively that was a result of the Fund not fully utilizing the fees that had been earned in fiscal year 2017. This amount will not be subject to recoup in the future.
29
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statement of Operations.
The Board has adopted a Distribution Plan pursuant to Rule 12b-1 (the “Plan”). The Plan permits the Fund to pay for distribution and related expenses at an annual rate of up to 0.25% of the average daily net assets of the Fund’s Class A Shares and up to 1.00% for the Fund’s Class D Shares. The expenses covered by the Plan may include the cost in connection with the promotion and distribution of shares and the provision of personal services to shareholders, including, but not necessarily limited to, advertising, compensation to underwriters, dealers and selling personnel, the printing and mailing of prospectuses to other than current Fund shareholders, and the printing and mailing of sales literature. Payments made pursuant to the Plan will represent compensation for distribution and service activities, not reimbursements for specific expenses incurred.
3. SHAREHOLDER SERVICING FEE
Prior to January 1, 2019, Class I, Class A, and Class D Shares of the Fund paid the Adviser a monthly fee of up to 0.10%, 0.15% and 0.10% respectively of the Fund’s average daily net assets pursuant to a Shareholder Servicing agreement (the “Agreement”). Payments to the Adviser under the Agreement could reimburse the Adviser for payments it made to selected brokers, dealers and administrators which have entered into service agreements with the Adviser for services provided to shareholders of the Fund. The services provided by such intermediaries are primarily designed to assist shareholders of the Fund and include the furnishing of office space and equipment, telephone facilities, personnel, and assistance to the Fund in servicing such shareholders. Services provided by such intermediaries also include the provision of support services to the Fund and include establishing and maintaining shareholders’ accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Fund, and providing such other personal services to shareholders as the Fund may reasonably request. From September 1, 2018 until January 1, 2019, the Fund incurred shareholder servicing fees as follows:
| | Shareholder servicing fees | |
Class I | | $ | 60,490 | |
Class A | | | 20,404 | |
Class D | | | 6,567 | |
4. Director and Officer Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary, and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
30
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
5. purchases and sales of investment securities
During the current fiscal period, aggregate purchases and sales of investment securities, (excluding short-term investments) of the Fund were as follows:
Purchases | Sales |
$ 184,797,176 | $ 168,972,216 |
There were no purchases or sales of long-term U.S. Government securities, during the current fiscal period.
6. LEVERAGE & LINE OF CREDIT
The Fund may purchase securities with borrowed money, including bank overdrafts (a form of leverage). The Fund may borrow amounts up to one-third of the value of its assets after giving effect to such borrowing. Leverage exaggerates the effect on the net asset value of any increase or decrease in the market value of the Fund’s portfolio securities. These borrowings will be subject to interest costs, which may or may not be recovered by appreciation of the securities purchased. In certain cases, interest costs may exceed the return received on the securities purchased.
The Fund may also utilize the line of credit for short term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The Fund maintains a separate line of credit with BNP Paribas (acting through its New York Branch). The Fund is charged interest of 1.20% above the one-month London Interbank Offered Rate (“LIBOR”) for borrowings under this agreement. The Fund can borrow up to a maximum of 50% of the market value of assets pledged as collateral. However, depending on the liquidity of the collateral, issuer concentration, debt ratings of fixed income investments, and the share price of equity holdings, the amount eligible to be borrowed can also be less than 50% of the market value of the assets pledged as collateral.
The Fund has pledged a portion of its investment securities as the collateral for their line of credit. As of the end of the reporting period, the value of the investment securities pledged as collateral was $163,640,220. The Fund had an outstanding average daily balance and a weighted average interest rate of $43.3 million and 3.59%, respectively. The maximum amount outstanding for the Fund during the reporting period was $72,279,730.
7. Federal income tax information
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows:
Federal tax cost | Unrealized appreciation | Unrealized (Depreciation) | Net unrealized Appreciation/ (depreciation) |
$ 263,758,368 | $ 15,154,017 | $ (7,787,429) | $ 7,366,588 |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
31
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
The following permanent differences as of August 31, 2018, were reclassified to the following accounts:
Undistributed Net Investment Income/(Loss) | accumulated net realized gain/(loss) | paid-in capital |
$ 3,869,143 | $ (441,589) | $ (3,427,554) |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
undistributed ordinary income | undistributed long-term capital gains | net UNrealized appreciation/ (depreciation) | capital loss carryforwards | Other Differences | Total |
$ — | $ — | $ 7,366,588 | $ (19,262,005) | $ (33,799) | $ (11,929,216) |
The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018, were as follows:
ordinary income | Long-term capital gains | return of capital |
$ 14,166,480 | $ — | $ 5,783,302 |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
8. OTHER TAX INFORMATION (UNAUDITED)
For the fiscal period ended August 31, 2018, 50.48% of dividends paid from net investment income qualify for the dividends received deduction available to corporate shareholders of the Fund. For shareholders of the Fund, 56.23% of the dividend income distributed for the period ended August 31, 2018 is designated as qualified dividend income under the Jobs and Growth Relief Act of 2003.
9. NEW ACCOUNTING PRONOUNCEMENTS and regulatory updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurements (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on
32
Orinda Income Opportunities Fund Notes To Financial Statements (Continued) February 28, 2019 (Unaudited) |
the Statements of Changes in Net Assets and removes the requirement for disclosure of undistributed/accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
10. SUBSEQUENT EVENTS
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
33
Orinda Income Opportunities Fund Notice To Shareholders february 28, 2019 (Unaudited) |
How to Obtain a Copy of the Fund’s Proxy Voting Policies
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 1-855-467-4632 or on the SEC’s website at http://www.sec.gov.
How to Obtain a Copy of the Fund’s Proxy Voting Records for the 12-Month Period Ended June 30, 2018
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-855-467-4632. Furthermore, you can obtain the Fund’s proxy voting records on the SEC’s website at http://www.sec.gov.
Quarterly Filings on Form N-Q
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q (or successor Form). The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov. Information included in the Fund’s Form N-Q is also available, upon request, by calling 1-855-467-4632.
Householding
In an effort to decrease costs, the Fund intends to reduce the number of duplicate prospectuses and annual and semi-annual reports you receive by sending only one copy of each to those addresses shared by two or more accounts and to shareholders the Transfer Agent reasonably believes are from the same family or household. Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 1-855-467-4632 to request individual copies of these documents. Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request. This policy does not apply to account statements.
34
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Investment Adviser
Orinda Asset Management LLC
3390 Mt. Diablo Boulevard, Suite 250
Lafayette, CA 94549
Distributor
Quasar Distributors, LLC
777 East Wisconsin Avenue, 6th Floor
Milwaukee, WI 53202
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 S 16th St Suite 2900
Philadelphia, PA 19102-2529
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
OR-SAR19
This report is intended for shareholders of the Fund and may not be used as sales literature unless preceded or accompanied by a current prospectus.
Past performance results shown in this report should not be considered a representation of future performance. Share price and returns will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are dated and are subject to change.
|
Schneider Small Cap Value Fund |
|
of The RBB Fund, Inc.
SEMI-Annual Report February 28, 2019 (Unaudited) |
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Fund electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-888-520-3277.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Fund, you can call 1-888-520-3277 to inform the Fund that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Fund.
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039116_i.jpg)
This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.
SCHNEIDER SMALL CAP VALUE FUND
Performance Data
February 28, 2019 (Unaudited)
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED FEBRUARY 28, 2019 |
| Six Months† | 1 Year | 5 Years | 10 Years | Since Inception* |
Schneider Small Cap Value Fund | -24.38% | -10.97% | -0.16% | 14.18% | 11.50% |
Russell 2000® Value Index | -8.59% | 4.42% | 6.48% | 15.43% | 9.38%** |
* | The Fund commenced operations on September 2, 1998. |
** | Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself. |
The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Schneider Capital Management, the Fund’s investment adviser, has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2019, to the extent that total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest and taxes) exceed 1.15%. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no waiver or reimbursement of fees and expenses in excess of expense limitations. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. For performance data current to the most recent month-end, please call 1-888-520-3277. The Fund’s gross and net annual operating expenses, as stated in the current prospectus, are 1.52% and 1.16%, respectively. Shares of the Fund not purchased through reinvested dividends or capital gains and held less than 30 days are subject to a 1.00% redemption fee.
Portfolio holdings are subject to change at any time.
Small company stocks are generally riskier than large company stocks due to greater volatility and less liquidity.
Value investing involves the risk that the Fund’s investment in companies whose securities are believed to be undervalued, relative to their underlying profitability, will not appreciate in value as anticipated.
1
SCHNEIDER SMALL CAP VALUE FUND
Fund Expense Example
February 28, 2019 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees; and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2018 through February 28, 2019, and held for the entire period.
ACTUAL EXPENSES
The first line of the accompanying table 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the accompanying 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.
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period* | Annualized Expense Ratio | Actual Six-Month Total Investment Return for the Fund |
Actual | $1,000.00 | $756.20 | $5.01 | 1.15% | -24.38% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,019.09 | 5.76 | 1.15 | N/A |
* | Expenses are equal to the Fund’s annualized six-month expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. The Fund’s ending account values on the first line in the table is based on the actual six-month total investment return for the Fund. |
2
SCHNEIDER SMALL CAP VALUE FUND
Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a summary by sector of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
COMMON STOCKS: | | | | | | | | |
Oil & Gas | | | 15.8 | % | | $ | 5,449,642 | |
Mining | | | 10.6 | | | | 3,671,481 | |
Insurance | | | 8.3 | | | | 2,861,642 | |
Machinery - Diversified | | | 8.2 | | | | 2,825,921 | |
Telecommunications | | | 7.5 | | | | 2,592,596 | |
Banks | | | 7.4 | | | | 2,544,081 | |
Commercial Services | | | 7.4 | | | | 2,539,012 | |
Real Estate Investment Trust | | | 6.5 | | | | 2,259,006 | |
Chemicals | | | 5.5 | | | | 1,889,302 | |
Auto Parts & Equipment | | | 5.0 | | | | 1,744,720 | |
Transportation | | | 4.8 | | | | 1,671,422 | |
Manufacturing | | | 3.4 | | | | 1,180,095 | |
Plastics Product Manufacturing | | | 2.8 | | | | 954,210 | |
Oil & Gas Services | | | 2.5 | | | | 852,273 | |
Retail | | | 1.4 | | | | 488,815 | |
Pharmaceuticals | | | 1.2 | | | | 422,723 | |
Building Materials | | | 1.2 | | | | 402,981 | |
Depository Credit Intermediation | | | 0.2 | | | | 56,941 | |
Grain and Oilseed Milling | | | 0.0 | | | | 5,308 | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 13.6 | | | | 4,688,513 | |
Short-Term Investments | | | 0.3 | | | | 104,686 | |
Liabilities In Excess Of Other Assets | | | (13.6 | ) | | | (4,681,219 | ) |
NET ASSETS | | | 100.0 | % | | $ | 34,524,151 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
3
SCHNEIDER SMALL CAP VALUE FUND
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
COMMON STOCKS — 99.7% | | | | | | | | |
Auto Parts & Equipment — 5.0% | | | | | | | | |
Adient PLC | | | 89,749 | | | $ | 1,744,720 | |
Banks — 7.4% | | | | | | | | |
HomeStreet, Inc.* | | | 60,510 | | | | 1,688,229 | |
KeyCorp | | | 26,983 | | | | 476,523 | |
MidWestOne Financial Group, Inc. | | | 12,201 | | | | 379,329 | |
| | | | | | | 2,544,081 | |
Building Materials — 1.2% | | | | | | | | |
Builders FirstSource, Inc.* | | | 28,929 | | | | 402,981 | |
Chemicals — 5.5% | | | | | | | | |
Koppers Holdings, Inc.* | | | 35,862 | | | | 881,847 | |
Venator Materials PLC* | | | 171,045 | | | | 1,007,455 | |
| | | | | | | 1,889,302 | |
Commercial Services — 7.4% | | | | | | | | |
Herc Holdings, Inc.* | | | 47,167 | | | | 2,075,348 | |
Hudson Global, Inc.* | | | 299,138 | | | | 463,664 | |
| | | | | | | 2,539,012 | |
Depository Credit Intermediation — 0.2% | | | | |
Synovus Financial Corp. | | | 1,435 | | | | 56,941 | |
Grain and Oilseed Milling — 0.0% | | | | | | | | |
Bunge Ltd. | | | 100 | | | | 5,308 | |
Insurance — 8.3% | | | | | | | | |
Assured Guaranty Ltd. | | | 28,926 | | | | 1,207,950 | |
Brighthouse Financial, Inc.* | | | 42,709 | | | | 1,653,692 | |
| | | | | | | 2,861,642 | |
Machinery - Diversified — 8.2% | | | | | | | | |
Intevac, Inc.* | | | 446,433 | | | | 2,825,921 | |
Manufacturing — 3.4% | | | | | | | | |
Arconic, Inc. | | | 7,443 | | | | 137,621 | |
Intrepid Potash, Inc.* | | | 111,380 | | | | 423,244 | |
Manitowoc Company, Inc., (The)* | | | 33,438 | | | | 601,550 | |
REV Group, Inc. | | | 2,000 | | | | 17,680 | |
| | | | | | | 1,180,095 | |
Mining — 10.6% | | | | | | | | |
C&J Energy Services, Inc.* | | | 88,664 | | | | 1,531,227 | |
Transocean Ltd.* | | | 261,965 | | | | 2,140,254 | |
| | | | | | | 3,671,481 | |
Oil & Gas — 15.8% | | | | | | | | |
Chesapeake Energy Corp.*(a) | | | 832,345 | | | | 2,463,741 | |
Halcon Resources Corp.*(a) | | | 1,111,401 | | | | 1,667,101 | |
MRC Global, Inc.* | | | 20,331 | | | | 342,781 | |
Whiting Petroleum Corp.* | | | 40,050 | | | | 976,019 | |
| | | | | | | 5,449,642 | |
Oil & Gas Services — 2.5% | | | | | | | | |
Weatherford International PLC* | | | 1,320,125 | | | | 852,273 | |
Pharmaceuticals — 1.2% | | | | | | | | |
Mallinckrodt PLC* | | | 16,936 | | | | 422,723 | |
Plastics Product Manufacturing — 2.8% | | | | |
Newell Brands, Inc. | | | 58,793 | | | | 954,210 | |
Real Estate Investment Trust — 6.5% | | | | |
Alexander & Baldwin, Inc. | | | 30,562 | | | | 700,787 | |
Boardwalk Real Estate Investment Trust | | | 49,991 | | | | 1,558,219 | |
| | | | | | | 2,259,006 | |
Retail — 1.4% | | | | | | | | |
Tuesday Morning Corp.*(a) | | | 177,751 | | | | 488,815 | |
Telecommunications — 7.5% | | | | | | | | |
Aviat Networks, Inc.* | | | 183,442 | | | | 2,481,966 | |
UTStarcom Holdings Corp.* | | | 28,222 | | | | 110,630 | |
| | | | | | | 2,592,596 | |
Transportation — 4.8% | | | | | | | | |
Ardmore Shipping Corp.* | | | 73,135 | | | | 411,750 | |
Scorpio Tankers, Inc. | | | 59,045 | | | | 1,087,018 | |
Stolt-Nielsen Ltd. | | | 12,875 | | | | 172,654 | |
| | | | | | | 1,671,422 | |
TOTAL COMMON STOCKS | | | | | | | | |
(Cost $45,215,265) | | | | | | | 34,412,171 | |
| | | | | | | | |
INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL — 13.6% |
Mount Vernon Liquid Assets Portfolio, LLC, 2.58% | | | 4,688,513 | | | | 4,688,513 | |
TOTAL INVESTMENTS PURCHASED WITH PROCEEDS FROM SECURITIES LENDING COLLATERAL |
(Cost $4,688,513) | | | | | | | 4,688,513 | |
| | | | | | | | |
The accompanying notes are an integral part of the financial statements.
4
SCHNEIDER SMALL CAP VALUE FUND
Portfolio of Investments (concluded)
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
SHORT-TERM INVESTMENTS — 0.3% | | | | |
First American Government Obligations Fund, Class X, 2.33%(b) | | | 104,686 | | | $ | 104,686 | |
TOTAL SHORT-TERM INVESTMENTS (Cost $104,686) | | | | | | | 104,686 | |
TOTAL INVESTMENTS — 113.6% | | | | | | | | |
(Cost $50,008,464) | | | | | | | 39,205,370 | |
LIABILITIES IN EXCESS OF OTHER ASSETS — (13.6)% | | | | | | | (4,681,219 | ) |
NET ASSETS — 100.0% | | | | | | $ | 34,524,151 | |
* | Non-income producing security. |
PLC | Public Limited Company |
(a) | All or a portion of the security is on loan. At February 28, 2019, the market value of securities on loan was $4,359,858. |
(b) | Seven day yield as of February 28, 2019. |
Industry classifications may be different than those used for compliance monitoring purposes.
The accompanying notes are an integral part of the financial statements.
5
SCHNEIDER SMALL CAP VALUE FUND
Statement of Assets and Liabilities
February 28, 2019 (Unaudited)
ASSETS | | | | |
Investments, at value^ (cost $45,215,265) | | $ | 34,412,171 | |
Investments purchased with proceeds from securities lending collateral, at value (cost $4,688,513) | | | 4,688,513 | |
Short-term investments, at value (cost $104,686) | | | 104,686 | |
Receivables for: | | | | |
Investments sold | | | 56,337 | |
Dividends | | | 25,952 | |
Prepaid expenses | | | 20,929 | |
Total assets | | | 39,308,588 | |
| | | | |
LIABILITIES | | | | |
Payables for: | | | | |
Securities lending collateral | | | 4,688,513 | |
Investments purchased | | | 45,470 | |
Advisory fees | | | 10,034 | |
Other accrued expenses and liabilities | | | 40,420 | |
Total liabilities | | | 4,784,437 | |
Net assets | | $ | 34,524,151 | |
| | | | |
NET ASSETS CONSIST OF: | | | | |
Par value | | $ | 3,753 | |
Paid-in capital | | | 46,725,666 | |
Total distributable earnings/(loss) | | | (12,205,268 | ) |
Net assets | | $ | 34,524,151 | |
| | | | |
CAPITAL SHARES: | | | | |
Net assets | | $ | 34,524,151 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 3,753,285 | |
Net asset value, offering and redemption price per share) | | $ | 9.20 | |
^Includes market value of securities on loan | | $ | 4,359,858 | |
The accompanying notes are an integral part of the financial statements.
6
SCHNEIDER SMALL CAP VALUE FUND
Statement of Operations
For the SIX MONTHS Ended February 28, 2019 (Unaudited)
INVESTMENT INCOME | | | | |
Dividends (net of foreign withholding taxes of $3,106) | | $ | 104,841 | |
Securities lending income (Note 6) | | | 39,212 | |
Total investment income | | | 144,053 | |
| | | | |
EXPENSES | | | | |
Advisory fees (Note 2) | | | 186,507 | |
Administration and accounting services fees (Note 2) | | | 23,068 | |
Audit and tax services fees | | | 18,749 | |
Transfer agent fees (Note 2) | | | 16,557 | |
Registration and filing fees | | | 13,877 | |
Legal fees | | | 13,356 | |
Printing and shareholder reporting fees | | | 9,430 | |
Custodian fees (Note 2) | | | 7,723 | |
Officer fees | | | 7,178 | |
Director fees | | | 5,892 | |
Other expenses | | | 5,705 | |
Total expenses | | | 308,042 | |
Less: waivers (Note 2) | | | (93,558 | ) |
Net expenses after waivers | | | 214,484 | |
Net investment income/(loss) | | | (70,431 | ) |
| | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | |
Net realized gain/(loss) from investments | | | 1,452,094 | |
Net change in unrealized appreciation (depreciation) on investments | | | (12,906,926 | ) |
Net realized and unrealized gain/(loss) on investments | | | (11,454,832 | ) |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (11,525,263 | ) |
The accompanying notes are an integral part of the financial statements.
7
SCHNEIDER SMALL CAP VALUE FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | (70,431 | ) | | $ | 89,209 | |
Net realized gain/(loss) from investments | | | 1,452,094 | | | | 6,075,346 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (12,906,926 | ) | | | 3,706,524 | |
Net increase/(decrease) in net assets resulting from operations | | | (11,525,263 | ) | | | 9,871,079 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM: | | | | | | | | |
Total distributable earnings | | | (6,754,748 | ) | | | (8,975,989 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (6,754,748 | ) | | | (8,975,989 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares sold | | | 207,613 | | | | 620,859 | |
Reinvestment of distributions | | | 6,588,373 | | | | 7,194,872 | |
Redemption fees* | | | — | | | | 6,043 | |
Shares redeemed | | | (1,253,494 | ) | | | (3,126,057 | ) |
Net increase/(decrease) in net assets from capital shares | | | 5,542,492 | | | | 4,695,717 | |
Total increase/(decrease) in net assets | | | (12,737,519 | ) | | | 5,590,807 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 47,261,670 | | | | 41,670,863 | |
End of period | | $ | 34,524,151 | | | $ | 47,261,670 | |
| | | | | | | | |
SHARES TRANSACTIONS: | | | | | | | | |
Shares sold | | | 20,043 | | | | 40,988 | |
Dividends and distributions reinvested | | | 697,182 | | | | 497,227 | |
Shares redeemed | | | 118,349 | | | | (204,987 | ) |
Net increase/(decrease) in shares outstanding | | | 835,574 | | | | 333,228 | |
* | Prior to December 31, 2017, there was a 1.75% redemption fee on shares redeemed which have been held less than one year. Effective December 31, 2017, the Fund has changed its redemption fee to 1.00% on redemptions of Fund shares held less than 30 days. The redemption fees are retained by the Fund for the benefit of the remaining shareholders and recorded as paid-in capital. |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 7 for more details on the Securities and Exchange Commission’s (“SEC”) Final Rule on Disclosure Update and Simplification. Included in total dividends and distributions to shareholders was $(188,429) of net investment income/(loss) and $(8,787,560) of net realized capital gains during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $0. |
The accompanying notes are an integral part of the financial statements.
8
SCHNEIDER SMALL CAP VALUE FUND
Financial Highlights
Contained below is per share operating performance data for each share outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | For the Six Months Ended February 28, 2019 | | | For the Years Ended August 31, | |
| | (Unaudited) | | | 2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 16.20 | | | $ | 16.12 | | | $ | 13.26 | | | $ | 11.00 | | | $ | 20.16 | | | $ | 21.07 | |
Net investment income/(loss) (1) | | | (0.02 | ) | | | 0.03 | | | | (0.06 | ) | | | 0.03 | | | | (0.01 | ) | | | (0.09 | ) |
Net realized and unrealized gain/(loss) on investments | | | (4.64 | ) | | | 3.55 | | | | 2.89 | | | | 2.29 | | | | (4.53 | ) | | | 2.63 | |
Net increase/(decrease) in net assets resulting from operations | | | (4.66 | ) | | | 3.58 | | | | 2.83 | | | | 2.32 | | | | (4.54 | ) | | | 2.54 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | (0.07 | ) | | | — | | | | (0.03 | ) | | | — | | | | — | |
Net realized capital gain | | | (2.34 | ) | | | (3.43 | ) | | | — | | | | (0.03 | ) | | | (4.58 | ) | | | (3.45 | ) |
Tax return of capital | | | — | | | | — | | | | — | | | | — | | | | (0.04 | ) | | | — | |
Total dividends and distributions to shareholders | | | (2.34 | ) | | | (3.50 | ) | | | — | | | | (0.06 | ) | | | (4.62 | ) | | | (3.45 | ) |
Redemption fees | | | — | | | | — | (2) | | | 0.03 | | | | — | (2) | | | — | (2) | | | — | (2) |
Net asset value, end of period | | $ | 9.20 | | | $ | 16.20 | | | $ | 16.12 | | | $ | 13.26 | | | $ | 11.00 | | | $ | 20.16 | |
Total investment return/(loss) (3) | | | (24.38 | )%(5) | | | 24.86 | % | | | 21.57 | % | | | 21.15 | % | | | (25.88 | )% | | | 12.59 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s) | | $ | 34,524 | | | $ | 47,262 | | | $ | 41,671 | | | $ | 36,874 | | | $ | 30,387 | | | $ | 61,240 | |
Ratios of expenses to average net assets (4) | | | 1.15 | %(6) | | | 1.15 | % | | | 1.15 | % | | | 1.15 | % | | | 1.15 | % | | | 1.15 | % |
Ratio of expenses to average net assets without waivers and reimbursements | | | 1.65 | %(6) | | | 1.51 | % | | | 1.57 | % | | | 2.13 | % | | | 1.82 | % | | | 1.52 | % |
Ratio of net investment income/(loss) to average net assets (4) | | | (0.38 | )%(6) | | | 0.22 | % | | | (0.37 | )% | | | 0.23 | % | | | (0.05 | )% | | | (0.44 | )% |
Portfolio turnover rate | | | 44 | %(5) | | | 84 | % | | | 138 | % | | | 114 | % | | | 89 | % | | | 72 | % |
(1) | Calculated based on average shares outstanding for the period. |
(2) | Amount is less than $0.005 per share. |
(3) | Total investment return/(loss) is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) | Reflects waivers and reimbursements. |
The accompanying notes are an integral part of the financial statements.
9
SCHNEIDER SMALL CAP VALUE FUND
Notes to Financial Statements
February 28, 2019 (Unaudited)
1. | Organization and Significant Accounting Policies |
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Schneider Small Cap Value Fund (the “Fund”), which commenced investment operations on September 2, 1998. As of the date hereof, the Fund offers one class of shares.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The Fund’s investment objective seeks long-term capital growth.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies”.
The end of the reporting period for the Fund is February 28, 2019, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2019 (the “current fiscal period”).
PORTFOLIO VALUATION — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. Investments in other open-end investment companies are valued based on the NAV of the investment companies (which may use fair value pricing as discussed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
| ● | Level 1—Prices are determined using quoted prices in active markets for identical securities. |
| ● | Level 2—Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● | Level 3—Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
10
SCHNEIDER SMALL CAP VALUE FUND
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | | | Investments Measured at Net Asset Value* | |
Common Stocks | | $ | 34,412,171 | | | $ | 34,412,171 | | | $ | — | | | $ | — | | | $ | — | |
Investments Purchased with Proceeds from Securities Lending Collateral | | | 4,688,513 | | | | — | | | | — | | | | — | | | | 4,688,513 | |
Short-Term Investments | | | 104,686 | | | | 104,686 | | | | — | | | | — | | | | — | |
Total** | | $ | 39,205,370 | | | $ | 34,516,857 | | | $ | — | | | $ | — | | | $ | 4,688,513 | |
* | Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in the table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the Statement of Assets and Liabilities. |
** | Please refer to the Portfolio of Investments for further details. |
At the end of each period, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had an active market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed if the Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded
11
SCHNEIDER SMALL CAP VALUE FUND
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared, and paid at least annually to shareholders recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
REDEMPTION FEES — Prior to December 31, 2017, the Fund imposed a redemption fee of 1.75% on redemptions of Fund shares held less than one year. Effective December 31, 2017, the Fund has changed its redemption fee to 1.00% on redemptions of Fund shares held less than 30 days. The fees are reflected on the Statement of Changes in Net Assets. The Fund reserves the right to modify or eliminate the redemption fee or any waivers of such fee at any time.
REITS — The Fund has made certain investments in real estate investment trusts (“REITs”), which pay dividends to their shareholders based upon available funds from operations. It is quite common for these dividends to exceed a REITs’ taxable earnings and profits, resulting in the excess portion being designated as a return of capital. The Fund intends to include the gross dividends from such REITs in its annual distributions to shareholders and, accordingly, a portion of the Fund’s distributions may also be designated as a return of capital.
OTHER — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. | Investment Adviser and Other Services |
Schneider Capital Management Company (“SCM” or the “Adviser”) serves as the investment adviser to the Fund. The Fund compensates the Adviser for its services at an annual rate based on the Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed the rate (“Expense Cap”) shown in the following table of the Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed the Expense Cap as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest and taxes.
12
SCHNEIDER SMALL CAP VALUE FUND
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019. The Fund will not pay the Adviser at a later time for any amounts it may waive or any amounts that the Adviser has assumed.
Advisory Fee | Expense Cap Institutional Class |
1.00% | 1.15% |
During the current fiscal period, investment advisory fees accrued and waived were as follows:
Gross Advisory Fees | Waivers | Net Advisory Fees |
$186,507 | $(93,558) | $92,949 |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statement of Operations.
3. | Director and Officer Compensation |
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer and Secretary and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Fund or the Company. For Director and Officer compensation amounts, please refer to the Statement of Operations.
4. | Purchases and Sales of Investment Securities |
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments) of the Fund were as follows:
Purchases | Sales |
$18,866,657 | $16,296,319 |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
13
SCHNEIDER SMALL CAP VALUE FUND
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
5. | Federal Income Tax Information |
The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by the Fund were as follows:
Federal Tax Cost | Unrealized Appreciation | Unrealized (Depreciation) | Net Unrealized Appreciation/ (Depreciation) |
$49,781,265 | $6,889,101 | $(5,675,541) | $1,213,560 |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
The following permanent differences as of August 31, 2018, primarily attributable to short-term capital gains being netted against net operating loss, were reclassified among the following accounts:
Undistributed Net Investment Income/(loss) | Accumulated Net Realized Gain/(Loss) | Paid-In Capital |
$99,220 | $(99,220) | $— |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
Undistributed Ordinary Income/(loss) | Undistributed Long-Term capital Gains/(loss) | Net Unrealized Appreciation/ (Depreciation) | Qualified Late-Year Losses |
$4,141,093 | $720,090 | $1,213,560 | $— |
The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reportable as ordinary income for federal income tax purposes.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018 was as follows:
| Ordinary Income | | | Long-Term Gains | | | Return of Capital | | | Total | |
| $ | 7,656,035 | | | $ | 1,319,954 | | | $ | — | | | $ | 8,975,989 | |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
14
SCHNEIDER SMALL CAP VALUE FUND
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
Accumulated capital losses represent net capital loss carryforwards as of August 31, 2017 that may be available to offset future realized capital gains and thereby reduce future capital gains distributions. Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2018, the Fund had no tax basis capital loss carryovers to offset future capital gains.
The Fund may make secured loans of its portfolio securities to brokers, dealers and other financial institutions to earn additional income and receive cash collateral equal to at least 102% of the current market value of the loaned securities, as marked to market each day that the NAV of the Fund is determined. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the security lending agreement. The Fund will pay administrative and custodial fees in connection with the loan of securities. Collateral is invested in short-term investments and the Fund will bear the risk of loss of the invested collateral. Investments purchased with proceeds from securities lending are overnight and continuous. Securities lending will expose the Fund to the risk of loss should a borrower default on its obligation to return the borrowed securities. The market value of the securities on loan and cash collateral as of the end of the reporting period and the income generated from the program during the current fiscal period with respect to such secured loans were as follows:
market Value of Securities Loaned | market Value of Collateral | Income Received from Securities Lending |
$4,359,858 | $4,688,513 | $39,212 |
Securities lending transactions are entered into by the Fund under a Master Securities Lending Agreement (“MSLA”), which permits the Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset amounts payable by the Fund to the same counterparty against amounts to be received and create one single net payment due to or from the Fund. The following table is a summary of the Fund’s open securities lending transactions, which are subject to a MSLA as of the end of the reporting period:
| | | Gross Amount Not Offset in the Statement of Assets and Liabilities |
GROSS AMOUNTS OF RECOGNIZED ASSETS | GROSS AMOUNTS OFFSET IN THE STATEMENT OF ASSETS AND LIABILITIES | NET AMOUNT OF ASSETS PRESENTED IN THE STATEMENT OF ASSETS AND LIABILITIES | FINANCIAL INSTRUMENTS1 | FAIR VALUE CASH COLLATERAL RECEIVED | NET AMOUNT2 |
$4,359,858 | $— | $4,359,858 | $(4,359,858) | $— | $— |
1 | Amount disclosed is limited to the amount of assets presented in the Statement of Assets and Liabilities. Actual collateral received may be more than the amount shown. |
2 | Net amount represents the net amount receivable from the counterparty in the event of default. |
7. | NEW ACCOUNTING PRONOUNCEMENTS and regulatory updates |
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13
15
SCHNEIDER SMALL CAP VALUE FUND
Notes to Financial Statements (Concluded)
February 28, 2019 (Unaudited)
are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Fund’s financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
16
SCHNEIDER SMALL CAP VALUE FUND
Other Information
(Unaudited)
Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (888) 520-3277 and on the SEC’s website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q or successor Form. The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
17
Investment Adviser
Schneider Capital Management
460 E. Swedesford Road
Suite 1080
Wayne, PA 19087
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
PricewaterhouseCoopers LLP
Two Commerce Square, Suite 1800
2001 Market Street
Philadelphia, PA 19103-7042
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
SCH-SAR19
![](https://capedge.com/proxy/N-CSRS/0001398344-19-008056/fp0039115_i.jpg)
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
SUMMIT GLOBAL INVESTMENTS
GLOBAL LOW VOLATILITY FUND
of
The RBB Fund, Inc.
SEMI-ANNUAL REPORT
February 28, 2019
(Unaudited)
Beginning on January 1, 2021, as permitted by regulations adopted by the U.S. Securities and Exchange Commission, paper copies of the Fund’s annual and semi-annual shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports. Instead, the reports will be made available on a website and you will be notified by mail each time a report is posted and provided with a website link to access the report.
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Funds electronically anytime by contacting your financial intermediary (such as a broker-dealer or a bank) or, if you are a direct investor, by calling 1-855-744-8500.
You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can contact your financial intermediary to request that you continue to receive paper copies of your shareholder reports. If you invest directly with the Funds, you can call 1-855-744-8500 to inform the Funds that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held in your account if you invest through your financial intermediary or all funds held with the fund complex if you invest directly with the Funds.
This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Funds.
SUMMIT GLOBAL INVESTMENTS
Semi-Annual Investment Adviser’s Report
February 28, 2019 (Unaudited)
Dear Shareholders:
We are grateful for the trust you’ve placed in Summit Global Investments (SGI). We know that it’s because of your trust we are able to do what we love and what we enjoy. Not too long ago my son came home with an assignment to interview me. The question went something like this, “Dad, if you could do anything in this world what would it be?” I realized I had a great opportunity and I said, “If I could be anything in the world, full time, I’d just be your dad and not work at all.” He quickly corrected me and said, “Come on be serious, as a job dad!” I was then able to explain to him that I already have the best job in the world. I love what I do every day. And I sincerely thank you again for your trust and the opportunity to manage your assets.
Our equity strategies focus on managing equity risk and hopefully providing strong returns too. We do not bat a thousand. Surely the market can make a quick fool out of anyone professing such perfection. This is not the design of SGI. We cannot control return. All we can control is how closely we follow our processes and how well our processes are designed. Do they account for the various market environments? Are they adhered to throughout all environments?
In speaking about the markets, I often say that equity markets are like the tide raising all boats in an up market. The difference, I profess, is in the boats, especially those with gaping holes in them. This is why I feel it is so vital to understand the downside risk of each company we invest in. Downside analysis is critical. Again, you can’t eliminate all idiosyncratic risk and you will not walk between the rain drops, but if you look at our record, though you may not appreciate such philosophy or processes, you can understand we adhere to such investment principles and philosophy.
SGI funds are managed using both quantitative and fundamental disciplines. Our multi-factor quantitative process seeks to identify stocks with excellent risk/reward characteristics while our fundamental process allows us to identify and analyze risks that a purely quantitative process may miss, such as idiosyncratic risks that are not priced in to a stock. For example, CEO turnover, aggressive accounting, labor disputes, litigation, investigations, dishonesty, lack of integrity, etc.
During the past twelve months the top sectors for Large Cap were Health Care and Communications whereas the bottom sectors were Consumer Discretionary and Energy. For Small Cap the top sectors were Information Technology and Consumer Discretionary whereas the bottom sectors were Communications and Energy. And finally, for Global the top sectors were Consumer Staples and Information Technology whereas the bottom sectors were Industrials and Communications.
MARKET UPDATE
During the past twelve months, equity markets were mixed. Returns and volatility had three distinct regimes over the last year. During the spring and summer volatility was low and returns were consistently positive. Once the leaves changed volatility returned with a vengeance and took havoc on the market. This steep decline in the fourth quarter was then followed by an equally impressive recovery through the first two months of 2019.
These distinct regimes can be visibly seen through analysis of stock market volatility, as defined by the VIX Index®* (some may call the VIX index the “Index of Fear” due to the fact that it rises when markets tend to fall). The summer months saw record low VIX Index® levels with the benchmark level range bound between 10 and 20 for nearly 6 months. October saw a spike of volatility that persisted through the fourth quarter, resulting in an average value of about 25. At its apex, VIX spiked to over 36 on Christmas Eve. After that jolt, volatility began to steadily decline into the third different regime. In this regime the VIX Index® has begun to oscillate again between the low volatility values of 10 and 20.
The stories in the summer were accommodative monetary policy and a relatively healthy U.S. economy, strong corporate earnings growth, and a strong dollar. Once the fall arrived, the Federal Reserve (the “Fed”) policy became the main driver of the market with the trade war and declining economic growth expectations also playing a role. In October, the Fed came out with a very hawkish tone by saying the rates were nowhere near normal and that the economy was
1
SUMMIT GLOBAL INVESTMENTS
Semi-Annual Investment Adviser’s Report (CONTINUED)
February 28, 2019 (Unaudited)
strong. This hawkish tone sent waves of fear and created spiked volatility and a drop in the equity markets. As we approached the end of the year it was becoming clear that the economy was just going to grow at a “disappointing” rate of approximately 3% for 2018 and even lower 2% to 3% rate for 2019.
The Fed, despite the pleading of many investment professionals and maybe in spitefulness to a pleading President, decided to raise rates again in December. This increased the benchmark funds rate from 2.25 percent to 2.5 percent. This increase was the fourth in 2018 and ninth over the last few years. This increase also jolted the markets and culminated with the worst Christmas Eve ever on record. At this point the Fed was signaling for 2 rate hikes in 2019, though the market was predicting zero.
Leading into the new year the Fed has become more dovish and data dependent. This helped create the tailwind behind a tremendous January and February as the market recaptured most of its losses from the fourth quarter.
Oil prices, defined by the WTI Cushing Crude Oil Index**, followed a similar pattern as the market over the last year. A slow consistently positive performance reached its maximum in early October at a price of over $76, but then collapsed in the face of economic and interest rate uncertainty. The price dropped dramatically through the end of December with a low of about $42.50. Oil recovered as the market bounced back resulting in a price of $55.80 at the end of February.
OUTLOOK
Our optimistic outlook in our previous letter has shifted to be more cautiously optimistic at this time. We remain optimistic that the current US economic expansion grows at 2% to 3% GDP, and we expect the Fed to be more accommodating. However, there are many signs that volatility increases and even a recession may be in the horizon over the next few years.
In the meantime, we will continue to adhere to our disciplined, managed-risk, multi-factor investment processes. Over a full market cycle, this approach (by design) has historically limited downside risks and allowed for participation in market rallies. We believe it is time for investors to be proactively prudent lowering equity market risk by using our risk managed approach. We are grateful for the opportunity to help steward your investments.
Sincerely,
David Harden
President and Chief Investment Officer
Summit Global Investments, LLC
DISCLAIMERS
This material represents the manager's assessment of the portfolio and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice.
Mutual Fund investing involves risk. Principal loss is possible.
* | The CBOE Volatility Index (“VIX Index®”), is an index constructed using the implied volatilities on S&P 500 index options. The VIX Index® shows the market's expectation of 30-day volatility, and is a widely used measure of market risk. |
** | WTI Cushing Crude Oil Index – WTI is an abbreviation for West Texas Intermediate crude oil which is used as a benchmark for oil prices. Cushing, Oklahoma is a major trading hub for crude oil and has been the delivery point for crude futures contracts and therefore the price settlement point for contracts on the New York Mercantile Exchange for over three decades. It is not possible to invest directly in an index. |
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SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND - CLASS I SHARES
Performance Data
February 28, 2019 (Unaudited)
Average Annual Total Returns for the periods ended February 28, 2019 | |
| Six Months(1) | One Year | Three Year | Five Year | Since Inception(2) | |
Class I Shares | -2.70% | 10.04% | 12.57% | 11.01% | 12.10% | |
S&P 500® Index(3) | -7.97% | 2.60% | 12.95% | 8.41% | 10.71%(3) | |
(2) | Class I Shares of the Fund commenced operations on February 29, 2012. |
(3) | Benchmark performance is from inception date of the Class I Shares only and is not the inception date of the benchmark itself. |
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (855) 744-8500.
The Fund’s total annual gross and net operating expenses, as stated in the current prospectus dated December 31, 2018, are 0.94% and 0.98%, respectively, of average daily net assets for Class I Shares. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. The Fund’s investment adviser (the “Adviser”) has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2019 to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed 0.98% of the Fund’s average daily net assets attributable to Class I Shares. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 0.98%: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. The contractual limitation may not be terminated before December 31, 2019 without the approval of the Board of Directors of The RBB Fund, Inc. If at any time the Fund’s total annual Fund operating expenses for a year are less than 0.98% of the Fund’s average daily net assets attributable to Class I Shares, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Standard & Poor’s 500® Index (“S&P 500®”). The S&P 500® is a widely recognized, unmanaged index of 500 common stocks which are generally representative of the U.S. stock market as a whole. It is impossible to invest directly in an index.
3
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND - CLASS A SHARES
Performance Data (continued)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the periods ended February 28, 2019 | |
| Six Months(1) | One Year | Three Year | Since Inception(2) | |
Class A Shares (without sales charge) | -2.77% | 9.81% | 12.32% | 10.40% | |
Class A Shares (with sales charge) | -7.89% | 4.06% | 10.31% | 8.64% | |
S&P 500® Index(3) | -7.97% | 2.60% | 12.95% | 8.99%(3) | |
(2) | Class A Shares of the Fund commenced operations on October 29, 2015. |
(3) | Benchmark performance is from inception date of the Class A Shares only and is not the inception date of the benchmark itself. |
Class A Shares of the Fund have a 5.25% maximum sales charge.
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (855) 744-8500.
The Fund’s total annual gross and net operating expenses, as stated in the current prospectus dated December 31, 2018, are 1.27% and 1.23%, respectively, of average daily net assets for Class A Shares. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. The Fund’s investment adviser (the “Adviser”) has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2019 to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed 1.23% of the Fund’s average daily net assets attributable to Class A Shares. In determining the Adviser’s obligation to waive advisory fees and/or reimburse certain expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 1.23%: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. The contractual limitation may not be terminated before December 31, 2019 without the approval of the Board of Directors of The RBB Fund, Inc. If at any time the Fund’s total annual Fund operating expenses for a year are less than 1.23% of the Fund’s average daily net assets attributable to Class A Shares, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Standard & Poor’s 500® Index (“S&P 500®”). The S&P 500® is a widely recognized, unmanaged index of 500 common stocks which are generally representative of the U.S. stock market as a whole. It is impossible to invest directly in an index.
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SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND - CLASS C SHARES
Performance Data (Continued)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the periods ended February 28, 2019 | |
| Six Months(1) | One Year | Three Year | Since Inception(2) | |
Class C Shares | -3.17% | 8.98% | 11.32% | 10.42% | |
S&P 500® Index(3) | -7.97% | 2.60% | 12.95% | 10.27%(3) | |
(2) | Class C Shares of the Fund commenced operations on December 31, 2015. |
(3) | Benchmark performance is from inception date of the Class C Shares only and is not the inception date of the benchmark itself. |
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (855) 744-8500.
The Fund’s total annual gross and net operating expenses, as stated in the current prospectus dated December 31, 2018, are 2.00% and 1.98%, respectively, of average daily net assets for Class C Shares. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. The Fund’s investment adviser (the “Adviser”) has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2019 to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed 1.98% of the Fund’s average daily net assets attributable to Class C Shares. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 1.98%: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. The contractual limitation may not be terminated before December 31, 2019 without the approval of the Board of Directors of The RBB Fund, Inc. If at any time the Fund’s total annual Fund operating expenses for a year are less than 1.98% of the Fund’s average daily net assets attributable to Class C Shares, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Standard & Poor’s 500® Index (“S&P 500®”). The S&P 500® is a widely recognized, unmanaged index of 500 common stocks which are generally representative of the U.S. stock market as a whole. It is impossible to invest directly in an index.
5
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND - CLASS I SHARES
Performance Data (Continued)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the periods ended February 28, 2019 | |
| Six Months(1) | One Year | Since Inception(2) | |
Class I Shares | -10.99% | 5.96% | 10.95% | |
Russell 2000® Index(3) | -17.05% | 5.58% | 14.15%(3) | |
(2) | Class I Shares of the Fund commenced operations on March 31, 2016. |
(3) | Benchmark performance is from inception date of the Class I Shares only and is not the inception date of the benchmark itself. |
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (855) 744-8500.
The Fund’s total annual gross and net operating expenses, as stated in the current prospectus dated December 31, 2018, are 1.81% and 1.44%, respectively, of average daily net assets for Class I Shares. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. The Fund’s investment adviser (the “Adviser”) has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2019 to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed 1.23% of the Fund’s average daily net assets attributable to Class I Shares. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 1.23%: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation may not be terminated before December 31, 2019 without the approval of the Board of Directors of The RBB Fund, Inc. If at any time the Fund’s total annual Fund operating expenses for a year are less than 1.23% of the Fund’s average daily net assets attributable to Class I Shares, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Russell 2000® Index (“Russell 2000®”). The Russell 2000® is a widely recognized, unmanaged index of 2,000 common stocks which are generally representative of the U.S. Small Companies. It is impossible to invest directly in an index.
The Fund invests in equity securities and in stocks of small companies which are subject to market, economic and business risks that may cause their price to rise or fall over time. Stocks of small companies may be more volatile, less liquid or not as readily marketable as those of larger companies. Small companies may also have limited product lines, markets or financial resources and may be dependent on relatively small or inexperienced management groups. Although the Fund seeks lower volatility, there is no guarantee the Fund will perform as expected.
6
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND - CLASS A SHARES (FORMERLY RETAIL CLASS SHARES)
Performance Data (Continued)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the periods ended February 28, 2019 | |
| Six Months(1) | One Year | Since Inception(2) | |
Class A Shares (without sales charge) | -11.09% | 5.68% | 10.72% | |
Class A Shares (with sales charge) | -15.73% | 0.16% | 8.70% | |
Russell 2000® Index(3) | -17.05% | 5.58% | 14.15%(3) | |
(2) | Class A Shares of the Fund commenced operations on March 31, 2016. |
(3) | Benchmark performance is from inception date of the Class A Shares only and is not the inception date of the benchmark itself. |
Class A Shares of the Fund have a 5.25% maximum sales charge.
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (855) 744-8500.
The Fund’s total annual gross and net operating expenses, as stated in the current prospectus dated December 31, 2018, are 2.07% and 1.69%, respectively, of average daily net assets for Class A Shares. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. The Fund’s investment adviser (the “Adviser”) has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2019 to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed 1.48% of the Fund’s average daily net assets attributable to Class A Shares. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 1.48%: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation may not be terminated before December 31, 2019 without the approval of the Board of Directors of The RBB Fund, Inc. If at any time the Fund’s total annual Fund operating expenses for a year are less than 1.48% of the Fund’s average daily net assets attributable to Class A Shares, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Russell 2000® Index (“Russell 2000®”). The Russell 2000® is a widely recognized, unmanaged index of 2,000 common stocks which are generally representative of the U.S. Small Companies. It is impossible to invest directly in an index.
The Fund invests in equity securities and in stocks of small companies which are subject to market, economic and business risks that may cause their price to rise or fall over time. Stocks of small companies may be more volatile, less liquid or not as readily marketable as those of larger companies. Small companies may also have limited product lines, markets or financial resources and may be dependent on relatively small or inexperienced management groups. Although the Fund seeks lower volatility, there is no guarantee the Fund will perform as expected.
7
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND - CLASS C SHARES
Performance Data (Continued)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the periods ended February 28, 2019 | |
| Six Months(1) | One Year | Since Inception(2) | |
Class C Shares | -11.37% | 5.01% | 9.90% | |
Russell 2000® Index(3) | -17.05% | 5.58% | 14.15%(3) | |
(2) | Class C Shares of the Fund commenced operations on March 31, 2016. |
(3) | Benchmark performance is from inception date of the Class C Shares only and is not the inception date of the benchmark itself. |
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (855) 744-8500.
The Fund’s total annual gross and net operating expenses, as stated in the current prospectus dated December 31, 2018, are 2.82% and 2.44%, respectively, of average daily net assets for Class C Shares. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. The Fund’s investment adviser (the “Adviser”) has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2019 to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed 2.23% of the Fund’s average daily net assets attributable to Class C Shares. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 2.23%: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation may not be terminated before December 31, 2019 without the approval of the Board of Directors of The RBB Fund, Inc. If at any time the Fund’s total annual Fund operating expenses for a year are less than 2.23% of the Fund’s average daily net assets attributable to Class C Shares, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
The Fund’s investments will generally consist of securities, which may include common stocks, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change. The Fund evaluates performance as compared to that of the Russell 2000® Index (“Russell 2000®”). The Russell 2000® is a widely recognized, unmanaged index of 2,000 common stocks which are generally representative of the U.S. Small Companies. It is impossible to invest directly in an index.
The Fund invests in equity securities and in stocks of small companies which are subject to market, economic and business risks that may cause their price to rise or fall over time. Stocks of small companies may be more volatile, less liquid or not as readily marketable as those of larger companies. Small companies may also have limited product lines, markets or financial resources and may be dependent on relatively small or inexperienced management groups. Although the Fund seeks lower volatility, there is no guarantee the Fund will perform as expected.
8
SUMMIT GLOBAL INVESTMENTS
GLOBAL LOW VOLATILITY FUND - CLASS I SHARES
Performance Data (CONcluded)
February 28, 2019 (Unaudited)
Average Annual Total Returns for the periods ended February 28, 2019(2) | |
| Six Months(1) | One Year | Three Year | Five Year | Since Inception | |
Class I Shares(3) | 1.35% | 6.44% | 12.29% | 4.37% | 16.69% | |
MSCI ACWI Index(4) | -4.66% | -6.00% | 11.25% | 2.97% | 9.36%(4) | |
(2) | Returns for periods prior to January 3, 2017 were generated under the management of the Fund’s former investment adviser and reflect a previous investment strategy. |
(3) | The Fund operated as a series of Scotia Institutional Funds prior to the close of business on March 21, 2014 (the “Predecessor Fund”), at which time the Predecessor Fund was reorganized into the Scotia Dynamic U.S. Growth Fund, a newly created series of The RBB Fund, Inc. The fiscal year end of the Predecessor Fund was September 30. The performance shown for periods prior to March 21, 2014 represents the performance for the Predecessor Fund. While the Predecessor Fund commenced operations on March 31, 2009, the Predecessor Fund began investing consistent with its investment objective on April 1, 2009. Effective January 3, 2017, the Scotia Dynamic U.S. Growth Fund changed its name to the Summit Global Investments Global Low Volatility Fund (the “Fund”). |
(4) | Benchmark performance is from inception date of the Predecessor Fund only and is not the inception date of the benchmark itself. |
Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling 1-855-744-8500.
The Fund’s total annual gross and net operating expenses, as stated in the current prospectus dated Decemeber 31, 2018, are 1.25% and 0.84%, respectively, of average daily net assets for Class I Shares. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. The Fund’s investment adviser (the “Adviser”) has contractually agreed to waive management fees and/or reimburse certain expenses of the Fund through December 31, 2019 to the extent necessary to ensure that the Fund’s total annual operating expenses (excluding taxes, extraordinary expenses, brokerage commissions and interest) do not exceed 0.84% (on an annual basis) of Class I’s average daily net assets (the “Expense Limitation”). The Expense Limitation shall remain in effect until December 31, 2019, unless the Board of Directors of The RBB Fund, Inc. approves its earlier termination. If at any time the Fund’s total annual Fund operating expenses for a year are less than 0.84% of the Fund’s average daily net assets attributable to Class I Shares, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.
International investing is subject to special risks including, but not limited to, currency risk associated with securities denominated in other than the U.S. dollar, which may be affected by fluctuations in currency exchange rates, political, social or economic instability, and differences in taxation, auditing, and other financial practices.
The MSCI ACWI Index (the “Index”) captures large and mid cap representation across 23 Developed Markets (DM) and 24 Emerging Markets (EM) countries. With more than 2,700 constituents, the index covers approximately 85% of the global investable equity opportunity set. It is not possible to invest directly with an index.
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SUMMIT GLOBAL INVESTMENTS
Fund Expense Examples
February 28, 2019 (Unaudited)
As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments (if applicable); and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) 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 six-month period from September 1, 2018 through February 28, 2019 and held for the entire period.
Actual Expenses
The first line of the accompanying tables provide 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 $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second section of the accompanying tables provide information about hypothetical account values and hypothetical expenses based on each 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 each Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.
The expenses shown in the accompanying tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees or exchange fees. Therefore, the second section of the accompanying tables 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.
| Summit Global Investments U.S. Low Volatility Equity Fund |
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period * | Annualized Expense Ratio | Actual Six-Month Total Investment Return for the Fund |
Actual | | | | | |
Class I Shares | $ 1,000.00 | $ 973.00 | $ 4.79 | 0.98% | -2.70% |
Class A Shares | 1,000.00 | 972.30 | 6.01 | 1.23 | -2.77 |
Class C Shares | 1,000.00 | 968.30 | 9.66 | 1.98 | -3.17 |
| | | | |
Hypothetical (5% return before expenses) | | | | |
Class I Shares | $1,000.00 | $1,019.93 | $4.91 | 0.98% | N/A |
Class A Shares | 1,000.00 | 1,018.70 | 6.16 | 1.23 | N/A |
Class C Shares | 1,000.00 | 1,014.98 | 9.89 | 1.98 | N/A |
10
SUMMIT GLOBAL INVESTMENTS
Fund Expense Examples (Concluded)
February 28, 2019 (Unaudited)
| Summit Global Investments Small Cap Low Volatility Fund |
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period * | Annualized Expense Ratio | Actual Six-Month Total Investment Return for the Fund |
Actual | | | | | |
Class I Shares | $ 1,000.00 | $ 890.10 | $ 5.76 | 1.23% | -10.99% |
Class A Shares | 1,000.00 | 889.10 | 6.93 | 1.48 | -11.09 |
Class C Shares | 1,000.00 | 886.30 | 10.43 | 2.23 | -11.37 |
| | | | |
Hypothetical (5% return before expenses) | | | | |
Class I Shares | $1,000.00 | $1,018.70 | $6.16 | 1.23% | N/A |
Class A Shares | 1,000.00 | 1,017.46 | 7.40 | 1.48 | N/A |
Class C Shares | 1,000.00 | 1,013.74 | 11.13 | 2.23 | N/A |
| Summit Global Investments Global Low Volatility |
| Beginning Account Value September 1, 2018 | Ending Account Value February 28, 2019 | Expenses Paid During Period * | Annualized Expense Ratio | Actual Six-Month Total Investment Return for the Fund |
Actual | | | | | |
Class I Shares | $ 1,000.00 | $ 1,013.50 | $ 4.19 | 0.84% | 1.35% |
| | | | |
Hypothetical (5% return before expenses) | | | | |
Class I Shares | $ 1,000.00 | $ 1,020.63 | $ 4.21 | 0.84% | N/A |
* | Expenses are equal to each Fund's annualized six-month expense ratio for the period September 1, 2018 to February 28, 2019, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half year period. Each Fund's ending account values on the first line in the tables is based on the actual six-month total investment return for each Fund. |
11
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a summary by industry of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
COMMON STOCKS: | | | | | | | | |
Retail | | | 11.3 | % | | $ | 50,918,038 | |
Commercial Services | | | 8.7 | | | | 39,113,010 | |
Software | | | 7.4 | | | | 33,167,407 | |
Pharmaceuticals | | | 6.8 | | | | 30,443,383 | |
Electric | | | 5.4 | | | | 24,309,079 | |
Food | | | 5.2 | | | | 23,510,356 | |
Banks | | | 4.8 | | | | 21,474,074 | |
Oil & Gas | | | 4.2 | | | | 18,939,925 | |
Gas | | | 3.3 | | | | 14,905,716 | |
Computers | | | 3.1 | | | | 14,065,219 | |
REITS | | | 2.8 | | | | 12,442,455 | |
Machinery Diversified | | | 2.6 | | | | 11,826,484 | |
Home Builders | | | 2.6 | | | | 11,790,000 | |
Housewares | | | 2.5 | | | | 11,144,250 | |
Cosmetics & Personal Care | | | 2.4 | | | | 10,861,763 | |
Insurance | | | 2.4 | | | | 10,676,148 | |
Healthcare Products | | | 2.2 | | | | 9,994,926 | |
Electronics | | | 2.2 | | | | 9,922,463 | |
Internet | | | 2.1 | | | | 9,617,608 | |
Beverages | | | 2.0 | | | | 8,973,664 | |
Healthcare Services | | | 1.7 | | | | 7,419,282 | |
Diversifed Financial Services | | | 1.6 | | | | 7,060,599 | |
Distribution & Wholesale | | | 1.5 | | | | 6,881,199 | |
Environmental Control | | | 1.3 | | | | 5,829,741 | |
Water | | | 1.2 | | | | 5,480,942 | |
Media | | | 1.1 | | | | 4,848,171 | |
Lodging | | | 1.0 | | | | 4,686,608 | |
Telecommunications | | | 0.7 | | | | 3,312,252 | |
Hand & Machine Tools | | | 0.7 | | | | 3,200,000 | |
Chemicals | | | 0.7 | | | | 3,152,532 | |
Iron & Steel | | | 0.5 | | | | 2,283,489 | |
Apparel | | | 0.5 | | | | 2,201,472 | |
Mining | | | 0.5 | | | | 2,201,409 | |
Building Materials | | | 0.3 | | | | 1,344,648 | |
Transportation | | | 0.2 | | | | 1,021,294 | |
Airlines | | | 0.2 | | | | 924,660 | |
SHORT-TERM INVESTMENT | | | 2.0 | | | | 8,923,039 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 0.3 | | | | 1,248,011 | |
NET ASSETS | | | 100 | % | | $ | 450,115,316 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
12
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
COMMON STOCKS - 97.7% | | | | |
Airlines — 0.2% | | | | |
Southwest Airlines Co. | | | 16,500 | | | $ | 924,660 | |
Apparel — 0.5% | | | | |
VF Corp. | | | 25,200 | | | | 2,201,472 | |
Banks — 4.8% | | | | |
Comerica, Inc. | | | 86,100 | | | | 7,500,171 | |
Commerce Bancshares, Inc. | | | 54,040 | | | | 3,400,737 | |
East West Bancorp, Inc. | | | 57,000 | | | | 3,112,770 | |
Northern Trust Corp. | | | 44,700 | | | | 4,166,040 | |
Popular, Inc. | | | 42,200 | | | | 2,379,236 | |
Regions Financial Corp. | | | 55,800 | | | | 915,120 | |
| | | | | | | 21,474,074 | |
Beverages — 2.0% | | | | |
PepsiCo, Inc. | | | 77,600 | | | | 8,973,664 | |
Building Materials — 0.3% | | | | |
Masco Corp. | | | 35,800 | | | | 1,344,648 | |
Chemicals — 0.7% | | | | |
Air Products & Chemicals, Inc. | | | 17,400 | | | | 3,152,532 | |
Commercial Services — 8.7% | | | | |
Ecolab, Inc. | | | 21,000 | | | | 3,547,110 | |
Grand Canyon Education, Inc.* | | | 16,800 | | | | 1,943,424 | |
Quanta Services, Inc. | | | 115,300 | | | | 4,109,292 | |
Robert Half International, Inc. | | | 204,200 | | | | 13,924,398 | |
S&P Global, Inc. | | | 77,800 | | | | 15,588,786 | |
| | | | | | | 39,113,010 | |
Computers — 3.1% | | | | |
Accenture PLC, Class A, (Ireland) | | | 18,400 | | | | 2,969,392 | |
Apple, Inc. | | | 21,900 | | | | 3,791,985 | |
Cognizant Technology Solutions Corp. | | | 102,900 | | | | 7,303,842 | |
| | | | | | | 14,065,219 | |
Cosmetics & Personal Care — 2.4% | | | | |
Estee Lauder Cos, Inc., (The), Class A | | | 27,200 | | | | 4,268,768 | |
Procter & Gamble Co., (The) | | | 66,900 | | | | 6,592,995 | |
| | | | | | | 10,861,763 | |
Distribution & Wholesale — 1.5% | | | | |
Fastenal Co. | | | 66,000 | | | | 4,154,040 | |
HD Supply Holdings, Inc.* | | | 21,600 | | | | 929,016 | |
WW Grainger, Inc. | | | 5,900 | | | | 1,798,143 | |
| | | | | | | 6,881,199 | |
Diversifed Financial Services — 1.6% | | | | |
Cboe Global Markets, Inc. | | | 63,700 | | | | 6,109,467 | |
MarketAxess Holdings, Inc. | | | 3,900 | | | | 951,132 | |
| | | | | | | 7,060,599 | |
Electric — 5.4% | | | | |
Consolidated Edison, Inc. | | | 13,100 | | | | 1,080,095 | |
Evergy, Inc. | | | 157,000 | | | | 8,777,870 | |
OGE Energy Corp. | | | 159,700 | | | | 6,790,444 | |
Pinnacle West Capital Corp. | | | 18,400 | | | | 1,724,816 | |
Sempra Energy | | | 8,700 | | | | 1,047,828 | |
Xcel Energy, Inc. | | | 89,100 | | | | 4,888,026 | |
| | | | | | | 24,309,079 | |
Electronics — 2.2% | | | | |
Garmin Ltd., (Switzerland) | | | 15,900 | | | | 1,335,123 | |
Mettler-Toledo International, Inc.* | | | 3,600 | | | | 2,451,276 | |
National Instruments Corp. | | | 108,800 | | | | 5,085,312 | |
TE Connectivity Ltd., (Switzerland) | | | 12,800 | | | | 1,050,752 | |
| | | | | | | 9,922,463 | |
Environmental Control — 1.3% | | | | |
Republic Services, Inc. | | | 38,700 | | | | 3,035,241 | |
Waste Management, Inc. | | | 27,600 | | | | 2,794,500 | |
| | | | | | | 5,829,741 | |
Food — 5.2% | | | | |
Flowers Foods, Inc. | | | 216,800 | | | | 4,437,896 | |
Hershey Co., (The) | | | 81,000 | | | | 8,965,080 | |
Ingredion, Inc. | | | 9,300 | | | | 859,785 | |
Sysco Corp. | | | 136,900 | | | | 9,247,595 | |
| | | | | | | 23,510,356 | |
Gas — 3.3% | | | | |
National Fuel Gas Co. | | | 146,400 | | | | 8,811,816 | |
UGI Corp. | | | 111,000 | | | | 6,093,900 | |
| | | | | | | 14,905,716 | |
Hand & Machine Tools — 0.7% | | | | |
Snap-on, Inc. | | | 20,000 | | | | 3,200,000 | |
Healthcare Products — 2.2% | | | | |
Baxter International, Inc. | | | 88,000 | | | | 6,576,240 | |
IDEXX Laboratories, Inc.* | | | 16,200 | | | | 3,418,686 | |
| | | | | | | 9,994,926 | |
Healthcare Services — 1.7% | | | | |
Humana, Inc. | | | 3,000 | | | | 855,120 | |
UnitedHealth Group, Inc. | | | 27,100 | | | | 6,564,162 | |
| | | | | | | 7,419,282 | |
Home Builders — 2.6% | | | | |
NVR, Inc.* | | | 4,500 | | | | 11,790,000 | |
Housewares — 2.5% | | | | |
Toro Co., (The) | | | 162,500 | | | | 11,144,250 | |
The accompanying notes are an integral part of the financial statements.
13
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Portfolio of Investments (CONTINUED)
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Insurance — 2.4% | | | | |
Allstate Corp., (The) | | | 28,600 | | | $ | 2,699,268 | |
American International Group, Inc. | | | 110,400 | | | | 4,769,280 | |
Progressive Corp., (The) | | | 44,000 | | | | 3,207,600 | |
| | | | | | | 10,676,148 | |
Internet — 2.1% | | | | |
F5 Networks, Inc.* | | | 57,200 | | | | 9,617,608 | |
Iron & Steel — 0.5% | | | | |
Nucor Corp. | | | 37,700 | | | | 2,283,489 | |
Lodging — 1.0% | | | | |
Choice Hotels International, Inc. | | | 58,700 | | | | 4,686,608 | |
Machinery Diversified — 2.6% | | | | |
Cummins, Inc. | | | 45,400 | | | | 6,995,686 | |
Graco, Inc. | | | 84,300 | | | | 3,958,728 | |
Pentair PLC, (Ireland) | | | 20,500 | | | | 872,070 | |
| | | | | | | 11,826,484 | |
Media — 1.1% | | | | |
John Wiley & Sons, Inc., Class A | | | 61,900 | | | | 3,211,991 | |
Walt Disney Co., (The) | | | 14,500 | | | | 1,636,180 | |
| | | | | | | 4,848,171 | |
Mining — 0.5% | | | | |
Royal Gold, Inc. | | | 24,900 | | | | 2,201,409 | |
Oil & Gas — 4.2% | | | | |
Exxon Mobil Corp. | | | 64,300 | | | | 5,081,629 | |
Phillips 66 | | | 84,400 | | | | 8,132,784 | |
Valero Energy Corp. | | | 70,200 | | | | 5,725,512 | |
| | | | | | | 18,939,925 | |
Pharmaceuticals — 6.8% | | | | |
Bristol-Myers Squibb Co. | | | 166,200 | | | | 8,585,892 | |
Eli Lilly & Co. | | | 97,000 | | | | 12,250,130 | |
Jazz Pharmaceuticals PLC, (Ireland)* | | | 6,700 | | | | 938,201 | |
Zoetis, Inc. | | | 92,000 | | | | 8,669,160 | |
| | | | | | | 30,443,383 | |
REITS — 2.8% | | | | |
American Tower Corp. | | | 11,300 | | | | 1,990,495 | |
Liberty Property Trust | | | 18,500 | | | | 875,605 | |
Public Storage | | | 18,900 | | | | 3,997,161 | |
UDR, Inc. | | | 20,500 | | | | 910,610 | |
WP Carey, Inc. | | | 63,200 | | | | 4,668,584 | |
| | | | | | | 12,442,455 | |
Retail — 11.3% | | | | |
Best Buy Co., Inc. | | | 93,000 | | | | 6,402,120 | |
Costco Wholesale Corp. | | | 3,900 | | | | 853,086 | |
Darden Restaurants, Inc. | | | 7,700 | | | | 863,247 | |
Dollar General Corp. | | | 24,800 | | | | 2,937,808 | |
Home Depot, Inc., (The) | | | 26,700 | | | | 4,943,238 | |
Lowe's Cos, Inc. | | | 10,600 | | | | 1,113,954 | |
Ross Stores, Inc. | | | 10,600 | | | | 1,005,198 | |
Starbucks Corp. | | | 43,100 | | | | 3,028,206 | |
Tapestry, Inc. | | | 94,300 | | | | 3,294,842 | |
Target Corp. | | | 12,000 | | | | 871,680 | |
TJX Cos, Inc., (The) | | | 200,900 | | | | 10,304,161 | |
Tractor Supply Co. | | | 11,800 | | | | 1,125,130 | |
Wal-Mart Stores, Inc. | | | 143,200 | | | | 14,175,368 | |
| | | | | | | 50,918,038 | |
Software — 7.4% | | | | |
Aspen Technology, Inc.* | | | 8,800 | | | | 886,248 | |
Cadence Design Systems, Inc.* | | | 58,500 | | | | 3,349,125 | |
CDK Global, Inc. | | | 59,400 | | | | 3,445,794 | |
Citrix Systems, Inc. | | | 84,200 | | | | 8,883,100 | |
Fiserv, Inc.* | | | 20,500 | | | | 1,736,145 | |
Intuit, Inc. | | | 20,300 | | | | 5,016,739 | |
Paychex, Inc. | | | 36,800 | | | | 2,834,336 | |
Synopsys, Inc.* | | | 69,000 | | | | 7,015,920 | |
| | | | | | | 33,167,407 | |
Telecommunications — 0.7% | | | | |
Cisco Systems, Inc. | | | 43,200 | | | | 2,236,464 | |
Verizon Communications, Inc. | | | 18,900 | | | | 1,075,788 | |
| | | | | | | 3,312,252 | |
Transportation — 0.2% | | | | |
CH Robinson Worldwide, Inc. | | | 11,300 | | | | 1,021,294 | |
Water — 1.2% | | | | |
American Water Works Co., Inc. | | | 45,200 | | | | 4,593,224 | |
Aqua America, Inc. | | | 24,700 | | | | 887,718 | |
| | | | | | | 5,480,942 | |
TOTAL COMMON STOCKS | | | | | | | | |
(Cost $397,982,077) | | | | | | | 439,944,266 | |
| | | | | | | | |
The accompanying notes are an integral part of the financial statements.
14
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Portfolio of Investments (Concluded)
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
SHORT-TERM INVESTMENTS - 2.0% | | | | |
Fidelity Investments Money Market Funds - Government Portfolio, Class I, 2.29% (a) | | | 8,923,039 | | | $ | 8,923,039 | |
TOTAL SHORT-TERM INVESTMENTS | | | | | | | | |
(Cost $8,923,039) | | | | | | | 8,923,039 | |
TOTAL INVESTMENTS - 99.7% | | | | | | | | |
(Cost $406,905,116) | | | | | | | 448,867,305 | |
OTHER ASSETS IN EXCESS OF LIABILITIES - 0.3% | | | | | | | 1,248,011 | |
NET ASSETS - 100.0% | | | | | | $ | 450,115,316 | |
* | Non-income producing security. |
(a) | Seven-day yield as of February 28, 2019. |
PLC Public Limited Company.
REIT Real Estate Investment Trust
The accompanying notes are an integral part of the financial statements.
15
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a summary by industry of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
COMMON STOCKS: | | | | | | | | |
REITS | | | 19.6 | % | | $ | 6,899,950 | |
Retail | | | 9.3 | | | | 3,276,035 | |
Banks | | | 7.9 | | | | 2,775,264 | |
Investment Companies | | | 6.8 | | | | 2,388,258 | |
Electric | | | 5.6 | | | | 1,981,659 | |
Healthcare Services | | | 5.2 | | | | 1,840,856 | |
Commercial Services | | | 5.0 | | | | 1,774,835 | |
Gas | | | 2.7 | | | | 952,518 | |
Communications Equipment | | | 2.1 | | | | 739,242 | |
Internet | | | 2.1 | | | | 736,444 | |
Apparel | | | 2.0 | | | | 714,822 | |
Insurance | | | 2.0 | | | | 712,248 | |
Machinery Diversified | | | 2.0 | | | | 706,555 | |
Lodging | | | 1.9 | | | | 684,268 | |
Telecommunications | | | 1.9 | | | | 682,804 | |
Mining | | | 1.2 | | | | 440,284 | |
Software | | | 1.1 | | | | 395,920 | |
Electronics | | | 1.1 | | | | 380,646 | |
Professional Services | | | 1.1 | | | | 369,189 | |
Engineering & Construction | | | 1.1 | | | | 359,254 | |
Oil & Gas Services | | | 1.0 | | | | 340,219 | |
Energy Alternate Sources | | | 1.0 | | | | 334,017 | |
Cosmetics & Personal Care | | | 1.0 | | | | 332,700 | |
Energy Equipment & Services | | | 0.9 | | | | 326,550 | |
Paper & Forest Products | | | 0.9 | | | | 324,384 | |
Chemicals | | | 0.9 | | | | 323,500 | |
Agriculture | | | 0.9 | | | | 322,920 | |
Water | | | 0.9 | | | | 321,952 | |
Airlines | | | 0.9 | | | | 318,836 | |
Real Estate | | | 0.9 | | | | 316,684 | |
Textiles | | | 0.9 | | | | 316,404 | |
Diversified Financial Services | | | 0.9 | | | | 315,675 | |
Utilites | | | 0.9 | | | | 311,157 | |
Aerospace & Defense | | | 0.9 | | | | 310,505 | |
Food | | | 0.9 | | | | 310,156 | |
EXCHANGE TRADED FUNDS | | | 1.5 | | | | 530,916 | |
SHORT-TERM INVESTMENT | | | 1.6 | | | | 575,029 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 1.4 | | | | 491,823 | |
NET ASSETS | | | 100 | % | | $ | 35,234,478 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
16
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
COMMON STOCKS - 95.5% | | | | |
Aerospace & Defense — 0.9% | | | | |
AAR Corp. | | | 8,500 | | | $ | 310,505 | |
Agriculture — 0.9% | | | | |
Limoneira Co. | | | 13,800 | | | | 322,920 | |
Airlines — 0.9% | | | | |
SkyWest, Inc. | | | 5,900 | | | | 318,836 | |
Apparel — 2.0% | | | | |
Movado Group, Inc. | | | 10,800 | | | | 378,324 | |
Steven Madden Ltd. | | | 10,200 | | | | 336,498 | |
| | | | | | | 714,822 | |
Banks — 7.9% | | | | |
Bryn Mawr Bank Corp. | | | 8,700 | | | | 354,612 | |
Carolina Financial Corp. | | | 9,100 | | | | 333,242 | |
First Bancshares, Inc., (The) | | | 10,000 | | | | 327,600 | |
Great Southern Bancorp, Inc. | | | 6,500 | | | | 368,095 | |
Heritage Commerce Corp. | | | 23,800 | | | | 332,486 | |
Opus Bank | | | 15,700 | | | | 357,489 | |
Preferred Bank | | | 7,000 | | | | 358,540 | |
QCR Holdings, Inc. | | | 9,600 | | | | 343,200 | |
| | | | | | | 2,775,264 | |
Chemicals — 0.9% | | | | |
Sensient Technologies Corp. | | | 5,000 | | | | 323,500 | |
Commercial Services — 5.0% | | | | | | | | |
Carriage Services, Inc. | | | 18,304 | | | | 384,567 | |
Forrester Research, Inc. | | | 7,000 | | | | 351,400 | |
ICF International, Inc. | | | 4,500 | | | | 339,840 | |
SP Plus Corp.* | | | 10,300 | | | | 354,320 | |
Willdan Group, Inc.* | | | 9,100 | | | | 344,708 | |
| | | | | | | 1,774,835 | |
Communications Equipment — 2.1% | | | | |
Comtech Telecommunications Corp. | | | 13,122 | | | | 347,733 | |
Ituran Location and Control Ltd., (Israel) | | | 10,610 | | | | 391,509 | |
| | | | | | | 739,242 | |
Cosmetics & Personal Care — 1.0% | | | | |
Edgewell Personal Care Co.* | | | 7,500 | | | | 332,700 | |
Diversified Financial Services — 0.9% | | | | |
Provident Financial Services, Inc. | | | 11,500 | | | | 315,675 | |
| | | | | | | 315,675 | |
Electric — 5.6% | | | | |
ALLETE, Inc. | | | 4,100 | | | | 332,305 | |
El Paso Electric Co. | | | 5,900 | | | | 317,420 | |
NorthWestern Corp. | | | 4,900 | | | | 335,846 | |
PNM Resources, Inc. | | | 7,300 | | | | 318,864 | |
Portland General Electric Co. | | | 6,500 | | | | 325,910 | |
Electric — 5.6% (Continued) | | | | |
Unitil Corp. | | | 6,398 | | | | 351,314 | |
| | | | | | | 1,981,659 | |
Electronics — 1.1% | | | | |
Universal Electronics, Inc.* | | | 11,400 | | | | 380,646 | |
Energy Equipment & Services — 0.9% | | | | |
Unit Corp.* | | | 21,000 | | | | 326,550 | |
Energy Alternate Sources — 1.0% | | | | |
TerraForm Power, Inc. | | | 26,700 | | | | 334,017 | |
Engineering & Construction — 1.1% | | | | |
Comfort Systems USA, Inc. | | | 6,700 | | | | 359,254 | |
Food — 0.9% | | | | |
Sprouts Farmers Market, Inc.* | | | 13,300 | | | | 310,156 | |
Gas — 2.7% | | | | |
AmeriGas Partners LP | | | 10,600 | | | | 300,722 | |
Chesapeake Utilities Corp. | | | 3,600 | | | | 324,036 | |
Southwest Gas Holdings, Inc. | | | 4,000 | | | | 327,760 | |
| | | | | | | 952,518 | |
Healthcare Services — 5.2% | | | | |
Addus HomeCare Corp.* | | | 5,537 | | | | 372,142 | |
HealthStream, Inc. | | | 13,800 | | | | 383,640 | |
MEDNAX, Inc.* | | | 9,900 | | | | 325,809 | |
Tivity Health, Inc.* | | | 14,500 | | | | 310,300 | |
Triple-S Management Corp.* | | | 17,648 | | | | 448,965 | |
| | | | | | | 1,840,856 | |
Insurance — 2.0% | | | | |
Essent Group Ltd.* | | | 7,800 | | | | 336,492 | |
White Mountains Insurance Group Ltd. | | | 400 | | | | 375,756 | |
| | | | | | | 712,248 | |
Internet — 2.1% | | | | |
Despegar.com Corp.* | | | 21,000 | | | | 377,790 | |
ePlus, Inc.* | | | 4,010 | | | | 358,654 | |
| | | | | | | 736,444 | |
Investment Companies — 6.8% | | | | |
Apollo Investment Corp. | | | 21,100 | | | | 323,252 | |
Fidus Investment Corp. | | | 24,648 | | | | 369,967 | |
Gladstone Capital Corp. | | | 35,195 | | | | 319,219 | |
Golub Capital BDC, Inc. | | | 17,300 | | | | 319,185 | |
Hercules Capital, Inc. | | | 24,500 | | | | 343,000 | |
PennantPark Investment Corp. | | | 49,477 | | | | 352,771 | |
Solar Capital Ltd. | | | 16,800 | | | | 360,864 | |
| | | | | | | 2,388,258 | |
Lodging — 1.9% | | | | |
Marcus Corp., (The) | | | 8,000 | | | | 339,120 | |
Playa Hotels & Resorts NV, (Netherlands)* | | | 45,295 | | | | 345,148 | |
| | | | | | | 684,268 | |
The accompanying notes are an integral part of the financial statements.
17
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Portfolio of Investments (Concluded)
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Machinery Diversified — 2.0% | | | | |
Applied Industrial Technologies, Inc. | | | 5,500 | | | $ | 319,770 | |
Manitowoc Co. Inc., (The)* | | | 21,500 | | | | 386,785 | |
| | | | | | | 706,555 | |
Mining — 1.2% | | | | |
Materion Corp. | | | 7,620 | | | | 440,284 | |
Oil & Gas Services — 1.0% | | | | |
C&J Energy Services, Inc.* | | | 19,700 | | | | 340,219 | |
Paper & Forest Products — 0.9% | | | | |
Neenah Paper, Inc. | | | 4,800 | | | | 324,384 | |
Professional Services — 1.1% | | | | |
Kelly Services, Inc. | | | 15,300 | | | | 369,189 | |
Real Estate — 0.9% | | | | |
Marcus & Millichap, Inc.* | | | 8,200 | | | | 316,684 | |
REITS — 19.6% | | | | |
American Assets Trust, Inc. | | | 7,120 | | | | 309,293 | |
Apple Hospitality REIT, Inc. | | | 22,000 | | | | 362,560 | |
Ares Commercial Real Estate Corp. | | | 24,477 | | | | 373,519 | |
CatchMark Timber Trust, Inc. | | | 34,400 | | | | 328,520 | |
Cherry Hill Mortgage Investment Corp. | | | 18,600 | | | | 344,844 | |
Chimera Investment Corp. | | | 16,800 | | | | 310,632 | |
CoreCivic, Inc. | | | 16,300 | | | | 345,234 | |
CorEnergy Infrastructure Trust, Inc. | | | 9,225 | | | | 336,343 | |
EastGroup Properties, Inc. | | | 2,900 | | | | 306,414 | |
Exantas Capital Corp. | | | 32,670 | | | | 354,470 | |
First Industrial Realty Trust, Inc. | | | 9,500 | | | | 318,440 | |
Franklin Street Properties Corp. | | | 43,900 | | | | 317,836 | |
Investors Real Estate Trust | | | 5,300 | | | | 320,014 | |
iStar, Inc. | | | 36,500 | | | | 319,375 | |
National Health Investors, Inc. | | | 4,200 | | | | 327,726 | |
Office Properties Income Trust | | | 10,329 | | | | 315,138 | |
PennyMac Mortgage Investment Trust | | | 16,400 | | | | 334,232 | |
Redwood Trust, Inc. | | | 19,800 | | | | 302,940 | |
Saul Centers, Inc. | | | 5,382 | | | | 304,998 | |
TPG RE Finance Trust, Inc. | | | 16,364 | | | | 327,607 | |
Two Harbors Investment Corp. | | | 24,500 | | | | 339,815 | |
| | | | | | | 6,899,950 | |
Retail — 9.3% | | | | |
America's Car-Mart Inc.* | | | 4,300 | | | | 350,880 | |
B&G Foods, Inc. | | | 12,300 | | | | 302,826 | |
Carrols Restaurant Group, Inc.* | | | 38,300 | | | | 409,427 | |
Foundation Building Materials, Inc.* | | | 36,200 | | | | 402,544 | |
Genesco, Inc.* | | | 7,900 | | | | 381,333 | |
Ingles Markets, Inc., Class A | | | 11,469 | | | | 356,915 | |
Retail — 9.3% (Continued) | | | | | | | | |
Potbelly Corp.* | | | 42,425 | | | | 357,218 | |
Ruth's Hospitality Group, Inc. | | | 14,800 | | | | 376,216 | |
Suburban Propane Partners LP | | | 15,600 | | | | 338,676 | |
| | | | | | | 3,276,035 | |
Software — 1.1% | | | | |
Monotype Imaging Holdings, Inc. | | | 20,200 | | | | 395,920 | |
Telecommunications — 1.9% | | | | |
InterDigital, Inc. | | | 4,300 | | | | 299,839 | |
Quantenna Communications, Inc.* | | | 21,100 | | | | 382,965 | |
| | | | | | | 682,804 | |
Textiles — 0.9% | | | | |
UniFirst Corp. | | | 2,200 | | | | 316,404 | |
Utilities — 0.9% | | | | |
Avista Corp. | | | 7,700 | | | | 311,157 | |
Water — 0.9% | | | | |
California Water Service Group | | | 6,189 | | | | 321,952 | |
| | | | | | | | |
TOTAL COMMON STOCKS | | | | | | | | |
(Cost $32,953,631) | | | | | | | 33,636,710 | |
| | | | | | | | |
EXCHANGE TRADED FUNDS - 1.5% | | | | |
iShares Russell 2000 ETF | | | 1,700 | | | | 266,526 | |
Vanguard Russell 2000 ETF | | | 2,100 | | | | 264,390 | |
| | | | | | | 530,916 | |
TOTAL EXCHANGE TRADED FUNDS | | | | | | | | |
(Cost $533,106) | | | | | | | 530,916 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS - 1.6% | | | | |
Fidelity Investments Money Market Funds - Government Portfolio, Class I, 2.29% (a) | | | 575,029 | | | | 575,029 | |
TOTAL SHORT-TERM INVESTMENTS | | | | | | | | |
(Cost $575,029) | | | | | | | 575,029 | |
TOTAL INVESTMENTS - 98.6% | | | | | | | | |
(Cost $34,061,766) | | | | | | | 34,742,655 | |
OTHER ASSETS IN EXCESS OF LIABILITIES - 1.4% | | | | | | | 491,823 | |
NET ASSETS - 100.0% | | | | | | $ | 35,234,478 | |
* | Non-income producing security. |
(a) | Seven-day yield as of February 28, 2019. |
BDC Business Development Company
REIT Real Estate Investment Trust
The accompanying notes are an integral part of the financial statements.
18
SUMMIT GLOBAL INVESTMENTS
GLOBAL LOW VOLATILITY FUND
Portfolio Holdings Summary Table
February 28, 2019 (Unaudited)
The following table presents a summary by industry of the portfolio holdings of the Fund:
| | % of Net Assets | | | Value | |
COMMON STOCKS: | | | | | | | | |
Telecommunications | | | 13.8 | % | | $ | 2,642,538 | |
Retail | | | 8.6 | | | | 1,651,327 | |
Banks | | | 7.1 | | | | 1,334,306 | |
Software | | | 6.9 | | | | 1,327,119 | |
Pharmaceuticals | | | 6.9 | | | | 1,326,749 | |
Cosmetics & Personal Care | | | 6.8 | | | | 1,295,942 | |
Transportation | | | 5.4 | | | | 1,023,238 | |
Diversified Financial Services | | | 5.3 | | | | 1,006,288 | |
Oil & Gas | | | 5.1 | | | | 984,241 | |
Electric | | | 3.6 | | | | 680,936 | |
Computers | | | 3.5 | | | | 670,202 | |
Healthcare Products | | | 3.4 | | | | 656,541 | |
Aerospace & Defense | | | 3.4 | | | | 656,202 | |
Chemicals | | | 3.4 | | | | 655,796 | |
Beverages | | | 3.3 | | | | 634,600 | |
Pipelines | | | 1.8 | | | | 348,816 | |
REITS | | | 1.8 | | | | 338,800 | |
Media | | | 1.8 | | | | 338,520 | |
Food | | | 1.7 | | | | 332,040 | |
Household Products & Wares | | | 1.7 | | | | 331,863 | |
Leisure Time | | | 1.7 | | | | 329,556 | |
Insurance | | | 1.7 | | | | 324,038 | |
SHORT-TERM INVESTMENT | | | 1.2 | | | | 219,830 | |
OTHER ASSETS IN EXCESS OF LIABILITIES | | | 0.1 | | | | 13,571 | |
NET ASSETS | | | 100 | % | | $ | 19,123,059 | |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of the financial statements.
19
SUMMIT GLOBAL INVESTMENTS
GLOBAL LOW VOLATILITY FUND
Portfolio of Investments
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
COMMON STOCKS - 98.7% | | | | |
Aerospace & Defense — 3.4% | | | | |
General Dynamics Corp. | | | 1,850 | | | $ | 314,907 | |
Raytheon Co. | | | 1,830 | | | | 341,295 | |
| | | | | | | 656,202 | |
Banks — 7.1% | | | | |
Bank of Montreal, (Canada) | | | 4,400 | | | | 342,936 | |
Canadian Imperial Bank of Commerce, (Canada) | | | 3,800 | | | | 322,392 | |
Royal Bank of Canada, (Canada) | | | 4,300 | | | | 336,174 | |
Toronto-Dominion Bank, (The), (Canada) | | | 5,800 | | | | 332,804 | |
| | | | | | | 1,334,306 | |
Beverages — 3.3% | | | | |
Coca-Cola Co., (The) | | | 6,600 | | | | 299,244 | |
PepsiCo, Inc. | | | 2,900 | | | | 335,356 | |
| | | | | | | 634,600 | |
Chemicals — 3.4% | | | | |
Linde PLC, (Ireland) | | | 1,900 | | | | 329,156 | |
Nutrien Ltd., (Canada) | | | 6,000 | | | | 326,640 | |
| | | | | | | 655,796 | |
Computers — 3.5% | | | | |
Apple, Inc. | | | 1,900 | | | | 328,985 | |
Check Point Software Technologies Ltd., (Israel)* | | | 2,790 | | | | 341,217 | |
| | | | | | | 670,202 | |
Cosmetics & Personal Care — 6.8% | | | | |
Colgate-Palmolive Co. | | | 5,000 | | | | 329,350 | |
Estee Lauder Cos, Inc., (The), Class A | | | 2,070 | | | | 324,866 | |
Procter & Gamble Co., (The) | | | 3,280 | | | | 323,244 | |
Unilever, (Netherlands) | | | 5,900 | | | | 318,482 | |
| | | | | | | 1,295,942 | |
Diversified Financial Services — 5.3% | | | | |
Mastercard, Inc. | | | 1,500 | | | | 337,155 | |
T Rowe Price Group, Inc. | | | 3,300 | | | | 331,419 | |
Visa, Inc., Class A | | | 2,280 | | | | 337,714 | |
| | | | | | | 1,006,288 | |
Electric — 3.6% | | | | |
Fortis Inc., (Canada) | | | 9,200 | | | | 331,660 | |
Sempra Energy | | | 2,900 | | | | 349,276 | |
| | | | | | | 680,936 | |
Food — 1.7% | | | | |
Hershey Co., (The) | | | 3,000 | | | | 332,040 | |
Healthcare Products — 3.4% | | | | |
Smith & Nephew PLC, (United Kingdom), SP ADR | | | 8,600 | | | | 332,304 | |
Stryker Corp. | | | 1,720 | | | | 324,237 | |
| | | | | | | 656,541 | |
Household Products & Wares — 1.7% | | | | |
Clorox Co., (The), Class A | | | 2,100 | | | | 331,863 | |
Insurance — 1.7% | | | | |
Chubb Ltd. | | | 2,420 | | | | 324,038 | |
Leisure Time — 1.7% | | | | |
Carnival PLC, (United Kingdom), ADR | | | 5,800 | | | | 329,556 | |
Media — 1.8% | | | | |
Walt Disney Co., (The) | | | 3,000 | | | | 338,520 | |
Oil & Gas — 5.1% | | | | |
BP PLC, (United Kingodm), SP ADR | | | 7,600 | | | | 324,140 | |
Enbridge, Inc., (Canada) | | | 9,100 | | | | 336,609 | |
Royal Dutch Shell PLC, (Netherlands), SP ADR | | | 5,200 | | | | 323,492 | |
| | | | | | | 984,241 | |
Pharmaceuticals — 6.9% | | | | |
Bristol-Myers Squibb Co. | | | 6,400 | | | | 330,624 | |
Eli Lilly & Co. | | | 2,770 | | | | 349,823 | |
Novo Nordisk, (Denmark), SP ADR | | | 6,600 | | | | 323,070 | |
Sanofi, (France), ADR | | | 7,770 | | | | 323,232 | |
| | | | | | | 1,326,749 | |
Pipelines — 1.8% | | | | |
TransCanada Corp., (Canada) | | | 7,800 | | | | 348,816 | |
REITS — 1.8% | | | | |
Equinix, Inc. | | | 800 | | | | 338,800 | |
Retail — 8.6% | | | | |
McDonald's Corp. | | | 1,820 | | | | 334,589 | |
Ross Stores, Inc. | | | 3,400 | | | | 322,422 | |
Starbucks Corp. | | | 4,600 | | | | 323,196 | |
TJX Cos, Inc., (The) | | | 6,600 | | | | 338,514 | |
Wal-Mart Stores, Inc. | | | 3,360 | | | | 332,606 | |
| | | | | | | 1,651,327 | |
Software — 6.9% | | | | |
Adobe Systems, Inc.* | | | 1,210 | | | | 317,625 | |
Microsoft Corp. | | | 3,000 | | | | 336,090 | |
Nice Ltd., (Isreal), SP ADR* | | | 2,900 | | | | 341,301 | |
SAP SE, (Germany), SP ADR | | | 3,100 | | | | 332,103 | |
| | | | | | | 1,327,119 | |
The accompanying notes are an integral part of the financial statements.
20
SUMMIT GLOBAL INVESTMENTS
GLOBAL LOW VOLATILITY FUND
Portfolio of Investments (Concluded)
February 28, 2019 (Unaudited)
| | Number of Shares | | | Value | |
Telecommunications — 13.8% | | | | |
BCE, Inc., (Canada) | | | 7,580 | | | $ | 337,310 | |
BT Group PLC, (United Kingdom), SP ADR | | | 22,000 | | | | 317,900 | |
China Mobile Ltd., (China), ADR | | | 6,200 | | | | 326,678 | |
China Telecom Corp., Ltd., (China), ADR | | | 5,800 | | | | 315,404 | |
Orange SA, (France), SP ADR | | | 21,800 | | | | 332,232 | |
Telefonica SA, (Spain), SP ADR | | | 39,000 | | | | 337,350 | |
TELUS Corp. | | | 9,200 | | | | 334,144 | |
Verizon Communications, Inc. | | | 6,000 | | | | 341,520 | |
| | | | | | | 2,642,538 | |
Transportation — 5.4% | | | | |
Canadian National Railway Co., (Canada) | | | 4,000 | | | | 343,520 | |
CH Robinson Worldwide, Inc. | | | 3,600 | | | | 325,368 | |
Grupo Aeroportuario del Pacifico SAB de CV, (Mexico), ADR | | | 3,800 | | | | 354,350 | |
| | | | | | | 1,023,238 | |
TOTAL COMMON STOCKS | | | | | | | | |
(Cost $16,975,443) | | | | | | | 18,889,658 | |
| | | | | | | | |
SHORT-TERM INVESTMENTS - 1.2% | | | | |
Fidelity Investments Money Market Funds - Government Portfolio, Class I, 2.29% (a) | | | 219,830 | | | | 219,830 | |
TOTAL SHORT-TERM INVESTMENTS | | | | | | | | |
(Cost $219,830) | | | | | | | 219,830 | |
TOTAL INVESTMENTS - 99.9% | | | | | | | | |
(Cost $17,195,273) | | | | | | | 19,109,488 | |
OTHER ASSETS IN EXCESS OF LIABILITIES - 0.1% | | | | | | | 13,571 | |
NET ASSETS - 100.0% | | | | | | $ | 19,123,059 | |
* | Non-income producing security. |
(a) | Seven-day yield as of February 28, 2019. |
ADR American Depository Receipt
PLC Public Limited Company
REIT Real Estate Investment Trust
SP ADR Sponsored ADR
The accompanying notes are an integral part of the financial statements.
21
SUMMIT GLOBAL INVESTMENTS
Statements of Assets and Liabilities
February 28, 2019 (Unaudited)
| | Summit Global Investments U.S. Low Volatility Equity Fund | | | Summit Global Investments Small Cap Low Volatility Fund | | | Summit Global Investments Global Low Volatility Fund | |
ASSETS | | | | | | | | | | | | |
Investments, at value (cost $397,982,077, $33,486,737 and $16,975,443, respectively) | | $ | 439,944,266 | | | $ | 34,167,626 | | | $ | 18,889,658 | |
Short-term investments, at value (cost $8,923,039, $575,029 and $219,830, respectively) | | | 8,923,039 | | | | 575,029 | | | | 219,830 | |
Receivables for: | | | | | | | | | | | | |
Capital shares sold | | | 1,333,149 | | | | 216,863 | | | | — | |
Dividends | | | 838,610 | | | | 22,625 | | | | 50,062 | |
Prepaid expenses and other assets | | | 90,786 | | | | 359,729 | | | | 6,435 | |
Total assets | | $ | 451,129,850 | | | $ | 35,341,872 | | | $ | 19,165,985 | |
| | | | | | | | | | | | |
LIABILITIES | | | | | | | | | | | | |
Payables for: | | | | | | | | | | | | |
Advisory fees | | $ | 379,594 | | | $ | 57,880 | | | $ | 6,143 | |
Capital shares redeemed | | | 391,805 | | | | 20,626 | | | | 12,135 | |
Investments purchased | | | 845 | | | | — | | | | — | |
Other accrued expenses and liabilities | | | 242,290 | | | | 28,888 | | | | 24,648 | |
Total liabilities | | | 1,014,534 | | | | 107,394 | | | | 42,926 | |
Net assets | | $ | 450,115,316 | | | $ | 35,234,478 | | | $ | 19,123,059 | |
| | | | | | | | | | | | |
NET ASSETS CONSIST OF: | | | | | | | | | | | | |
Par value | | $ | 26,836 | | | $ | 3,017 | | | $ | 632 | |
Paid-in capital | | | 407,159,201 | | | | 35,266,684 | | | | 18,276,240 | |
Total distributable earnings/(loss) | | | 42,929,279 | | | | (35,223 | ) | | | 846,187 | |
Net assets | | $ | 450,115,316 | | | $ | 35,234,478 | | | $ | 19,123,059 | |
The accompanying notes are an integral part of the financial statements.
22
SUMMIT GLOBAL INVESTMENTS
Statements of Assets and Liabilities (Concluded)
February 28, 2019 (Unaudited)
| | Summit Global Investments U.S. Low Volatility Equity Fund | | | Summit Global Investments Small Cap Low Volatility Fund | | | Summit Global Investments Global Low Volatility Fund | |
CLASS I SHARES: | | | | | | | | | | | | |
Net assets applicable to Class I Shares | | $ | 435,562,682 | | | $ | 31,534,297 | | | $ | 19,123,059 | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 25,968,186 | | | | 2,699,882 | | | | 631,555 | |
Net asset value, offering and redemption price per share | | $ | 16.77 | | | $ | 11.68 | | | $ | 30.28 | |
| | | | | | | | | | | | |
CLASS A SHARES: | | | | | | | | | | | | |
Net assets applicable to Class A Shares | | $ | 12,490,672 | | | $ | 3,546,017 | | | $ | — | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 741,911 | | | | 304,054 | | | | — | |
Net asset value and redemption price per share | | $ | 16.84 | | | $ | 11.66 | | | $ | — | |
Maximum offering price per share (100/94.75 of $16.84 and $11.66 respectively) | | $ | 17.77 | | | $ | 12.31 | | | $ | — | |
| | | | | | | | | | | | |
CLASS C SHARES: | | | | | | | | | | | | |
Net assets applicable to Class C Shares | | $ | 2,061,962 | | | $ | 154,164 | | | $ | — | |
Shares outstanding ($0.001 par value, 100,000,000 shares authorized) | | | 125,430 | | | | 13,446 | | | | — | |
Net asset value, offering and redemption price per share | | $ | 16.44 | | | $ | 11.47 | | | $ | — | |
The accompanying notes are an integral part of the financial statements.
23
SUMMIT GLOBAL INVESTMENTS
Statements of Operations
FOR THE SIX MONTHS ENDED February 28, 2019 (Unaudited)
| | Summit Global Investments U.S. Low Volatility Equity Fund | | | Summit Global Investments Small Cap Low Volatility Fund | | | Summit Global Investments Global Low Volatility Fund | |
INVESTMENT INCOME | | | | | | | | | | | | |
Dividends (net of foreign withholdings taxes of $3,312, $7,385 and $11,829, respectively) | | $ | 4,200,947 | | | $ | 363,626 | | | $ | 202,341 | |
Total investment income | | | 4,200,947 | | | | 363,626 | | | | 202,341 | |
| | | | | | | | | | | | |
EXPENSES | | | | | | | | | | | | |
Advisory fees (Note 2) | | | 1,504,827 | | | | 160,623 | | | | 64,721 | |
Administration and accounting fees (Note 2) | | | 78,830 | | | | 9,303 | | | | 4,685 | |
Transfer agent fees (Note 2) | | | 69,306 | | | | 11,305 | | | | 984 | |
Legal fees | | | 40,182 | | | | 5,440 | | | | 5,057 | |
Registration and filing fees | | | 24,887 | | | | 23,043 | | | | 11,608 | |
Custodian fees (Note 2) | | | 23,784 | | | | 4,226 | | | | 149 | |
Officer fees | | | 22,336 | | | | 2,571 | | | | 2,532 | |
Audit and tax service fees | | | 16,428 | | | | 15,544 | | | | 9,849 | |
Director fees | | | 14,783 | | | | 2,109 | | | | 467 | |
Distribution fees - Class A Shares | | | 13,402 | | | | 4,024 | | | | — | |
Printing and shareholder reporting fees | | | 9,466 | | | | 2,902 | | | | 1,701 | |
Distribution fees - Class C Shares | | | 9,149 | | | | 799 | | | | — | |
Other expenses | | | 45,504 | | | | 2,188 | | | | 2,220 | |
Total expenses before waivers and/or reimbursements | | | 1,872,884 | | | | 244,077 | | | | 103,973 | |
(Waivers and/or reimbursements) net of amounts recouped (Note 2) | | | 256,427 | | | | (31,287 | ) | | | (26,308 | ) |
Net expenses after waivers and/or reimbursements net of amounts recouped | | | 2,129,311 | | | | 212,790 | | | | 77,665 | |
Net investment income/(loss) | | | 2,071,636 | | | | 150,836 | | | | 124,676 | |
| | | | | | | | | | | | |
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | | | | | | | | | | | | |
Net realized gain/(loss) from investments | | | 6,086,634 | | | | (159,052 | ) | | | 793,903 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (21,683,909 | ) | | | (4,126,928 | ) | | | (667,106 | ) |
Net realized and unrealized gain/(loss) on investments | | | (15,597,275 | ) | | | (4,285,980 | ) | | | 126,797 | |
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (13,525,639 | ) | | $ | (4,135,144 | ) | | $ | 251,473 | |
The accompanying notes are an integral part of the financial statements.
24
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 2,071,636 | | | $ | 1,807,015 | |
Net realized gain/(loss) from investments | | | 6,086,634 | | | | 14,021,158 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (21,683,909 | ) | | | 44,648,194 | |
Net increase/(decrease) in net assets resulting from operations | | | (13,525,639 | ) | | | 60,476,367 | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Total distributable earnings | | | (17,517,674 | ) | | | (7,097,851 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (17,517,674 | ) | | | (7,097,851 | ) |
INCREASE/(DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS: | | | | |
Class I Shares | | | | | | | | |
Proceeds from shares sold | | | 95,171,987 | | | | 331,945,492 | |
Reinvestment of distributions | | | 5,036,367 | | | | 6,276,150 | |
Shares redeemed | | | (71,752,240 | ) | | | (44,108,500 | ) |
Redemption fees* | | | — | | | | 1,616 | |
Total from Class I Shares | | | 28,456,114 | | | | 294,114,758 | |
Class A Shares | | | | | | | | |
Proceeds from shares sold | | | 4,752,254 | | | | 3,830,562 | |
Reinvestment of distributions | | | 403,709 | | | | 571,954 | |
Shares redeemed | | | (1,585,225 | ) | | | (18,872,102 | ) |
Redemption fees* | | | — | | | | 3,451 | |
Total from Class A Shares | | | 3,570,738 | | | | (14,466,135 | ) |
Class C Shares | | | | | | | | |
Proceeds from shares sold | | | 362,774 | | | | 593,933 | |
Reinvestment of distributions | | | 62,829 | | | | 90,900 | |
Shares redeemed | | | (163,571 | ) | | | (239,527 | ) |
Redemption fees* | | | — | | | | 162 | |
Total from Class C Shares | | | 262,032 | | | | 445,468 | |
Net increase/(decrease) in net assets from capital share transactions | | | 32,288,884 | | | | 280,094,091 | |
Total increase/(decrease) in net assets | | | 1,245,571 | | | | 333,472,607 | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 448,869,745 | | | | 115,397,138 | |
End of period | | $ | 450,115,316 | | | $ | 448,869,745 | |
The accompanying notes are an integral part of the financial statements.
25
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Statements of Changes in Net Assets (Concluded)
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
SHARES TRANSACTIONS: | | | | | | | | |
Class I Shares | | | | | | | | |
Shares sold | | | 5,776,388 | | | | 20,675,668 | |
Shares reinvested | | | 323,051 | | | | 400,265 | |
Shares redeemed | | | (4,478,239 | ) | | | (2,688,563 | ) |
Total Class I Shares | | | 1,621,200 | | | | 18,387,370 | |
Class A Shares | | | | | | | | |
Shares sold | | | 281,250 | | | | 235,589 | |
Shares reinvested | | | 25,780 | | | | 36,384 | |
Shares redeemed | | | (94,865 | ) | | | (1,183,389 | ) |
Total Class A Shares | | | 212,165 | | | | (911,416 | ) |
Class C Shares | | | | | | | | |
Shares sold | | | 22,587 | | | | 37,316 | |
Shares reinvested | | | 4,105 | | | | 5,883 | |
Shares redeemed | | | (10,220 | ) | | | (15,118 | ) |
Total Class C Shares | | | 16,472 | | | | 28,081 | |
Net increase/(decrease) in shares outstanding | | | 1,849,837 | | | | 17,504,035 | |
* | Prior to December 31, 2017, there was a 1.50% redemption fee to the value of shares redeemed or exchanged within 60 days of purchase. The redemption fees were retained by the Fund for the benefit of the remaining shareholders and recorded as paid-in capital. Effective December 31, 2017, the Fund eliminated its redemption fee. |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 7 for more details on the Securities and Exchange Commission's ("SEC") Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018, were as follows: |
Dividends and distributions to shareholders from: | | | | |
Net investment income | | | | |
Class I Shares | | $ | (1,036,799 | ) |
Class A Shares | | | (51,814 | ) |
Class C Shares | | | (5,498 | ) |
Total net investment income | | | (1,094,111 | ) |
Net realized capital gains | | | | |
Class I Shares | | | (5,396,669 | ) |
Class A Shares | | | (521,669 | ) |
Class C Shares | | | (85,402 | ) |
Total net realized capital gains | | | (6,003,740 | ) |
Undistributed/accumulated net investment income/(loss) | | | 1,541,322 | |
The accompanying notes are an integral part of the financial statements.
26
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 150,836 | | | $ | (20,563 | ) |
Net realized gain/(loss) from investments | | | (159,052 | ) | | | 1,553,299 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (4,126,928 | ) | | | 3,523,659 | |
Net increase/(decrease) in net assets resulting from operations | | | (4,135,144 | ) | | | 5,056,395 | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Total distributable earnings | | | (1,658,610 | ) | | | (1,849,918 | ) |
Net decrease in net assets from dividends and distributions to shareholders | | | (1,658,610 | ) | | | (1,849,918 | ) |
INCREASE/(DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS: | | | | |
Class I Shares | | | | | | | | |
Proceeds from shares sold | | | 11,671,588 | | | | 20,187,254 | |
Reinvestment of distributions | | | 838,394 | | | | 1,175,459 | |
Shares redeemed | | | (7,299,273 | ) | | | (5,501,102 | ) |
Redemption fees** | | | — | | | | 197 | |
Total from Class I Shares. | | | 5,210,709 | | | | 15,861,808 | |
Class A Shares* | | | | | | | | |
Proceeds from shares sold | | | 894,305 | | | | 1,101,638 | |
Reinvestment of distributions | | | 151,458 | | | | 278,576 | |
Shares redeemed | | | (531,391 | ) | | | (1,365,801 | ) |
Redemption fees** | | | — | | | | 101 | |
Total from Class A Shares | | | 514,372 | | | | 14,514 | |
Class C Shares | | | | | | | | |
Proceeds from shares sold | | | 7,800 | | | | 64,169 | |
Reinvestment of distributions | | | 7,326 | | | | 19,328 | |
Shares redeemed | | | (30,154 | ) | | | (67,513 | ) |
Redemption fees** | | | — | | | | 2 | |
Total from Class C Shares | | | (15,028 | ) | | | 15,986 | |
Net increase/(decrease) in net assets from capital share transactions | | | 5,710,053 | | | | 15,892,308 | |
Total increase/(decrease) in net assets | | | (83,702 | ) | | | 19,098,785 | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 35,318,179 | | | | 16,219,394 | |
End of period | | $ | 35,234,478 | | | $ | 35,318,179 | |
The accompanying notes are an integral part of the financial statements.
27
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Statements of Changes in Net Assets (Concluded)
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
SHARES TRANSACTIONS: | | | | | | | | |
Class I Shares | | | | | | | | |
Shares sold | | | 979,263 | | | | 1,580,236 | |
Shares reinvested | | | 76,496 | | | | 96,507 | |
Shares redeemed | | | (639,275 | ) | | | (436,132 | ) |
Total Class I Shares | | | 416,484 | | | | 1,240,611 | |
Class A Shares* | | | | | | | | |
Shares sold | | | 76,166 | | | | 345,519 | |
Shares reinvested | | | 13,832 | | | | 22,853 | |
Shares redeemed | | | (43,796 | ) | | | (363,573 | ) |
Total Class A Shares | | | 46,202 | | | | 4,799 | |
Class C Shares | | | | | | | | |
Shares sold | | | 689 | | | | 5,058 | |
Shares reinvested | | | 680 | | | | 1,601 | |
Shares redeemed | | | (2,622 | ) | | | (5,634 | ) |
Total Class C Shares | | | (1,253 | ) | | | 1,025 | |
Net increase/(decrease) in shares outstanding | | | 461,433 | | | | 1,246,435 | |
* | Formerly Retail Class Shares. |
** | Prior to December 31, 2017, there was a 1.50% redemption fee to the value of shares redeemed or exchanged within 60 days of purchase. The redemption fees were retained by the Fund for the benefit of the remaining shareholders and recorded as paid-in capital. Effective December 31, 2017, the Fund eliminated its redemption fee. |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 7 for more details on the SEC's Final Rule on Disclosure Update and Simplification. Dividends and distributions to shareholders during the year ended August 31, 2018, and undistributed/accumulated net investment income/(loss) as of August 31, 2018, were as follows: |
Dividends and distributions to shareholders from: | | | | |
Net investment income | | | | |
Class I Shares | | $ | (65,165 | ) |
Class A Shares | | | (4,708 | ) |
Class C Shares | | | — | |
Total net investment income | | | (69,873 | ) |
Net realized capital gains | | | | |
Class I Shares | | | (1,486,849 | ) |
Class A Shares | | | (273,868 | ) |
Class C Shares | | | (19,328 | ) |
Total net realized capital gains | | | (1,780,045 | ) |
Undistributed/accumulated net investment income/(loss) | | | — | |
The accompanying notes are an integral part of the financial statements.
28
SUMMIT GLOBAL INVESTMENTS
GLOBAL LOW VOLATILITY FUND
Statements of Changes in Net Assets
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018(1) | |
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | | | | | | | | |
Net investment income/(loss) | | $ | 124,676 | | | $ | 258,584 | |
Net realized gain/(loss) from investments | | | 793,903 | | | | 1,074,746 | |
Net change in unrealized appreciation/(depreciation) on investments | | | (667,106 | ) | | | 960,140 | |
Net increase/(decrease) in net assets resulting from operations | | | 251,473 | | | | 2,293,470 | |
| | | | | | | | |
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Total distributable earnings | | | (258,784 | ) | | | — | |
Net decrease in net assets from dividends and distributions to shareholders | | | (258,784 | ) | | | — | |
| | | | | | | | |
INCREASE/(DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS: | | | | |
Class I Shares | | | | | | | | |
Proceeds from shares sold | | | 557,744 | | | | 896,436 | |
Reinvestment of distributions | | | 254,839 | | | | — | |
Shares redeemed | | | (1,212,071 | ) | | | (6,424,982 | ) |
Redemption fees* | | | — | | | | 6 | |
Net increase/(decrease) in net assets from capital share transactions | | | (399,488 | ) | | | (5,528,540 | ) |
Total increase/(decrease) in net assets | | | (406,799 | ) | | | (3,235,070 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 19,529,858 | | | | 22,764,928 | |
End of period | | $ | 19,123,059 | | | $ | 19,529,858 | |
|
SHARE TRANSACTIONS: | | | | | | | | |
Class I Shares | | | | | | | | |
Shares sold | | | 18,962 | | | | 30,761 | |
Shares reinvested | | | 8,846 | | | | — | |
Shares redeemed | | | (40,900 | ) | | | (223,043 | ) |
Net increase/(decrease) in shares outstanding | | | (13,092 | ) | | | (192,282 | ) |
* | Prior to December 31, 2017, there was a 2.00% redemption fee to the value of shares redeemed or exchanged within 60 days of purchase. The redemption fees were retained by the Fund for the benefit of the remaining shareholders and recorded as paid-in capital. Effective December 31, 2017, the Fund eliminated its redemption fee. |
(1) | The following information was previously reported in the August 31, 2018 financial statements. See Note 7 for more details on the SEC's Final Rule on Disclosure Update and Simplification. Undistributed/accumulated net investment income/(loss) as of August 31, 2018 was $258,784. |
The accompanying notes are an integral part of the financial statements.
29
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Financial Highlights
Contained below is per share operating performance data for Class I Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | Class I Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Year Ended August 31, 2014 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 17.97 | | | $ | 15.43 | | | $ | 14.69 | | | $ | 13.78 | | | $ | 13.72 | | | $ | 11.85 | |
Net investment income/(loss)(1) | | | 0.08 | | | | 0.16 | | | | 0.22 | | | | 0.21 | | | | 0.21 | | | | 0.16 | |
Net realized and unrealized gain/(loss) on investments(2) | | | (0.62 | ) | | | 3.52 | | | | 0.90 | | | | 1.66 | | | | 0.44 | | | | 2.01 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.54 | ) | | | 3.68 | | | | 1.12 | | | | 1.87 | | | | 0.65 | | | | 2.17 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.11 | ) | | | (0.18 | ) | | | (0.16 | ) | | | (0.21 | ) | | | (0.16 | ) | | | (0.08 | ) |
Net realized capital gains | | | (0.55 | ) | | | (0.96 | ) | | | (0.22 | ) | | | (0.75 | ) | | | (0.43 | ) | | | (0.22 | ) |
Total dividends and distributions to shareholders | | | (0.66 | ) | | | (1.14 | ) | | | (0.38 | ) | | | (0.96 | ) | | | (0.59 | ) | | | (0.30 | ) |
Net asset value, end of period | | $ | 16.77 | | | $ | 17.97 | | | $ | 15.43 | | | $ | 14.69 | | | $ | 13.78 | | | $ | 13.72 | |
Total investment return/(loss)(3) | | | (2.70 | )%(4) | | | 24.98 | % | | | 7.73 | % | | | 13.99 | % | | | 4.82 | % | | | 18.57 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 435,563 | | | $ | 437,424 | | | $ | 91,977 | | | $ | 106,110 | | | $ | 72,850 | | | $ | 60,266 | |
Ratio of expenses to average net assets with waivers and/or reimbursements net of amounts recouped | | | 0.98 | %(5) | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % | | | 0.98 | % |
Ratio of expenses to average net assets without waivers and/or reimbursements net of amounts recouped | | | 0.86 | %(5) | | | 0.94 | % | | | 1.14 | % | | | 1.14 | % | | | 1.20 | % | | | 1.35 | % |
Ratio of net investment income/(loss) to average net assets | | | 0.97 | %(5) | | | 0.87 | % | | | 1.32 | % | | | 1.49 | % | | | 1.47 | % | | | 1.25 | % |
Portfolio turnover rate(6) | | | 60 | %(4) | | | 85 | % | | | 31 | % | | | 41 | % | | | 42 | % | | | 110 | % |
(1) | The selected per share data is calculated based on average shares outstanding method for the period. |
(2) | The amount shown may not correlate with the change in the aggregate gains and losses due to the timing of sales and purchases of the Fund’s shares in relation to fluctuating market values for the Fund’s portfolio. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(6) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the financial statements.
30
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Financial Highlights
Contained below is per share operating performance data for Class A Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements. |
| | Class A Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Period October 29, 2015(1) to August 31, 2016 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 17.99 | | | $ | 15.40 | | | $ | 14.67 | | | $ | 14.69 | |
Net investment income/(loss)(2) | | | 0.06 | | | | 0.10 | | | | 0.16 | | | | 0.14 | |
Net realized and unrealized gain/(loss) on investments(3) | | | (0.61 | ) | | | 3.55 | | | | 0.92 | | | | 0.79 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.55 | ) | | | 3.65 | | | | 1.08 | | | | 0.93 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | |
Net investment income | | | (0.05 | ) | | | (0.10 | ) | | | (0.13 | ) | | | (0.20 | ) |
Net realized capital gains | | | (0.55 | ) | | | (0.96 | ) | | | (0.22 | ) | | | (0.75 | ) |
Total dividends and distributions to shareholders | | | (0.60 | ) | | | (1.06 | ) | | | (0.35 | ) | | | (0.95 | ) |
Net asset value, end of period | | $ | 16.84 | | | $ | 17.99 | | | $ | 15.40 | | | $ | 14.67 | |
Total investment return/(loss)(4) | | | (2.77 | )%(5) | | | 24.68 | % | | | 7.48 | % | | | 6.74 | %(5) |
| | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 12,491 | | | $ | 9,530 | | | $ | 22,195 | | | $ | 19,288 | |
Ratio of expenses to average net assets with waivers and/or reimbursements net of amounts recouped | | | 1.23 | %(6) | | | 1.23 | % | | | 1.23 | % | | | 1.23 | %(6) |
Ratio of expenses to average net assets without waivers and/or reimbursements net of amounts recouped | | | 1.11 | %(6) | | | 1.27 | % | | | 1.39 | % | | | 1.38 | %(6) |
Ratio of net investment income/(loss) to average net assets | | | 0.75 | %(6) | | | 0.62 | % | | | 1.07 | % | | | 1.15 | %(6) |
Portfolio turnover rate(7) | | | 60 | %(5) | | | 85 | % | | | 31 | % | | | 41 | %(7) |
(1) | Commencement of operations. |
(2) | The selected per share data is calculated based on the average shares outstanding method for the period. |
(3) | The amount shown may not correlate with the change in the aggregate gains and losses due to the timing of sales and purchases of the Fund’s shares in relation to fluctuating market values for the Fund’s portfolio. |
(4) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. Total investment return does not reflect any applicable sales charge. |
(7) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the financial statements.
31
SUMMIT GLOBAL INVESTMENTS
U.S. LOW VOLATILITY EQUITY FUND
Financial Highlights
Contained below is per share operating performance data for Class C Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements. |
| | Class C Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Period December 31, 2015(1) to August 31, 2016 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 17.59 | | | $ | 15.15 | | | $ | 14.51 | | | $ | 13.57 | |
Net investment income/(loss)(3) | | | 0.00 | (2) | | | (0.02 | ) | | | 0.04 | | | | 0.03 | |
Net realized and unrealized gain/(loss) on investments(4) | | | (0.60 | ) | | | 3.48 | | | | 0.93 | | | | 0.91 | |
Net increase/(decrease) in net assets resulting from operations | | | (0.60 | ) | | | 3.46 | | | | 0.97 | | | | 0.94 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | |
Net investment income | | | — | | | | (0.06 | ) | | | (0.11 | ) | | | — | |
Net realized capital gains | | | (0.55 | ) | | | (0.96 | ) | | | (0.22 | ) | | | — | |
Total dividends and distributions to shareholders | | | (0.55 | ) | | | (1.02 | ) | | | (0.33 | ) | | | — | |
Net asset value, end of period | | $ | 16.44 | | | $ | 17.59 | | | $ | 15.15 | | | $ | 14.51 | |
Total investment return/(loss)(5) | | | (3.17 | )%(6) | | | 23.80 | % | | | 6.74 | % | | | 6.93 | %(6) |
| | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 2,062 | | | $ | 1,916 | | | $ | 1,226 | | | $ | 373 | |
Ratio of expenses to average net assets with waivers and/or reimbursements net of amounts recouped | | | 1.98 | %(7) | | | 1.98 | % | | | 1.98 | % | | | 1.99 | %(7) |
Ratio of expenses to average net assets without waivers and/or reimbursements net of amounts recouped | | | 1.86 | %(7) | | | 2.00 | % | | | 2.15 | % | | | 2.16 | %(7) |
Ratio of net investment income/(loss) to average net assets | | | (0.02 | )%(7) | | | (0.11 | )% | | | 0.30 | % | | | 0.32 | %(7) |
Portfolio turnover rate(8) | | | 60 | %(6) | | | 85 | % | | | 31 | % | | | 41 | %(6) |
(1) | Commencement of operations. |
(2) | Amount represents less than $0.005 per share. |
(3) | The selected per share data is calculated based on the average shares outstanding method for the period. |
(4) | The amount shown may not correlate with the change in the aggregate gains and losses due to the timing of sales and purchases of the Fund’s shares in relation to fluctuating market values for the Fund’s portfolio. |
(5) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(8) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the financial statements.
32
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Financial Highlights
Contained below is per share operating performance data for Class I Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | Class I Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Period March 31, 2016(1) to August 31, 2016 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 13.82 | | | $ | 12.39 | | | $ | 10.83 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | 0.05 | | | | (0.01 | ) | | | 0.04 | | | | 0.02 | |
Net realized and unrealized gain/(loss) on investments(3) | | | (1.61 | ) | | | 2.61 | | | | 1.57 | | | | 0.81 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.56 | ) | | | 2.60 | | | | 1.61 | | | | 0.83 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | |
Net investment income | | | (0.04 | ) | | | (0.05 | ) | | | (0.05 | ) | | | — | |
Net realized capital gains | | | (0.54 | ) | | | (1.12 | ) | | | — | (7) | | | — | |
Total dividends and distributions to shareholders | | | (0.58 | ) | | | (1.17 | ) | | | (0.05 | ) | | | — | |
Net asset value, end of period | | $ | 11.68 | | | $ | 13.82 | | | $ | 12.39 | | | $ | 10.83 | |
Total investment return/(loss)(4) | | | (10.99 | )%(5) | | | 22.26 | % | | | 14.86 | % | | | 8.30 | %(5) |
| | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 31,534 | | | $ | 31,559 | | | $ | 12,919 | | | $ | 10,095 | |
Ratio of expenses to average net assets with waivers and reimbursements | | | 1.23 | %(6) | | | 1.23 | % | | | 1.23 | % | | | 1.23 | %(6) |
Ratio of expenses to average net assets without waivers and reimbursements | | | 1.41 | %(6) | | | 1.60 | % | | | 2.21 | % | | | 4.43 | %(6) |
Ratio of net investment income/(loss) to average net assets | | | 0.92 | %(6) | | | (0.05 | )% | | | 0.31 | % | | | 0.53 | %(6) |
Portfolio turnover rate(8) | | | 88 | %(5) | | | 122 | % | | | 95 | % | | | 0.01 | %(5) |
(1) | Commencement of operations. |
(2) | The selected per share data is calculated based on the average shares outstanding method for the period. |
(3) | The amount shown may not correlate with the change in the aggregate gains and losses due to the timing of sales and purchases of the Fund’s shares in relation to fluctuating market values for the Fund’s portfolio. |
(4) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(7) | Amount represents less than $0.005 per share. |
(8) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the financial statements.
33
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Financial Highlights
Contained below is per share operating performance data for Class A Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements. |
| | Class A Shares (Formerly Retail Class Shares) | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Period March 31, 2016(1) to August 31, 2016 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 13.80 | | | $ | 12.38 | | | $ | 10.83 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | 0.04 | | | | (0.03 | ) | | | 0.01 | | | | 0.01 | |
Net realized and unrealized gain/(loss) on investments(3) | | | (1.61 | ) | | | 2.59 | | | | 1.57 | | | | 0.82 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.57 | ) | | | 2.56 | | | | 1.58 | | | | 0.83 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | |
Net investment income | | | (0.03 | ) | | | (0.02 | ) | | | (0.03 | ) | | | — | |
Net realized capital gains | | | (0.54 | ) | | | (1.12 | ) | | | — | (7) | | | — | |
Total dividends and distributions to shareholders | | | (0.57 | ) | | | (1.14 | ) | | | (0.03 | ) | | | — | |
Net asset value, end of period | | $ | 11.66 | | | $ | 13.80 | | | $ | 12.38 | | | $ | 10.83 | |
Total investment return/(loss)(4) | | | (11.09 | )%(5) | | | 21.90 | % | | | 14.63 | % | | | 8.30 | %(5) |
| | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 3,546 | | | $ | 3,560 | | | $ | 3,132 | | | $ | 2,010 | |
Ratio of expenses to average net assets with waivers and reimbursements | | | 1.48 | %(6) | | | 1.48 | % | | | 1.48 | % | | | 1.48 | %(6) |
Ratio of expenses to average net assets without waivers and reimbursements | | | 1.66 | %(6) | | | 1.86 | % | | | 2.44 | % | | | 4.68 | %(6) |
Ratio of net investment income/(loss) to average net assets | | | 0.66 | %(6) | | | (0.23 | )% | | | 0.06 | % | | | 0.28 | %(6) |
Portfolio turnover rate(8) | | | 88 | %(5) | | | 122 | % | | | 95 | % | | | 0.01 | %(5) |
(1) | Commencement of operations. |
(2) | The selected per share data is calculated based on the average shares outstanding method for the period. |
(3) | The amount shown may not correlate with the change in the aggregate gains and losses due to the timing of sales and purchases of the Fund’s shares in relation to fluctuating market values for the Fund’s portfolio. |
(4) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. Total investment return does not reflect any applicable sales charge. |
(7) | Amount represents less than $0.005 per share. |
(8) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the financial statements.
34
SUMMIT GLOBAL INVESTMENTS
SMALL CAP LOW VOLATILITY FUND
Financial Highlights
Contained below is per share operating performance data for Class C Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements. |
| | Class C Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017 | | | For the Period March 31, 2016(1) to August 31, 2016 | |
Per Share Operating Performance | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 13.59 | | | $ | 12.27 | | | $ | 10.80 | | | $ | 10.00 | |
Net investment income/(loss)(2) | | | (0.01 | ) | | | (0.12 | ) | | | (0.08 | ) | | | (0.02 | ) |
Net realized and unrealized gain/(loss) on investments(3) | | | (1.57 | ) | | | 2.56 | | | | 1.55 | | | | 0.82 | |
Net increase/(decrease) in net assets resulting from operations | | | (1.58 | ) | | | 2.44 | | | | 1.47 | | | | 0.80 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | |
Net realized capital gains | | | (0.54 | ) | | | (1.12 | ) | | | — | (7) | | | — | |
Total dividends and distributions to shareholders | | | (0.54 | ) | | | | | | | | | | | | |
Net asset value, end of period | | $ | 11.47 | | | $ | 13.59 | | | $ | 12.27 | | | $ | 10.80 | |
Total investment return/(loss)(4) | | | (11.37 | )%(5) | | | 21.05 | % | | | 13.63 | % | | | 8.00 | %(5) |
| | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 154 | | | $ | 200 | | | $ | 168 | | | $ | 26 | |
Ratio of expenses to average net assets with waivers and reimbursements | | | 2.23 | %(6) | | | 2.23 | % | | | 2.23 | % | | | 2.23 | %(6) |
Ratio of expenses to average net assets without waivers and reimbursements | | | 2.41 | %(6) | | | 2.61 | % | | | 2.89 | % | | | 5.43 | %(6) |
Ratio of net investment income/(loss) to average net assets | | | (0.12 | )%(6) | | | (0.95 | )% | | | (0.67 | )% | | | (0.47 | )%(6) |
Portfolio turnover rate(8) | | | 88 | %(5) | | | 122 | % | | | 95 | % | | | 0.01 | %(5) |
(1) | Commencement of operations. |
(2) | The selected per share data is calculated based on the average shares outstanding method for the period. |
(3) | The amount shown may not correlate with the change in the aggregate gains and losses due to the timing of sales and purchases of the Fund’s shares in relation to fluctuating market values for the Fund’s portfolio. |
(4) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(7) | Amount represents less than $0.005 per share. |
(8) | Portfolio turnover rate is calculated for the Fund, as a whole, for the entire period. |
The accompanying notes are an integral part of the financial statements.
35
SUMMIT GLOBAL INVESTMENTS
GLOBAL LOW VOLATILITY FUND
Financial Highlights
Contained below is per share operating performance data for Class I shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements. |
| | Class I Shares | |
| | For the Six Months Ended February 28, 2019 (Unaudited) | | | For the Year Ended August 31, 2018 | | | For the Year Ended August 31, 2017(1) | | | For the Year Ended August 31, 2016 | | | For the Year Ended August 31, 2015 | | | For the Eleven Months Ended August 31, 2014(2)(3) | |
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 30.30 | | | $ | 27.20 | | | $ | 24.93 | | | $ | 28.29 | | | $ | 27.64 | | | $ | 27.45 | |
Net investment income/(loss)(4) | | | 0.20 | | | | 0.35 | | | | 0.06 | | | | (0.19 | ) | | | (0.21 | ) | | | (0.20 | ) |
Net realized and unrealized gain/(loss) on investments | | | 0.19 | | | | 2.75 | | | | 2.21 | | | | (1.25 | ) | | | 3.04 | | | | 2.96 | |
Net increase/(decrease) in net assets resulting from operations | | | 0.39 | | | | 3.10 | | | | 2.27 | | | | (1.44 | ) | | | 2.83 | | | | 2.76 | |
Dividends and distributions to shareholders from: | | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income | | | (0.41 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Net realized capital gains | | | — | | | | — | | | | — | | | | (1.93 | ) | | | (2.18 | ) | | | (2.57 | ) |
Total dividends and distributions to shareholders | | | (0.41 | ) | | | — | | | | — | | | | (1.93 | ) | | | (2.18 | ) | | | (2.57 | ) |
Redemption fees added to paid-in capital(4) | | | — | | | | — | (5) | | | — | (5) | | | 0.01 | | | | — | (5) | | | — | |
Net asset value, end of period | | $ | 30.28 | | | $ | 30.30 | | | $ | 27.20 | | | $ | 24.93 | | | $ | 28.29 | | | $ | 27.64 | |
Total investment return/(loss)(6) | | | 1.35 | %(7) | | | 11.36 | % | | | 9.15 | % | | | (5.44 | )% | | | 11.49 | % | | | 10.62 | %(7)(9) |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (000’s omitted) | | $ | 19,123 | | | $ | 19,530 | | | $ | 22,765 | | | $ | 64,378 | | | $ | 71,523 | | | $ | 59,924 | |
Ratio of expenses to average net assets with waivers and reimbursements | | | 0.84 | %(8) | | | 0.84 | % | | | 0.84 | % | | | 0.84 | % | | | 0.84 | % | | | 0.84 | %(8)(9) |
Ratio of expenses to average net assets without waivers and reimbursements | | | 1.12 | %(8) | | | 1.25 | % | | | 1.32 | % | | | 1.13 | % | | | 1.20 | % | | | 1.13 | %(8)(9) |
Ratio of net investment income/(loss) to average net assets | | | 1.35 | %(8) | | | 1.19 | % | | | 0.26 | % | | | (0.76 | )% | | | (0.77 | )% | | | (0.80 | )%(8)(9) |
Portfolio turnover rate | | | 38 | %(7) | | | 44 | % | | | 247 | % | | | 375 | % | | | 297 | % | | | 277 | %(7) |
(1) | Returns for periods prior to January 3, 2017 were generated under the management of the Fund’s former investment adviser and reflect a previous investment strategy. |
(2) | The Fund changed its fiscal year end to August 31. |
(3) | Effective as of the close of business on March 21, 2014, the Fund acquired all the assets and liabilities of the Dynamic U.S. Growth Fund (“Predecessor Fund”), a series of Scotia Institutional Funds. The financial highlights for the periods prior to that date reflect the performance of the Predecessor Fund. |
(4) | The selected per share data was calculated based on average shares outstanding method for the period. |
(5) | Amount represents less than $0.005 per share. |
(6) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(9) | Includes adjustments in accordance with U.S. generally accepted accounting principles and, consequently, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for the shareholder transactions. |
The accompanying notes are an integral part of the financial statements.
36
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements
February 28, 2019 (Unaudited)
1. Organization and Significant Accounting Policies
The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has thirty-two separate investment portfolios, including the Summit Global Investments U.S. Low Volatility Equity Fund, Summit Global Investments Small Cap Low Volatility Fund and Summit Global Investments Global Low Volatility Fund (each a “Fund” and, collectively, the “Funds”). The Summit Global Investments U.S. Low Volatility Equity Fund and Summit Global Investments Small Cap Low Volatility Fund commenced investment operations on February 29, 2012 and March 31, 2016, respectively.
The Dynamic U.S. Growth Fund (the “Predecessor Fund”), a series of Scotia Institutional Funds, transferred all of its assets and liabilities to the Summit Global Investments Global Low Volatility Fund (formerly, the Scotia Dynamic U.S. Growth Fund) in a tax-free reorganization (the “Reorganization”). The Reorganization occurred at the close of business on March 21, 2014. The Predecessor Fund commenced operations on March 31, 2009. As a result of the Reorganization, the performance and accounting history of the Predecessor Fund was assumed by the Fund. Performance and accounting information prior to the close of business on March 21, 2014 included herein is that of the Predecessor Fund. Effective January 3, 2017, the Fund changed its name from the Scotia Dynamic U.S. Growth Fund to the Summit Global Investments Global Low Volatility Fund and Summit Global Investments, LLC (“Summit” or the “Adviser”) took over management of the Fund from its predecessor investment manager.
As of the end of the reporting period, the Summit Global Investments U.S. Low Volatility Equity Fund offers three classes of shares: Class I Shares, Class A Shares and Class C Shares; the Summit Global Investments Small Cap Low Volatility Fund offers three classes of shares: Class I Shares, Class A Shares (formerly Retail Class Shares) and Class C Shares and the Summit Global Investments Global Low Volatility Fund offers three classes of shares: Class I Shares, Class A Shares and Class C Shares. As of the end of the reporting period, Class A Shares and Class C Shares of the Summit Global Investments Global Low Volatility Fund were not yet operational.
RBB has authorized capital of one hundred billion shares of common stock of which 87.223 billion shares are currently classified into one hundred and eighty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.
The investment objective of the Summit Global Investments U.S. Low Volatility Equity Fund is to outperform the S&P 500® Index over a market cycle while reducing overall volatility. The investment objective of the Summit Global Investments Small Cap Low Volatility Fund is to outperform the Russell 2000® Index over a market cycle while reducing overall volatility. The investment objective of the Summit Global Investments Global Low Volatility Fund is to seek long-term capital appreciation.
The Funds are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies.”
The end of the reporting period for the Funds is February 28, 2019, and the period covered by these Notes to Financial Statements is the six-months period ended February 28, 2019 (the “current fiscal period”).
Portfolio Valuation— Each Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Funds are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities are valued
37
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Investments in other open-end investment companies, if any, are valued based on the NAV of those investment companies (which may use fair value pricing as discussed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
Fair Value Measurements — The inputs and valuation techniques used to measure the fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:
| ● Level 1 — | Prices are determined using quoted prices in active markets for identical securities. |
| ● Level 2 — | Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
| ● Level 3 — | Prices are determined using significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments). |
The inputs or methodologies 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 the end of the reporting period, in valuing the Funds’ investments carried at fair value:
| | Total | | | Level 1 | | | Level 2 | | | Level 3 | |
Summit Global Investments U.S Low Volatility Equity Fund | | | | | | | | | | | | | | | | |
Common Stocks | | $ | 439,944,266 | | | $ | 439,944,266 | | | $ | — | | | $ | — | |
Short-Term Investments | | | 8,923,039 | | | | 8,923,039 | | | | — | | | | — | |
Total Investments* | | $ | 448,867,305 | | | $ | 448,867,305 | | | $ | — | | | $ | — | |
| | | | | | | | | | | | | | | | |
Summit Global Investments Small Cap Low Volatility Fund | | | | | | | | | | | | | | | | |
Common Stocks | | $ | 33,636,710 | | | $ | 33,636,710 | | | $ | — | | | $ | — | |
Exchange Traded Funds | | | 530,916 | | | | 530,916 | | | | | | | | | |
Short-Term Investments | | | 575,029 | | | | 575,029 | | | | — | | | | — | |
Total Investments* | | $ | 34,742,655 | | | $ | 34,742,655 | | | $ | — | | | $ | — | |
| | | | | | | | | | | | | | | | |
Summit Global Investments global Low Volatility Fund | | | | | | | | | | | | | | | | |
Common Stocks | | $ | 18,889,658 | | | $ | 18,889,658 | | | $ | — | | | $ | — | |
Short-Term Investments | | | 219,830 | | | | 219,830 | | | | — | | | | — | |
Total Investments* | | $ | 19,109,488 | | | $ | 19,109,488 | | | $ | — | | | $ | — | |
* | Please refer to the Portfolio of Investments for further details. |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
38
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Funds’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Funds may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires each Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only if a Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all Level 3 transfers are disclosed when a Fund had an amount of total Level 3 transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Funds had no Level 3 transfers.
Use of Estimates — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
Investment Transactions, Investment Income and Expenses — The Funds record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Funds’ investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Funds.
Dividends and Distributions to Shareholders — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. Tax Status — No provision is made for U.S. income taxes as it is each Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
Cash and Cash Equivalents — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
39
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
REDEMPTION/EXCHANGE FEES — Prior to December 31, 2017, the Summit Global Investments U.S. Low Volatility Equity Fund, Summit Global Investments Small Cap Low Volatility Fund and Summit Global Investments Global Low Volatility Fund imposed a redemption/exchange fee of 1.50%, 1.50% and 2.00%, respectively, on redemptions/exchanges of Fund shares held less than 60 days. The fees are reflected on the Statement of Changes in Net Assets. Effective December 31, 2017, the Funds have eliminated their redemption/exchange fees.
Other — In the normal course of business, the Funds may enter into contracts that provide general indemnifications. Each Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, the Funds expect the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
Summit serves as the investment adviser to each Fund. Each Fund compensates the Adviser for its services at an annual rate based on each Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed the rates (“Expense Caps”) shown in the following table of each Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause total annual Fund operating expenses to exceed the Expense Caps as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary expenses, interest and taxes. This contractual limitation is in effect until December 31, 2019 and may not be terminated without the approval of the Board. The Adviser may discontinue these arrangements at any time after December 31, 2019.
FUND | | ADVISORY FEE | | | EXPENSE CAPS | |
| | | | | | CLASS I | | | CLASS A | | | CLASS C | |
Summit Global Investments U.S. Low Volatility Equity Fund | | | 0.70 | % | | | 0.98 | % | | | 1.23 | % | | | 1.98 | % |
Summit Global Investments Small Cap Low Volatility Fund | | | 0.95 | | | | 1.23 | | | | 1.48 | | | | 2.23 | |
Summit Global Investments Global Low Volatility Fund | | | 0.70 | | | | 0.84 | | | | 1.09 | | | | 1.84 | |
If at any time a Fund’s total annual Fund operating expenses for a year are less than the relevant share class’ Expense Cap, the Adviser is entitled to recoup from the Fund the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such recoupment does not cause the Fund to exceed the relevant share class' Expense Cap that was in effect at the time of the waiver or reimbursement.
During the current fiscal period, investment advisory fees accrued, waived and/or reimbursed and recoupments were as follows:
FUND | | Gross Advisory Fees | | | Waivers AND/OR Reimbursements | | | RECOUPMENTS | | | Net Advisory Fees | |
Summit Global Investments U.S. Low Volatility Equity Fund | | $ | 1,504,827 | | | $ | — | | | $ | 256,427 | | | $ | 1,761,254 | |
Summit Global Investments Small Cap Low Volatility Fund | | | 160,623 | | | | (31,287 | ) | | | — | | | | 129,336 | |
Summit Global Investments Global Low Volatility Fund | | | 64,721 | | | | (26,308 | ) | | | — | | | | 38,413 | |
40
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
As of the end of the reporting period, the Funds had amounts available for recoupment by the Adviser as follows:
| | EXPIRATION | |
FUND | | August 31, 2019 | | | August 31, 2020 | | | August 31, 2021 | | | August 31, 2022 | |
Summit Global Investments U.S. Low Volatility Equity Fund | | $ | — | | | $ | — | | | $ | 48,170 | | | $ | — | |
Summit Global Investments Small Cap Low Volatility Fund | | | 108,075 | | | | 140,932 | | | | 87,054 | | | | 31,287 | |
Summit Global Investments Global Low Volatility Fund | | | — | | | | 98,278 | | | | 87,592 | | | | 26,308 | |
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as administrator for the Funds. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC (the "Distributor") serves as the principal underwriter and distributor of the Funds’ shares pursuant to a Distribution Agreement with RBB.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statements of Operations.
The Board has adopted a Plan of Distribution (the “Plan”) for the Class A Shares and Class C Shares of the Funds pursuant to Rule 12b-1 under the 1940 Act. Under the Plan, the Distributor is entitled to receive from the Fund a distribution fee with respect to the Shares, which is accrued daily and paid monthly, of up to 0.25% on an annualized basis of the average daily net assets of the Class A Shares and and up to 1.00% of the Class C Shares. The actual amount of such compensation under the Plan is agreed upon by the Board and by the Distributor. Because these fees are paid out of a Fund’s assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than paying other types of sales charges. Amounts paid to the Distributor under the Plan may be used by the Distributor to cover expenses that are related to (i) the sale of the Shares, (ii) ongoing servicing and/or maintenance of the accounts of shareholders, and (iii) sub-transfer agency services, subaccounting services or administrative services related to the sale of the Shares, all as set forth in each Fund’s 12b-1 Plan.
3. SHAREHOLDER SERVICING PLAN
The Summit Global Investments Global Low Volatility Fund had adopted a Shareholder Services Plan for the Class I Shares. Under the Shareholder Services Plan, the Fund could pay service fees to firms that provide shareholder services, such as responding to shareholder inquiries and assisting shareholders with their accounts, not exceeding ten basis points (0.10%) of the Fund’s average daily net assets attributable to Class I Shares. Effective December 31, 2017, the Fund has eliminated its Shareholder Services Plan.
4. DIRECTOR AND OFFICER Compensation
The Directors of the Company receive an annual retainer and meeting fees for meetings attended. Employees of Vigilant Compliance, LLC serve as President, Chief Compliance Officer and Assistant Treasurer of the Company. Vigilant Compliance, LLC is compensated for the services provided to the Company. An employee of RBB serves as Treasurer
41
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
and Secretary and is compensated for services provided. Certain employees of Fund Services serve as officers of the Company. They are not compensated by the Funds or the Company. For Director and Officer compensation amounts, please refer to the Statements of Operations.
5. Purchases and Sales of Investment Securities
During the current fiscal period, aggregate purchases and sales of investment securities (excluding short-term investments) of the Funds were as follows:
FUND | | Purchases | | | Sales | |
Summit Global Investments U.S. Low Volatility Equity Fund | | $ | 275,414,488 | | | $ | 256,956,098 | |
Summit Global Investments Small Cap Low Volatility Fund | | | 33,096,766 | | | | 29,326,019 | |
Summit Global Investments Global Low Volatility Fund | | | 7,086,365 | | | | 7,511,787 | |
There were no purchases or sales of long-term U.S. Government securities during the current fiscal period.
6. Federal Income Tax Information
The Funds have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Funds to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Funds are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.
As of August 31, 2018, the federal tax cost and aggregate gross unrealized appreciation and depreciation of investments held by each Fund were as follows:
FUND | | Federal Tax Cost | | | Unrealized Appreciation | | | Unrealized (Depreciation) | | | Net Unrealized Appreciation/ (Depreciation) | |
Summit Global Investments U.S. Low Volatility Equity Fund | | $ | 384,117,131 | | | $ | 65,860,021 | | | $ | (2,593,681 | ) | | $ | 63,266,340 | |
Summit Global Investments Small Cap Low Volatility Fund | | | 30,923,575 | | | | 5,679,578 | | | | (894,479 | ) | | | 4,785,099 | |
Summit Global Investments Global Low Volatility Fund | | | 16,934,690 | | | | 3,033,544 | | | | (452,223 | ) | | | 2,581,321 | |
Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.
42
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements (Continued)
February 28, 2019 (Unaudited)
The following permanent differences as of August 31, 2018, were reclassified among the following accounts. They are primarily attributable to gains and losses on foreign currency transactions, tax reclassification of distributions received and investments in publicly traded partnerships.
FUND | | Undistributed Net Investments Income/(LOSS) | | | Accumulated Net Realized Gain/(Loss) | | | Paid-In Capital | |
Summit Global Investments U.S. Low Volatility Equity Fund | | $ | (2,293 | ) | | $ | 2,293 | | | $ | — | |
Summit Global Investments Small Cap Low Volatility Fund | | | 75,624 | | | | (75,624 | ) | | | — | |
Summit Global Investments Global Low Volatility Fund | | | 200 | | | | 102 | | | | (302 | ) |
As of August 31, 2018, the components of distributable earnings on a tax basis were as follows:
FUND | | Undistributed Ordinary Income | | | Undistributed Long-Term Capital Gains | | | Capital loss carry forwards | | | Unrealized Appreciation/ (Depreciation) | |
Summit Global Investments U.S. Low Volatility Equity Fund | | $ | 4,024,581 | | | $ | 6,681,671 | | | $ | — | | | $ | 63,266,340 | |
Summit Global Investments Small Cap Low Volatility Fund | | | 23,727 | | | | 949,705 | | | | — | | | | 4,785,099 | |
Summit Global Investments Global Low Volatility Fund | | | 258,784 | | | | — | | | | 1,986,607 | | | | 2,581,321 | |
The differences between the book and tax basis components of distributable earnings relate primarily to wash sales.
The tax character of dividends and distributions paid during the fiscal year ended August 31, 2018 was as follows:
FUND | | Ordinary Income | | | Long-Term Gains | | | Total | |
Summit Global Investments U.S. Low Volatility Equity Fund | | | 2018 | | | $ | 1,094,111 | | | $ | 6,003,740 | | | $ | 7,097,851 | |
Summit Global Investments Small Cap Low Volatility Fund | | | 2018 | | | | 1,276,795 | | | | 573,123 | | | | 1,849,918 | |
Summit Global Investments Global Low Volatility Fund | | | 2018 | | | | — | | | | — | | | | — | |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law.
During the period ended August 31, 2018 the Summit Global Investments Global Low Volatility Fund utilized $1,074,158 of total capital loss carryforwards. As of August 31, 2018, the Summit Global Investments Global Low Volatility Fund had short-term post-enactment capital losses of $1,986,607. The capital losses can be carried forward for an unlimited period.
43
SUMMIT GLOBAL INVESTMENTS FUNDS
Notes to Financial Statements (concluded)
February 28, 2019 (Unaudited)
7. NEW ACCOUNTING PRONOUNCEMENTS and regulatory updates
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all affected entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An affected entity is permitted to adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of additional disclosures, which are required for public companies only, until their effective date. Management evaluated the impact of these changes on the Funds' financial statements and has elected to early adopt the modified disclosures effective February 28, 2019. The impact of adoption was limited to changes in the financial statement disclosures regarding fair value, primarily those disclosures related to transfers between levels of the fair value hierarchy.
In August 2018, the SEC released its Final Rule on Disclosure Update and Simplification, which amends certain disclosure requirements effective for filings subsequent to November 5, 2018. As of February 28, 2019, management has adopted this amendment. The amendment requires presentation of the total, rather than the components, of distributable earnings on the Statement of Assets and Liabilities. The amendment also requires presentation of the total distributions, rather than the components thereof, on the Statements of Changes in Net Assets and removes the requirement for disclosure of accumulated net investment income/(loss) on a book basis. These changes generally simplify the disclosure of information without significantly altering the information provided to investors.
8. SUBSEQUENT EVENTS
Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined there was the following subsequent event:
Effective as of May 1, 2019, each Fund will be re-named as indicated in the table below:
Current Fund Name | Name of Fund as of May 1, 2019 |
Summit Global Investment U.S. Low Volatility Equity Fund | SGI U.S. Large Cap Equity Fund |
Summit Global Investment Small Cap Low Volatility Fund | SGI U.S. Small Cap Equity Fund |
Summit Global Investment Global Low Volatility Fund | SGI Global Equity Fund |
44
SUMMIT GLOBAL INVESTMENTS FUNDS
Other Information (Unaudited)
Proxy Voting
Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling (855) 744-8500 and on the SEC's website at http://www.sec.gov.
Quarterly Portfolio Schedules
The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q (or successor Form). The Company’s Form N-Q is available on the SEC website at http://www.sec.gov.
45
Investment Adviser
Summit Global Investments, LLC
620 South Main Street
Bountiful, UT 84010
Administrator and Transfer Agent
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53201
Principal Underwriter
Quasar Distributors, LLC
777 East Wisconsin Avenue, Floor 6
Milwaukee, WI 53202
Custodian
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Independent Registered Public Accounting Firm
Ernst & Young LLP
One Commerce Square
2005 Market Street, Suite 700
Philadelphia, PA 19103
Legal Counsel
Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
SGI-SAR19
Item 2. Code of Ethics.
Not applicable for semi-annual reports.
Item 3. Audit Committee Financial Expert.
Not applicable for semi-annual reports.
Item 4. Principal Accountant Fees and Services.
Not applicable for semi-annual reports.
Item 5. Audit Committee of Listed Registrants.
Not applicable for semi-annual reports.
Item 6. Investments.
| (a) | Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
| (a) | The Registrant’s Principal Executive and Principal Financial Officers have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider. |
| (b) | There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) 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. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 13. Exhibits.
(2)A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.Filed herewith.
(3)Not applicable to open-end investment companies.
(4)There was no change in the registrant’s independent public accountant for the period covered by this report.
| (b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) | The RBB Fund, Inc. | |
| | |
By (Signature and Title)* | /s/ Salvatore Faia | |
| Salvatore Faia, President | |
| (principal executive officer) | |
| | |
Date | 4/30/19 | |
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/ Salvatore Faia | |
| Salvatore Faia, President | |
| (principal executive officer) | |
| | |
Date | 4/30/19 | |
| | |
By (Signature and Title)* | /s/ James Shaw | |
| James Shaw, Treasurer | |
| (principal financial officer) | |
| | |
Date | 4/30/19 | |
| * | Print the name and title of each signing officer under his or her signature. |