SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY CORNERSTONE GROWTH FUND
Investor Class HFCGX
Institutional Class HICGX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 23 |
Proxy Voting Policy and Proxy Voting Records | 25 |
Availability of Quarterly Portfolio Schedule | 25 |
Important Notice Regarding Delivery of Shareholder Documents | 25 |
Electronic Delivery | 25 |
Board Approval of Investment Advisory Agreement | 26 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
HENNESSYFUNDS.COM
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Cornerstone Growth Fund – | | | | |
| Investor Class (HFCGX) | -5.48% | -10.83% | 4.10% | 10.09% |
| Hennessy Cornerstone Growth Fund – | | | | |
| Institutional Class (HICGX) | -5.34% | -10.54% | 4.40% | 10.43% |
| Russell 2000® Index | 6.06% | 4.61% | 8.63% | 14.10% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 15.32% |
Expense ratios: 1.30% (Investor Class); 0.96% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The Russell 2000® Index is commonly used to measure the performance of U.S. small-capitalization stocks. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY CORNERSTONE GROWTH FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Rent-A-Center, Inc. | 2.28% |
Carvana Co. | 2.23% |
Argo Group International Holdings Ltd. | 2.17% |
America’s Car-Mart, Inc. | 2.15% |
Great Lakes Dredge & Dock Corp. | 2.14% |
Fabrinet | 2.13% |
Treehouse Foods, Inc. | 2.09% |
CVR Energy, Inc. | 2.09% |
FTI Consulting, Inc. | 2.09% |
The E.W. Scripps Co. | 2.06% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 96.94% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 4.00% | | | | | | | | | |
Live Nation Entertainment, Inc. (a) | | | 45,000 | | | $ | 2,940,300 | | | | 1.94 | % |
The E.W. Scripps Co. | | | 136,500 | | | | 3,110,835 | | | | 2.06 | % |
| | | | | | | 6,051,135 | | | | 4.00 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 21.03% | | | | | | | | | | | | |
America’s Car-Mart, Inc. (a) | | | 32,800 | | | | 3,248,840 | | | | 2.15 | % |
Boot Barn Holdings, Inc. (a) | | | 99,100 | | | | 2,853,089 | | | | 1.89 | % |
Carvana Co. (a) | | | 47,000 | | | | 3,363,320 | | | | 2.23 | % |
Core-Mark Holding Co., Inc. | | | 78,100 | | | | 2,838,935 | | | | 1.88 | % |
Dollar General Corp. | | | 24,700 | | | | 3,114,423 | | | | 2.06 | % |
Funko, Inc. (a) | | | 133,300 | | | | 2,643,339 | | | | 1.75 | % |
Genuine Parts Co. | | | 25,900 | | | | 2,655,786 | | | | 1.76 | % |
Haverty Furniture, Inc. | | | 123,806 | | | | 2,949,059 | | | | 1.95 | % |
K12, Inc. (a) | | | 83,000 | | | | 2,499,960 | | | | 1.65 | % |
Rent-A-Center, Inc. (a) | | | 138,200 | | | | 3,445,326 | | | | 2.28 | % |
Sleep Number Corp. (a) | | | 62,200 | | | | 2,164,560 | | | | 1.43 | % |
| | | | | | | 31,776,637 | | | | 21.03 | % |
| | | | | | | | | | | | |
Consumer Staples – 8.09% | | | | | | | | | | | | |
Costco Wholesale Corp. | | | 12,000 | | | | 2,946,360 | | | | 1.95 | % |
Performance Food Group Co. (a) | | | 74,500 | | | | 3,050,775 | | | | 2.02 | % |
Post Holdings, Inc. (a) | | | 27,200 | | | | 3,067,616 | | | | 2.03 | % |
Treehouse Foods, Inc. (a) | | | 47,300 | | | | 3,168,154 | | | | 2.09 | % |
| | | | | | | 12,232,905 | | | | 8.09 | % |
| | | | | | | | | | | | |
Energy – 6.08% | | | | | | | | | | | | |
CVR Energy, Inc. | | | 69,226 | | | | 3,157,398 | | | | 2.09 | % |
ProPetro Holding Corp. (a) | | | 133,200 | | | | 2,947,716 | | | | 1.95 | % |
World Fuel Services Corp. | | | 99,800 | | | | 3,078,830 | | | | 2.04 | % |
| | | | | | | 9,183,944 | | | | 6.08 | % |
| | | | | | | | | | | | |
Financials – 10.18% | | | | | | | | | | | | |
Argo Group International Holdings Ltd. (b) | | | 42,100 | | | | 3,286,747 | | | | 2.17 | % |
Brookfield Asset Management, Inc., Class A (b) | | | 61,500 | | | | 2,963,685 | | | | 1.96 | % |
Cannae Holdings, Inc. (a) | | | 118,200 | | | | 3,034,194 | | | | 2.01 | % |
LPL Financial Holdings, Inc. | | | 40,300 | | | | 2,985,827 | | | | 1.98 | % |
The Progressive Corp. | | | 39,900 | | | | 3,118,185 | | | | 2.06 | % |
| | | | | | | 15,388,638 | | | | 10.18 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Health Care – 7.13% | | | | | | | | | |
Ensign Group, Inc. | | | 57,600 | | | $ | 2,967,552 | | | | 1.96 | % |
R1 RCM, Inc. (a) | | | 290,000 | | | | 3,036,300 | | | | 2.01 | % |
Syneos Health, Inc. (a) | | | 56,300 | | | | 2,642,159 | | | | 1.75 | % |
Tenet Healthcare Corp. (a) | | | 97,000 | | | | 2,124,300 | | | | 1.41 | % |
| | | | | | | 10,770,311 | | | | 7.13 | % |
| | | | | | | | | | | | |
Industrials – 11.70% | | | | | | | | | | | | |
Aerojet Rocketdyne Holdings, Inc. (a) | | | 86,100 | | | | 2,915,346 | | | | 1.93 | % |
Deere & Co. | | | 17,800 | | | | 2,948,214 | | | | 1.95 | % |
FTI Consulting, Inc. (a) | | | 37,100 | | | | 3,152,758 | | | | 2.09 | % |
Great Lakes Dredge & Dock Corp. (a) | | | 316,800 | | | | 3,240,864 | | | | 2.14 | % |
Insperity, Inc. | | | 22,500 | | | | 2,690,100 | | | | 1.78 | % |
Luxfer Holdings PLC (b) | | | 113,641 | | | | 2,728,520 | | | | 1.81 | % |
| | | | | | | 17,675,802 | | | | 11.70 | % |
| | | | | | | | | | | | |
Information Technology – 19.10% | | | | | | | | | | | | |
Avid Technology, Inc. (a) | | | 342,800 | | | | 2,605,280 | | | | 1.72 | % |
Booz Allen Hamilton Holding Corp. | | | 50,100 | | | | 2,970,429 | | | | 1.97 | % |
Canadian Solar, Inc. (a)(b) | | | 152,300 | | | | 3,042,954 | | | | 2.01 | % |
Cardtronics PLC (a)(b) | | | 82,200 | | | | 2,939,472 | | | | 1.95 | % |
CDW Corp. | | | 29,000 | | | | 3,062,400 | | | | 2.03 | % |
Fabrinet (a)(b) | | | 53,300 | | | | 3,225,716 | | | | 2.13 | % |
Insight Enterprises, Inc. (a) | | | 52,300 | | | | 2,959,134 | | | | 1.96 | % |
OSI Systems, Inc. (a) | | | 32,500 | | | | 2,929,225 | | | | 1.94 | % |
PCM, Inc. (a) | | | 79,800 | | | | 2,201,682 | | | | 1.46 | % |
Tech Data Corp. (a) | | | 27,400 | | | | 2,921,114 | | | | 1.93 | % |
| | | | | | | 28,857,406 | | | | 19.10 | % |
| | | | | | | | | | | | |
Materials – 5.93% | | | | | | | | | | | | |
Sonoco Products Co. | | | 47,100 | | | | 2,970,126 | | | | 1.96 | % |
Stepan Co. | | | 33,100 | | | | 3,063,074 | | | | 2.03 | % |
Warrior Met Coal, Inc. | | | 94,700 | | | | 2,935,700 | | | | 1.94 | % |
| | | | | | | 8,968,900 | | | | 5.93 | % |
| | | | | | | | | | | | |
Utilities – 3.70% | | | | | | | | | | | | |
AES Corp. | | | 161,400 | | | | 2,763,168 | | | | 1.83 | % |
NRG Energy, Inc. | | | 68,800 | | | | 2,832,496 | | | | 1.87 | % |
| | | | | | | 5,595,664 | | | | 3.70 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $141,182,923) | | | | | | | 146,501,342 | | | | 96.94 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
SHORT-TERM INVESTMENTS – 3.27% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 3.27% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (c) | | | 4,935,323 | | | $ | 4,935,323 | | | | 3.27 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $4,935,323) | | | | | | | 4,935,323 | | | | 3.27 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $146,118,246) – 100.21% | | | | | | | 151,436,665 | | | | 100.21 | % |
Liabilities in Excess of Other Assets – (0.21)% | | | | | | | (315,651 | ) | | | (0.21 | )% |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 151,121,014 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
PLC – Public Limited Company
(a) | Non-income-producing security. |
(b) | U.S.-traded security of a foreign corporation. |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 6,051,135 | | | $ | — | | | $ | — | | | $ | 6,051,135 | |
Consumer Discretionary | | | 31,776,637 | | | | — | | | | — | | | | 31,776,637 | |
Consumer Staples | | | 12,232,905 | | | | — | | | | — | | | | 12,232,905 | |
Energy | | | 9,183,944 | | | | — | | | | — | | | | 9,183,944 | |
Financials | | | 15,388,638 | | | | — | | | | — | | | | 15,388,638 | |
Health Care | | | 10,770,311 | | | | — | | | | — | | | | 10,770,311 | |
Industrials | | | 17,675,802 | | | | — | | | | — | | | | 17,675,802 | |
Information Technology | | | 28,857,406 | | | | — | | | | — | | | | 28,857,406 | |
Materials | | | 8,968,900 | | | | — | | | | — | | | | 8,968,900 | |
Utilities | | | 5,595,664 | | | | — | | | | — | | | | 5,595,664 | |
Total Common Stocks | | $ | 146,501,342 | | | $ | — | | | $ | — | | | $ | 146,501,342 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 4,935,323 | | | $ | — | | | $ | — | | | $ | 4,935,323 | |
Total Short-Term Investments | | $ | 4,935,323 | | | $ | — | | | $ | — | | | $ | 4,935,323 | |
Total Investments | | $ | 151,436,665 | | | $ | — | | | $ | — | | | $ | 151,436,665 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $146,118,246) | | $ | 151,436,665 | |
Dividends and interest receivable | | | 51,757 | |
Receivable for fund shares sold | | | 2,068 | |
Prepaid expenses and other assets | | | 23,528 | |
Total assets | | | 151,514,018 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 111,139 | |
Payable to advisor | | | 92,717 | |
Payable to administrator | | | 18,621 | |
Payable to auditor | | | 11,121 | |
Accrued distribution fees | | | 113,618 | |
Accrued service fees | | | 11,156 | |
Accrued trustees fees | | | 3,889 | |
Accrued expenses and other payables | | | 30,743 | |
Total liabilities | | | 393,004 | |
NET ASSETS | | $ | 151,121,014 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 159,612,858 | |
Total distributable earnings | | | (8,491,844 | ) |
Total net assets | | $ | 151,121,014 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 134,578,995 | |
Shares issued and outstanding | | | 7,050,225 | |
Net asset value, offering price, and redemption price per share | | $ | 19.09 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 16,542,019 | |
Shares issued and outstanding | | | 838,326 | |
Net asset value, offering price, and redemption price per share | | $ | 19.73 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income | | $ | 823,151 | |
Interest income | | | 52,298 | |
Total investment income | | | 875,449 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 582,762 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 108,342 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 5,692 | |
Distribution fees – Investor Class (See Note 5) | | | 104,948 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 74,309 | |
Service fees – Investor Class (See Note 5) | | | 69,965 | |
Federal and state registration fees | | | 16,055 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 11,122 | |
Reports to shareholders | | | 10,771 | |
Trustees’ fees and expenses | | | 8,593 | |
Legal fees | | | 824 | |
Other expenses | | | 9,359 | |
Total expenses | | | 1,015,588 | |
NET INVESTMENT LOSS | | $ | (140,139 | ) |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized loss on investments | | $ | (12,499,338 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 2,634,590 | |
Net loss on investments | | | (9,864,748 | ) |
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (10,004,887 | ) |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment loss | | $ | (140,139 | ) | | $ | (1,091,362 | ) |
Net realized gain (loss) on investments | | | (12,499,338 | ) | | | 15,676,800 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 2,634,590 | | | | (30,685,707 | ) |
Net decrease in net assets resulting from operations | | | (10,004,887 | ) | | | (16,100,269 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (12,717,829 | ) | | | — | |
Distributable earnings – Institutional Class | | | (1,655,292 | ) | | | — | |
Total distributions | | | (14,373,121 | ) | | | — | |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 1,881,715 | | | | 2,945,262 | |
Proceeds from shares subscribed – Institutional Class | | | 326,774 | | | | 1,645,129 | |
Dividends reinvested – Investor Class | | | 12,312,126 | | | | — | |
Dividends reinvested – Institutional Class | | | 1,582,859 | | | | — | |
Cost of shares redeemed – Investor Class | | | (17,037,927 | ) | | | (26,887,338 | ) |
Cost of shares redeemed – Institutional Class | | | (3,061,817 | ) | | | (10,968,680 | ) |
Net decrease in net assets derived | | | | | | | | |
from capital share transactions | | | (3,996,270 | ) | | | (33,265,627 | ) |
TOTAL DECREASE IN NET ASSETS | | | (28,374,278 | ) | | | (49,365,896 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 179,495,292 | | | | 228,861,188 | |
End of period | | $ | 151,121,014 | | | $ | 179,495,292 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 101,207 | | | | 122,514 | |
Shares sold – Institutional Class | | | 16,251 | | | | 65,421 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 661,942 | | | | — | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 82,441 | | | | — | |
Shares redeemed – Investor Class | | | (883,102 | ) | | | (1,116,060 | ) |
Shares redeemed – Institutional Class | | | (156,998 | ) | | | (442,363 | ) |
Net decrease in shares outstanding | | | (178,259 | ) | | | (1,370,488 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 22.17 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | (0.02 | )(1) |
Net realized and unrealized gains (losses) on investments | | | (1.24 | ) |
Total from investment operations | | | (1.26 | ) |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (1.82 | ) |
Total distributions | | | (1.82 | ) |
Net asset value, end of period | | $ | 19.09 | |
| | | | |
TOTAL RETURN | | | (5.48 | )%(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 134.58 | |
Ratio of expenses to average net assets | | | 1.33 | %(3) |
Ratio of net investment income (loss) to average net assets | | | (0.22 | )%(3) |
Portfolio turnover rate(4) | | | 89 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 24.16 | | | $ | 18.98 | | | $ | 20.00 | | | $ | 18.68 | | | $ | 15.65 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.17 | ) | | | (0.09 | ) | | | (0.02 | ) | | | 0.06 | | | | (0.04 | ) |
| (1.82 | ) | | | 5.27 | | | | (0.98 | ) | | | 1.26 | | | | 3.07 | |
| (1.99 | ) | | | 5.18 | | | | (1.00 | ) | | | 1.32 | | | | 3.03 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | (0.02 | ) | | | — | | | | — | |
| — | | | | — | | | | — | | | | — | | | | — | |
| — | | | | — | | | | (0.02 | ) | | | — | | | | — | |
$ | 22.17 | | | $ | 24.16 | | | $ | 18.98 | | | $ | 20.00 | | | $ | 18.68 | |
| | | | | | | | | | | | | | | | | | |
| (8.24 | )% | | | 27.29 | % | | | (5.00 | )% | | | 7.07 | % | | | 19.36 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 158.98 | | | $ | 197.22 | | | $ | 184.61 | | | $ | 248.74 | | | $ | 227.68 | |
| 1.30 | % | | | 1.30 | % | | | 1.32 | % | | | 1.15 | % | | | 1.23 | % |
| (0.56 | )% | | | (0.33 | )% | | | (0.18 | )% | | | 0.30 | % | | | (0.17 | )% |
| 133 | % | | | 98 | % | | | 97 | % | | | 102 | % | | | 84 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 22.88 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.01 | (1) |
Net realized and unrealized gains (losses) on investments | | | (1.28 | ) |
Total from investment operations | | | (1.27 | ) |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (1.88 | ) |
Total distributions | | | (1.88 | ) |
Net asset value, end of period | | $ | 19.73 | |
| | | | |
TOTAL RETURN | | | (5.34 | )%(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 16.54 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement/recoupment | | | 0.99 | %(3) |
After expense reimbursement/recoupment | | | 0.99 | %(3) |
Ratio of net investment income (loss) to average net assets: | | | | |
Before expense reimbursement/recoupment | | | 0.13 | %(3) |
After expense reimbursement/recoupment | | | 0.13 | %(3) |
Portfolio turnover rate(4) | | | 89 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 24.85 | | | $ | 19.46 | | | $ | 20.47 | | | $ | 19.08 | | | $ | 15.94 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.11 | | | | 0.01 | | | | 0.17 | | | | 0.03 | | | | 0.06 | |
| (2.08 | ) | | | 5.38 | | | | (1.13 | ) | | | 1.36 | | | | 3.08 | |
| (1.97 | ) | | | 5.39 | | | | (0.96 | ) | | | 1.39 | | | | 3.14 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | (0.05 | ) | | | — | | | | — | |
| — | | | | — | | | | — | | | | — | | | | — | |
| — | | | | — | | | | (0.05 | ) | | | — | | | | — | |
$ | 22.88 | | | $ | 24.85 | | | $ | 19.46 | | | $ | 20.47 | | | $ | 19.08 | |
| | | | | | | | | | | | | | | | | | |
| (7.93 | )% | | | 27.70 | % | | | (4.69 | )% | | | 7.29 | % | | | 19.70 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 20.52 | | | $ | 31.65 | | | $ | 25.74 | | | $ | 38.96 | | | $ | 25.54 | |
| | | | | | | | | | | | | | | | | | |
| 0.96 | % | | | 0.97 | % | | | 0.98 | % | | | 0.99 | % | | | 1.03 | % |
| 0.96 | % | | | 0.97 | % | | | 0.98 | % | | | 0.99 | % | | | 0.98 | % |
| | | | | | | | | | | | | | | | | | |
| (0.23 | )% | | | (0.00 | )% | | | 0.14 | % | | | 0.51 | % | | | 0.03 | % |
| (0.23 | )% | | | (0.00 | )% | | | 0.14 | % | | | 0.51 | % | | | 0.08 | % |
| 133 | % | | | 98 | % | | | 97 | % | | | 102 | % | | | 84 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Cornerstone Growth Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is long-term growth of capital. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of partnership income and wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop
HENNESSY FUNDS | 1-800-966-4354 | |
the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
| |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In |
NOTES TO THE FINANCIAL STATEMENTS |
| addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
| |
| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
HENNESSY FUNDS | 1-800-966-4354 | |
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $137,169,260 and $151,615,471, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.74%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
HENNESSY FUNDS | 1-800-966-4354 | |
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 177,241,031 | |
| Gross tax unrealized appreciation | | $ | 19,606,515 | |
| Gross tax unrealized depreciation | | | (17,008,137 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 2,598,378 | |
| Undistributed ordinary income | | $ | — | |
| Undistributed long-term capital gains | | | 14,373,091 | |
| Total distributable earnings | | $ | 14,373,091 | |
| Other accumulated gain/(loss) | | $ | (1,085,305 | ) |
| Total accumulated gain/(loss) | | $ | 15,886,164 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to partnership adjustments and wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund deferred, on a tax basis, a late-year ordinary loss of $1,085,305. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | — | | | $ | — | |
| Long-term capital gain | | | 14,373,121 | | | | — | |
| | | $ | 14,373,121 | | | $ | — | |
| (1) Ordinary income includes short-term capital gain. |
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
NOTES TO THE FINANCIAL STATEMENTS/EXPENSE EXAMPLE |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
HENNESSY FUNDS | 1-800-966-4354 | |
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $ 945.20 | $6.41 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,018.20 | $6.66 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $ 946.60 | $4.78 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.89 | $4.96 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.33% for Investor Class shares or 0.99% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
EXPENSE EXAMPLE — ELECTRONIC DELIVERY |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor to the Fund; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | A summary of the key terms of the advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
HENNESSY FUNDS | 1-800-966-4354 | |
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY FOCUS FUND
Investor Class HFCSX
Institutional Class HFCIX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 24 |
Proxy Voting Policy and Proxy Voting Records | 26 |
Availability of Quarterly Portfolio Schedule | 26 |
Federal Tax Distribution Information | 26 |
Important Notice Regarding Delivery of Shareholder Documents | 26 |
Electronic Delivery | 26 |
Board Approval of Investment Advisory Agreements | 27 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Focus Fund – | | | | |
| Investor Class (HFCSX) | 14.06% | 10.21% | 9.95% | 14.24% |
| Hennessy Focus Fund – | | | | |
| Institutional Class (HFCIX) | 14.27% | 10.62% | 10.35% | 14.60% |
| Russell 3000® Index | 9.71% | 12.68% | 11.20% | 15.29% |
| Russell Midcap® Growth Index | 16.55% | 17.64% | 12.20% | 16.56% |
Expense ratios: 1.48% (Investor Class); 1.10% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for periods on or prior to October 26, 2012, is that of the FBR Focus Fund.
The Russell 3000® Index is commonly used to measure the performance of U.S. stocks. The Russell Midcap® Growth Index is commonly used to measure the performance of U.S. medium-capitalization growth stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY FOCUS FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
American Tower Corp., Class A | 10.83% |
CarMax, Inc. | 10.72% |
Brookfield Asset Management, Inc. | 9.57% |
O’Reilly Automotive, Inc. | 9.33% |
Markel Corp. | 8.55% |
Aon PLC | 8.09% |
The Charles Schwab Corp. | 6.96% |
American Woodmark Corp. | 6.89% |
NVR, Inc. | 6.44% |
Hexcel Corp. | 5.11% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 87.40% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Consumer Discretionary – 28.52% | | | | | | | | | |
Camping World Holdings, Inc. (d) | | | 2,471,506 | | | $ | 36,874,870 | | | | 2.03 | % |
CarMax, Inc. (a) | | | 2,500,002 | | | | 194,650,156 | | | | 10.72 | % |
NVR, Inc. (a) | | | 37,107 | | | | 116,979,075 | | | | 6.44 | % |
O’Reilly Automotive, Inc. (a) | | | 447,178 | | | | 169,288,175 | | | | 9.33 | % |
| | | | | | | 517,792,276 | | | | 28.52 | % |
| | | | | | | | | | | | |
Financials – 39.81% | | | | | | | | | | | | |
Aon PLC | | | 815,010 | | | | 146,815,902 | | | | 8.09 | % |
Brookfield Asset Management, Inc., Class A (b) | | | 3,606,169 | | | | 173,781,284 | | | | 9.57 | % |
Encore Capital Group, Inc. (a)(d) | | | 3,082,416 | | | | 87,109,076 | | | | 4.80 | % |
Markel Corp. (a) | | | 144,858 | | | | 155,216,796 | | | | 8.55 | % |
Marlin Business Services Corp. (d) | | | 1,010,273 | | | | 22,013,849 | | | | 1.21 | % |
Metro Bank PLC (a)(b) | | | 1,170,005 | | | | 11,442,666 | | | | 0.63 | % |
The Charles Schwab Corp. | | | 2,760,440 | | | | 126,372,943 | | | | 6.96 | % |
| | | | | | | 722,752,516 | | | | 39.81 | % |
| | | | | | | | | | | | |
Industrials – 19.07% | | | | | | | | | | | | |
American Woodmark Corp. (a)(d) | | | 1,390,485 | | | | 125,046,316 | | | | 6.89 | % |
Ametek, Inc. | | | 407,422 | | | | 35,922,398 | | | | 1.98 | % |
Ashtead Group PLC (b) | | | 2,860,658 | | | | 79,157,045 | | | | 4.36 | % |
Hexcel Corp. | | | 1,313,682 | | | | 92,890,454 | | | | 5.11 | % |
Mistras Group, Inc. (a) | | | 971,558 | | | | 13,320,060 | | | | 0.73 | % |
| | | | | | | 346,336,273 | | | | 19.07 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $844,589,312) | | | | | | | 1,586,881,065 | | | | 87.40 | % |
| | | | | | | | | | | | |
REITS – 10.83% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Financials – 10.83% | | | | | | | | | | | | |
American Tower Corp., Class A | | | 1,007,304 | | | | 196,726,471 | | | | 10.83 | % |
| | | | | | | | | | | | |
Total REITS | | | | | | | | | | | | |
(Cost $5,105,453) | | | | | | | 196,726,471 | | | | 10.83 | % |
The accompanying notes are an integral part of these financial statements.
SHORT-TERM INVESTMENTS – 1.76% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 1.76% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (c) | | | 31,880,734 | | | $ | 31,880,734 | | | | 1.76 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $31,880,734) | | | | | | | 31,880,734 | | | | 1.76 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $881,575,499) – 99.99% | | | | | | | 1,815,488,270 | | | | 99.99 | % |
Other Assets in Excess of Liabilities – 0.01% | | | | | | | 102,271 | | | | 0.01 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 1,815,590,541 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
PLC – Public Limited Company
REIT – Real Estate Investment Trust
(a) | Non-income-producing security. |
(b) | U.S.-traded security of a foreign corporation. |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
(d) | Investment in affiliated security. Investment represents five percent or more of the outstanding voting securities of the issuer, making the issuer an affiliate of the Fund, under the Investment Company Act of 1940, as amended, for the six months ended April 30, 2019. Details of transactions with affiliated companies for the six months ended April 30, 2019, are as follows: |
| | | Common Stocks | | | | |
| | | American | | | Camping | | | Encore | | | Marlin | | | | |
| | | Woodmark | | | World | | | Capital | | | Business | | | | |
| | | Corp. | | | Holdings, Inc. | | | Group, Inc. | | | Services Corp. | | | Total | |
| Beginning Cost – | | | | | | | | | | | | | | | |
| November 1, 2018 | | $ | 75,323,233 | | | $ | 52,261,467 | | | $ | 104,853,067 | | | $ | 15,865,289 | | | $ | 248,303,056 | |
| Purchase Cost | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| Sales Cost | | $ | (8,475,452 | ) | | $ | — | | | $ | — | | | $ | — | | | $ | (8,475,452 | ) |
| Ending Cost – | | | | | | | | | | | | | | | | | | | | |
| April 30, 2019 | | $ | 66,847,781 | | | $ | 52,261,467 | | | $ | 104,853,067 | | | $ | 15,865,289 | | | $ | 239,827,604 | |
| Dividend Income | | $ | — | | | $ | 757,269 | | | $ | — | | | $ | 282,876 | | | $ | 1,040,145 | |
| Net Change | | | | | | | | | | | | | | | | | | | | |
| in Unrealized | | | | | | | | | | | | | | | | | | | | |
| Appreciation/ | | | | | | | | | | | | | | | | | | | | |
| Depreciation | | $ | 44,360,559 | | | $ | (5,511,458 | ) | | $ | 8,784,885 | | | $ | (4,839,207 | ) | | $ | 42,794,779 | |
| Realized Gain/Loss | | $ | (1,159,830 | ) | | $ | — | | | $ | — | | | $ | — | | | $ | (1,159,830 | ) |
| Shares | | | 1,390,485 | | | | 2,471,506 | | | | 3,082,416 | | | | 1,010,273 | | | | 7,954,680 | |
| Market Value – | | | | | | | | | | | | | | | | | | | | |
| April 30, 2019 | | $ | 125,046,316 | | | $ | 36,874,870 | | | $ | 87,109,076 | | | $ | 22,013,849 | | | $ | 271,044,111 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Consumer Discretionary | | $ | 517,792,276 | | | $ | — | | | $ | — | | | $ | 517,792,276 | |
Financials | | | 722,752,516 | | | | — | | | | — | | | | 722,752,516 | |
Industrials | | | 346,336,273 | | | | — | | | | — | | | | 346,336,273 | |
Total Common Stocks | | $ | 1,586,881,065 | | | $ | — | | | $ | — | | | $ | 1,586,881,065 | |
REITS | | | | | | | | | | | | | | | | |
Financials | | $ | 196,726,471 | | | $ | — | | | $ | — | | | $ | 196,726,471 | |
Total REITS | | $ | 196,726,471 | | | $ | — | | | $ | — | | | $ | 196,726,471 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 31,880,734 | | | $ | — | | | $ | — | | | $ | 31,880,734 | |
Total Short-Term Investments | | $ | 31,880,734 | | | $ | — | | | $ | — | | | $ | 31,880,734 | |
Total Investments | | $ | 1,815,488,270 | | | $ | — | | | $ | — | | | $ | 1,815,488,270 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in unaffiliated securities, at value (cost $641,747,895) | | $ | 1,544,444,159 | |
Investments in affiliated securities, at value (cost $239,827,604) | | | 271,044,111 | |
Total investments in securities, at value (cost $881,575,499) | | | 1,815,488,270 | |
Dividends and interest receivable | | | 419,280 | |
Receivable for fund shares sold | | | 758,797 | |
Receivable for securities sold | | | 4,197,006 | |
Prepaid expenses and other assets | | | 71,534 | |
Total assets | | | 1,820,934,887 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 2,974,348 | |
Payable to advisor | | | 1,341,719 | |
Payable to administrator | | | 273,259 | |
Payable to auditor | | | 11,113 | |
Accrued distribution fees | | | 240,607 | |
Accrued service fees | | | 100,423 | |
Accrued trustees fees | | | 72 | |
Accrued expenses and other payables | | | 402,805 | |
Total liabilities | | | 5,344,346 | |
NET ASSETS | | $ | 1,815,590,541 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 681,123,533 | |
Total distributable earnings | | | 1,134,467,008 | |
Total net assets | | $ | 1,815,590,541 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 1,223,739,727 | |
Shares issued and outstanding | | | 15,651,400 | |
Net asset value, offering price, and redemption price per share | | $ | 78.19 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 591,850,814 | |
Shares issued and outstanding | | | 7,347,600 | |
Net asset value, offering price, and redemption price per share | | $ | 80.55 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income from unaffiliated securities(1) | | $ | 5,841,573 | |
Dividend income from affiliated securities | | | 1,040,145 | |
Interest income | | | 356,897 | |
Total investment income | | | 7,238,615 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 8,402,858 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 1,275,827 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 291,126 | |
Distribution fees – Investor Class (See Note 5) | | | 911,305 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 880,107 | |
Service fees – Investor Class (See Note 5) | | | 607,537 | |
Reports to shareholders | | | 73,813 | |
Federal and state registration fees | | | 37,358 | |
Legal fees | | | 12,847 | |
Compliance expense (See Note 5) | | | 12,846 | |
Trustees’ fees and expenses | | | 12,489 | |
Interest expense (See Note 7) | | | 11,529 | |
Audit fees | | | 11,122 | |
Other expenses | | | 91,609 | |
Total expenses | | | 12,632,373 | |
NET INVESTMENT LOSS | | $ | (5,393,758 | ) |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain(loss) on: | | | | |
Unaffiliated investments | | $ | 220,414,223 | |
Affiliated investments | | | (1,159,830 | ) |
Net change in unrealized appreciation/depreciation on: | | | | |
Unaffiliated investments | | | (18,735,619 | ) |
Affiliated investments | | | 42,794,779 | |
Net gain on investments | | | 243,313,553 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 237,919,795 | |
(1) | Net of foreign taxes withheld of $196,524. |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment loss | | $ | (5,393,758 | ) | | $ | (14,828,187 | ) |
Net realized gain on investments | | | 219,254,393 | | | | 373,659,739 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 24,059,160 | | | | (373,847,242 | ) |
Net increase (decrease) in net | | | | | | | | |
assets resulting from operations | | | 237,919,795 | | | | (15,015,690 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (222,109,465 | ) | | | (103,968 | ) |
Distributable earnings – Institutional Class | | | (129,338,014 | ) | | | (67,148 | ) |
Total distributions | | | (351,447,479 | ) | | | (171,116 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 26,160,146 | | | | 110,725,649 | |
Proceeds from shares subscribed – Institutional Class | | | 60,705,467 | | | | 198,457,882 | |
Dividends reinvested – Investor Class | | | 218,459,006 | | | | 102,585 | |
Dividends reinvested – Institutional Class | | | 112,851,020 | | | | 57,674 | |
Cost of shares redeemed – Investor Class | | | (295,048,048 | ) | | | (432,891,744 | ) |
Cost of shares redeemed – Institutional Class | | | (345,418,072 | ) | | | (442,177,824 | ) |
Net decrease in net assets derived | | | | | | | | |
from capital share transactions | | | (222,290,481 | ) | | | (565,725,778 | ) |
TOTAL DECREASE IN NET ASSETS | | | (335,818,165 | ) | | | (580,912,584 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 2,151,408,706 | | | | 2,732,321,290 | |
End of period | | $ | 1,815,590,541 | | | $ | 2,151,408,706 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 356,414 | | | | 1,252,599 | |
Shares sold – Institutional Class | | | 799,344 | | | | 2,178,048 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 3,226,392 | | | | 1,169 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 1,620,026 | | | | 641 | |
Shares redeemed – Investor Class | | | (4,029,819 | ) | | | (4,879,914 | ) |
Shares redeemed – Institutional Class | | | (4,550,196 | ) | | | (4,839,525 | ) |
Net decrease in shares outstanding | | | (2,577,839 | ) | | | (6,286,982 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 83.20 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | (0.26 | )(1) |
Net realized and unrealized gains (losses) on investments | | | 9.72 | |
Total from investment operations | | | 9.46 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (14.47 | ) |
Total distributions | | | (14.47 | ) |
Paid-in capital from redemption fees | | | — | |
Net asset value, end of period | | $ | 78.19 | |
| | | | |
TOTAL RETURN | | | 14.06 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 1,223.74 | |
Ratio of expenses to average net assets | | | 1.48 | %(3) |
Ratio of net investment income (loss) to average net assets | | | (0.71 | )%(3) |
Portfolio turnover rate(4) | | | 0 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
(5) | Amount is between $(0.005) and $0.005. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 84.92 | | | $ | 70.63 | | | $ | 71.94 | | | $ | 69.46 | | | $ | 63.58 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.86 | ) | | | (0.51 | ) | | | (0.45 | ) | | | (0.33 | ) | | | 0.27 | |
| (0.85 | ) | | | 14.80 | | | | (0.72 | ) | | | 8.07 | | | | 6.68 | |
| (1.71 | ) | | | 14.29 | | | | (1.17 | ) | | | 7.74 | | | | 6.95 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | — | | | | (0.02 | ) | | | — | |
| (0.01 | ) | | | — | | | | (0.14 | ) | | | (5.24 | ) | | | (1.07 | ) |
| (0.01 | ) | | | — | | | | (0.14 | ) | | | (5.26 | ) | | | (1.07 | ) |
| — | | | | — | | | | — | | | | — | | | | 0.00 | (5) |
$ | 83.20 | | | $ | 84.92 | | | $ | 70.63 | | | $ | 71.94 | | | $ | 69.46 | |
| | | | | | | | | | | | | | | | | | |
| (2.02 | )% | | | 20.23 | % | | | (1.63 | )% | | | 11.83 | % | | | 11.05 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 1,339.45 | | | $ | 1,675.00 | | | $ | 1,626.71 | | | $ | 1,615.36 | | | $ | 1,213.03 | |
| 1.47 | % | | | 1.48 | % | | | 1.47 | % | | | 1.46 | % | | | 1.41 | % |
| (0.72 | )% | | | (0.51 | )% | | | (0.65 | )% | | | (0.55 | )% | | | 0.41 | % |
| 13 | % | | | 5 | % | | | 2 | % | | | 4 | % | | | 18 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 85.66 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | (0.13 | )(1) |
Net realized and unrealized gains (losses) on investments | | | 10.01 | |
Total from investment operations | | | 9.88 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (14.99 | ) |
Total distributions | | | (14.99 | ) |
Net asset value, end of period | | $ | 80.55 | |
| | | | |
TOTAL RETURN | | | 14.27 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 591.85 | |
Ratio of expenses to average net assets | | | 1.11 | %(3) |
Ratio of net investment income (loss) to average net assets | | | (0.33 | )%(3) |
Portfolio turnover rate(4) | | | 0 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 87.10 | | | $ | 72.17 | | | $ | 73.24 | | | $ | 70.50 | | | $ | 64.32 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.28 | ) | | | (0.11 | ) | | | (0.14 | ) | | | (0.08 | ) | | | 0.35 | |
| (1.15 | ) | | | 15.04 | | | | (0.79 | ) | | | 8.19 | | | | 6.90 | |
| (1.43 | ) | | | 14.93 | | | | (0.93 | ) | | | 8.11 | | | | 7.25 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | — | | | | (0.05 | ) | | | — | |
| (0.01 | ) | | | — | | | | (0.14 | ) | | | (5.32 | ) | | | (1.07 | ) |
| (0.01 | ) | | | — | | | | (0.14 | ) | | | (5.37 | ) | | | (1.07 | ) |
$ | 85.66 | | | $ | 87.10 | | | $ | 72.17 | | | $ | 73.24 | | | $ | 70.50 | |
| | | | | | | | | | | | | | | | | | |
| (1.65 | )% | | | 20.69 | % | | | (1.27 | )% | | | 12.23 | % | | | 11.40 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 811.96 | | | $ | 1,057.32 | | | $ | 765.82 | | | $ | 520.06 | | | $ | 283.31 | |
| 1.09 | % | | | 1.10 | % | | | 1.10 | % | | | 1.11 | % | | | 1.10 | % |
| (0.34 | )% | | | (0.13 | )% | | | (0.28 | )% | | | (0.19 | )% | | | 0.59 | % |
| 13 | % | | | 5 | % | | | 2 | % | | | 4 | % | | | 18 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Focus Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is capital appreciation. The Fund is a non-diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes –No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value ( “NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation. Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions. The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain/loss on investments. Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors. |
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j). | REIT Equity Securities – The Fund may invest in the equity securities of real estate investment trusts (REITs). Distributions received from REITs may be classified as dividends, capital gains, or return of capital. Investments in REITs may require the Fund to accrue and distribute income not yet received. To generate sufficient cash to make the requisite distributions, the Fund may be required to sell securities in its portfolio (including when it is not advantageous to do so) that it otherwise would have continued to hold. At other times, investments in a REIT may result in the Fund’s receipt of cash in excess of the REIT’s earnings. If the Fund distributes these amounts, these distributions could constitute a return of capital to Fund |
HENNESSY FUNDS | 1-800-966-4354 | |
| shareholders for U.S. federal income tax purposes. Dividends received by the Fund from a REIT generally will not constitute qualified dividend income and will not qualify for the dividends-received deduction. |
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k). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
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| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
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| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and |
NOTES TO THE FINANCIAL STATEMENTS |
| valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
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| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
HENNESSY FUNDS | 1-800-966-4354 | |
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $3,728,860 and $526,352,358, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor oversees the provision of investment advice and furnishes office space, facilities, and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.90 %. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, Broad Run Investment Management, LLC. The Advisor pays the sub-advisory fees from its own assets, and these fees are not an additional expense of the Fund. During the six months ended April 30, 2019, the Advisor (not the Fund) paid a sub-advisory fee at the rate of 0.29% of the daily net assets of the Fund.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
HENNESSY FUNDS | 1-800-966-4354 | |
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $440,146 and 5.38%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $22,462,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 1,243,738,586 | |
| Gross tax unrealized appreciation | | $ | 998,259,530 | |
| Gross tax unrealized depreciation | | | (88,405,919 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 909,853,611 | |
| Undistributed ordinary income | | $ | — | |
| Undistributed long-term capital gains | | | 351,447,441 | |
| Total distributable earnings | | $ | 351,447,441 | |
| Other accumulated gain/(loss) | | $ | (13,306,360 | ) |
| Total accumulated gain/(loss) | | $ | 1,247,994,692 | |
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
NOTES TO THE FINANCIAL STATEMENTS |
As of October 31, 2018, the Fund deferred, on a tax basis, a late-year ordinary loss of $13,306,360. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | — | | | $ | — | |
| Long-term capital gain | | | 351,447,479 | | | | 171,116 | |
| | | $ | 351,447,479 | | | $ | 171,116 | |
| (1) Ordinary income includes short-term capital gain. |
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,140.60 | $7.86 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,017.46 | $7.40 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,142.70 | $5.90 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.29 | $5.56 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.48% for Investor Class shares or 1.11% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 0.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 0.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
Board Approval of Investment Advisory
Agreements
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”) and the sub-advisory agreement for the Fund between the Advisor and Broad Run Investment Management, LLC. (the “Sub-Advisor”). As part of the process of approving the continuation of the advisory and sub-advisory agreements, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory and sub-advisory agreements. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory and sub-advisory agreements.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory and sub-advisory agreements. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory and sub-advisory agreements and the relevant factors for consideration; |
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| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory and sub-advisory agreements and also referenced the documents that had been provided to help the Board assess each such factor; |
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| (3) | An inventory of the services provided by the Advisor and the Sub-Advisor to the Fund and the distinction between the Advisor-provided services and the Sub-Advisor-provided services; |
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| (4) | A written discussion of economies of scale; |
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| (5) | Summaries of the key terms of the advisory agreement and sub-advisory agreement; |
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| (6) | A recent Fund fact sheet, which included performance information over various periods; |
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| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; |
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| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q; |
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| (9) | A completed questionnaire from the Sub-Advisor; |
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| (10) | A summary of the Sub-Advisor’s questionnaire and relevant information from the Sub-Advisor’s Form ADV Parts I and II; |
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| (11) | The Sub-Advisor’s Code of Ethics; and |
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| (12) | Financial information of the Sub-Advisor. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory and sub-advisory agreements. The Trustees recognized that the management and fee
HENNESSY FUNDS | 1-800-966-4354 | |
arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
Prior to approving the continuation of the advisory and sub-advisory agreements, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor and the Sub-Advisor; |
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| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
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| (3) | Whether economies of scale are recognized by the Fund; |
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| (4) | The costs and profitability of the Fund to the Advisor and the Sub-Advisor; |
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| (5) | The performance of the Fund; and |
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| (6) | Any benefits to the Advisor and the Sub-Advisor from serving as an investment advisor to the Fund (other than the advisory and sub-advisory fees). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor oversees the Sub-Advisor for the Fund, and the Sub-Advisor acts as the portfolio manager for the Fund. |
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| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
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| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
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| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Sub-Advisor and the Fund’s other service providers, conducts on-site visits to the Sub-Advisor and the Fund’s other service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
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| | (e) | The Advisor oversees the selection and continued employment of the Sub-Advisor, reviews the Fund’s investment performance, and monitors the Sub-Advisor’s adherence to the Fund’s investment objectives, policies, and restrictions. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
| | (f) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
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| | (g) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
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| | (h) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
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| | (i) | For each annual report of the Fund, the Advisor reviews the written summary prepared by the Sub-Advisor of the Fund’s performance during the most recent 12-month period. |
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| | (j) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (k) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (l) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (m) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees considered the services identified below that are provided by the Sub-Advisor: |
| | (a) | The Sub-Advisor acts as the portfolio manager for the Fund. In this capacity, the Sub-Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Sub-Advisor ensures that its compliance program includes policies and procedures relevant to the Fund and the Sub-Advisor’s duties as a portfolio manager to the Fund. |
| | | |
| | (c) | For each annual report of the Fund, the Sub-Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (d) | The Sub-Advisor provides a quarterly compliance certification to the Board regarding trading and allocation practices, supervisory matters, the Sub-Advisor’s compliance program (including its code of ethics), compliance with the Fund’s policies, and general firm updates. |
HENNESSY FUNDS | 1-800-966-4354 | |
| (3) | The Trustees considered the distinction between the services performed by the Advisor and the Sub-Advisor. The Trustees noted that the management of the Fund, including the oversight of the Sub-Advisor, involves more comprehensive and substantive duties than the duties of the Sub-Advisor. Specifically, the Trustees considered the lists of services identified above and concluded that the services performed by the Advisor for the Fund require a higher level of service and oversight than the services performed by the Sub-Advisor. Based on this determination, the Trustees concluded that the differential in advisory fees between the Advisor and the Sub-Advisor is reasonable. |
| | |
| (4) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor and the Sub-Advisor manage the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (5) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (6) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees determined that it did not appear that the Advisor was realizing significant economies of scale and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (7) | The Trustees considered the profitability of the Advisor and the Sub-Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor and the Sub-Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (8) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
| (9) | The Trustees considered any benefits to the Advisor and the Sub-Advisor from serving as an advisor to the Fund (other than the advisory and sub-advisory fees). The Trustees noted that the Advisor and the Sub-Advisor may derive ancillary benefits from, by way of example, their association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor and the Sub-Advisor from their relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ findings that (i) the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s and the Sub-Advisor’s own efforts in the performance of their duties under the advisory and sub-advisory agreements and (ii) although the Sub-Advisor could derive benefits from the conversion of Fund shareholders into separate account clients, the Fund also could benefit from potential institutional shareholders who might choose to invest in the Fund. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor and the Sub-Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s and the Sub-Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory and sub-advisory agreements.
HENNESSY FUNDS | 1-800-966-4354 | |
(This Page Intentionally Left Blank.)
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY CORNERSTONE MID CAP 30 FUND
Investor Class HFMDX
Institutional Class HIMDX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 24 |
Proxy Voting Policy and Proxy Voting Records | 26 |
Availability of Quarterly Portfolio Schedule | 26 |
Federal Tax Distribution Information | 26 |
Important Notice Regarding Delivery of Shareholder Documents | 26 |
Electronic Delivery | 26 |
Board Approval of Investment Advisory Agreement | 27 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
HENNESSYFUNDS.COM
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Cornerstone | | | | |
| Mid Cap 30 Fund – | | | | |
| Investor Class (HFMDX) | 2.98% | -7.79% | 4.25% | 12.43% |
| Hennessy Cornerstone | | | | |
| Mid Cap 30 Fund – | | | | |
| Institutional Class (HIMDX) | 3.14% | -7.45% | 4.59% | 12.82% |
| Russell Midcap® Index | 11.65% | 10.69% | 9.75% | 15.65% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 15.32% |
Expense ratios: 1.31% (Investor Class); 0.95% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The Russell Midcap® Index is commonly used to measure the performance of U.S. medium-capitalization stocks. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY CORNERSTONE MID CAP 30 FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Crocs, Inc. | 4.64% |
AES Corp. | 4.51% |
Post Holdings, Inc. | 4.01% |
Booz Allen Hamilton Holding Corp. | 3.99% |
Casey’s General Stores, Inc. | 3.97% |
Spirit Airlines, Inc. | 3.93% |
Clean Harbors, Inc. | 3.81% |
Aaron’s, Inc. | 3.79% |
Cleveland-Cliffs, Inc. | 3.54% |
Murphy USA, Inc. | 3.50% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 97.22% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Consumer Discretionary – 24.93% | | | | | | | | | |
Aaron’s, Inc. | | | 324,700 | | | $ | 18,082,543 | | | | 3.79 | % |
American Axle & Manufacturing Holdings, Inc. (a) | | | 952,800 | | | | 14,053,800 | | | | 2.95 | % |
American Eagle Outfitters, Inc. | | | 621,661 | | | | 14,783,098 | | | | 3.10 | % |
BJ’s Restaurants, Inc. | | | 218,600 | | | | 10,910,326 | | | | 2.29 | % |
Crocs, Inc. (a) | | | 794,000 | | | | 22,112,900 | | | | 4.64 | % |
Murphy USA, Inc. (a) | | | 195,200 | | | | 16,683,744 | | | | 3.50 | % |
Penn National Gaming, Inc. (a) | | | 488,958 | | | | 10,595,720 | | | | 2.22 | % |
Restoration Hardware Holdings, Inc. (a) | | | 109,000 | | | | 11,631,390 | | | | 2.44 | % |
| | | | | | | 118,853,521 | | | | 24.93 | % |
| | | | | | | | | | | | |
Consumer Staples – 10.68% | | | | | | | | | | | | |
Casey’s General Stores, Inc. | | | 143,100 | | | | 18,939,285 | | | | 3.97 | % |
Post Holdings, Inc. (a) | | | 169,642 | | | | 19,132,225 | | | | 4.01 | % |
Sprouts Farmers Market, Inc. (a) | | | 600,400 | | | | 12,860,568 | | | | 2.70 | % |
| | | | | | | 50,932,078 | | | | 10.68 | % |
| | | | | | | | | | | | |
Energy – 4.71% | | | | | | | | | | | | |
EnLink Midstream LLC | | | 1,034,485 | | | | 12,093,130 | | | | 2.54 | % |
PBF Energy, Inc. | | | 308,600 | | | | 10,362,788 | | | | 2.17 | % |
| | | | | | | 22,455,918 | | | | 4.71 | % |
| | | | | | | | | | | | |
Financials – 6.70% | | | | | | | | | | | | |
Assurant, Inc. | | | 161,400 | | | | 15,333,000 | | | | 3.22 | % |
Old Republic International Corp. | | | 742,600 | | | | 16,604,536 | | | | 3.48 | % |
| | | | | | | 31,937,536 | | | | 6.70 | % |
| | | | | | | | | | | | |
Health Care – 5.60% | | | | | | | | | | | | |
Allscripts Healthcare Solutions, Inc. (a) | | | 1,133,500 | | | | 11,187,645 | | | | 2.34 | % |
Molina Healthcare, Inc. (a) | | | 119,800 | | | | 15,529,674 | | | | 3.26 | % |
| | | | | | | 26,717,319 | | | | 5.60 | % |
| | | | | | | | | | | | |
Industrials – 20.41% | | | | | | | | | | | | |
Arcosa, Inc. | | | 150,866 | | | | 4,696,459 | | | | 0.98 | % |
Clean Harbors, Inc. (a) | | | 238,700 | | | | 18,141,200 | | | | 3.81 | % |
Insperity, Inc. | | | 136,500 | | | | 16,319,940 | | | | 3.42 | % |
Landstar System, Inc. | | | 139,600 | | | | 15,210,816 | | | | 3.19 | % |
NOW, Inc. (a) | | | 978,200 | | | | 14,301,284 | | | | 3.00 | % |
Spirit Airlines, Inc. (a) | | | 344,700 | | | | 18,744,786 | | | | 3.93 | % |
Trinity Industries, Inc. | | | 459,100 | | | | 9,898,196 | | | | 2.08 | % |
| | | | | | | 97,312,681 | | | | 20.41 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Information Technology – 9.34% | | | | | | | | | |
Booz Allen Hamilton Holding Corp. | | | 320,600 | | | $ | 19,008,374 | | | | 3.99 | % |
CACI International, Inc., Class A (a) | | | 83,800 | | | | 16,335,972 | | | | 3.43 | % |
Conduent, Inc. (a) | | | 714,000 | | | | 9,160,620 | | | | 1.92 | % |
| | | | | | | 44,504,966 | | | | 9.34 | % |
| | | | | | | | | | | | |
Materials – 6.86% | | | | | | | | | | | | |
Ashland Global Holdings, Inc. | | | 196,700 | | | | 15,840,251 | | | | 3.32 | % |
Cleveland-Cliffs, Inc. | | | 1,688,100 | | | | 16,864,119 | | | | 3.54 | % |
| | | | | | | 32,704,370 | | | | 6.86 | % |
| | | | | | | | | | | | |
Utilities – 7.99% | | | | | | | | | | | | |
AES Corp. | | | 1,254,200 | | | | 21,471,904 | | | | 4.51 | % |
UGI Corp. | | | 304,500 | | | | 16,598,295 | | | | 3.48 | % |
| | | | | | | 38,070,199 | | | | 7.99 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $483,808,726) | | | | | | | 463,488,588 | | | | 97.22 | % |
| | | | | | | | | | | | |
SHORT-TERM INVESTMENTS – 2.89% | | | | | | | | | | | | |
Money Market Funds – 2.89% | | | | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (b) | | | 13,791,004 | | | | 13,791,004 | | | | 2.89 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $13,791,004) | | | | | | | 13,791,004 | | | | 2.89 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $497,599,730) – 100.11% | | | | | | | 477,279,592 | | | | 100.11 | % |
Liabilities in Excess of Other Assets – (0.11)% | | | | | | | (525,962 | ) | | | (0.11 | )% |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 476,753,630 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | Non-income-producing security. |
(b) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Consumer Discretionary | | $ | 118,853,521 | | | $ | — | | | $ | — | | | $ | 118,853,521 | |
Consumer Staples | | | 50,932,078 | | | | — | | | | — | | | | 50,932,078 | |
Energy | | | 22,455,918 | | | | — | | | | — | | | | 22,455,918 | |
Financials | | | 31,937,536 | | | | — | | | | — | | | | 31,937,536 | |
Health Care | | | 26,717,319 | | | | — | | | | — | | | | 26,717,319 | |
Industrials | | | 97,312,681 | | | | — | | | | — | | | | 97,312,681 | |
Information Technology | | | 44,504,966 | | | | — | | | | — | | | | 44,504,966 | |
Materials | | | 32,704,370 | | | | — | | | | — | | | | 32,704,370 | |
Utilities | | | 38,070,199 | | | | — | | | | — | | | | 38,070,199 | |
Total Common Stocks | | $ | 463,488,588 | | | $ | — | | | $ | — | | | $ | 463,488,588 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 13,791,004 | | | $ | — | | | $ | — | | | $ | 13,791,004 | |
Total Short-Term Investments | | $ | 13,791,004 | | | $ | — | | | $ | — | | | $ | 13,791,004 | |
Total Investments | | $ | 477,279,592 | | | $ | — | | | $ | — | | | $ | 477,279,592 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $497,599,730) | | $ | 477,279,592 | |
Dividends and interest receivable | | | 306,618 | |
Receivable for fund shares sold | | | 32,711 | |
Return of capital receivable | | | 216,466 | |
Prepaid expenses and other assets | | | 45,628 | |
Total assets | | | 477,881,015 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 564,281 | |
Payable to advisor | | | 294,263 | |
Payable to administrator | | | 73,453 | |
Payable to auditor | | | 11,119 | |
Accrued distribution fees | | | 33,428 | |
Accrued service fees | | | 21,420 | |
Accrued trustees fees | | | 3,328 | |
Accrued expenses and other payables | | | 126,093 | |
Total liabilities | | | 1,127,385 | |
NET ASSETS | | $ | 476,753,630 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 536,390,919 | |
Total distributable earnings | | | (59,637,289 | ) |
Total net assets | | $ | 476,753,630 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 257,296,273 | |
Shares issued and outstanding | | | 20,545,725 | |
Net asset value, offering price, and redemption price per share | | $ | 12.52 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 219,457,357 | |
Shares issued and outstanding | | | 16,927,880 | |
Net asset value, offering price, and redemption price per share | | $ | 12.96 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income | | $ | 2,573,376 | |
Interest income | | | 148,504 | |
Total investment income | | | 2,721,880 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 1,959,067 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 307,284 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 125,366 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 249,266 | |
Distribution fees – Investor Class (See Note 5) | | | 209,511 | |
Service fees – Investor Class (See Note 5) | | | 139,674 | |
Reports to shareholders | | | 38,394 | |
Federal and state registration fees | | | 31,315 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 9,688 | |
Legal fees | | | 3,458 | |
Interest expense (See Note 7) | | | 1,021 | |
Other expenses | | | 36,097 | |
Total expenses | | | 3,134,109 | |
NET INVESTMENT LOSS | | $ | (412,229 | ) |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized loss on investments | | $ | (31,706,426 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 41,002,379 | |
Net gain on investments | | | 9,295,953 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 8,883,724 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment loss | | $ | (412,229 | ) | | $ | (2,737,904 | ) |
Net realized gain (loss) on investments | | | (31,706,426 | ) | | | 263,670,396 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 41,002,379 | | | | (355,690,732 | ) |
Net increase (decrease) in net assets | | | | | | | | |
resulting from operations | | | 8,883,724 | | | | (94,758,240 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (84,472,220 | ) | | | (59,254,277 | ) |
Distributable earnings – Institutional Class | | | (78,382,313 | ) | | | (103,063,607 | ) |
Total distributions | | | (162,854,533 | ) | | | (162,317,884 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed in | | | | | | | | |
the Reorganization – Investor Class | | | — | | | | 216,366,669 | |
Proceeds from shares subscribed in | | | | | | | | |
the Reorganization – Institutional Class | | | — | | | | 105,537,409 | |
Proceeds from shares subscribed – Investor Class | | | 3,250,756 | | | | 20,976,077 | |
Proceeds from shares subscribed – Institutional Class | | | 10,046,864 | | | | 53,065,851 | |
Dividends reinvested – Investor Class | | | 83,056,407 | | | | 58,251,271 | |
Dividends reinvested – Institutional Class | | | 76,949,068 | | | | 99,300,713 | |
Cost of shares redeemed – Investor Class | | | (88,168,001 | ) | | | (196,042,061 | ) |
Cost of shares redeemed – Institutional Class | | | (122,097,883 | ) | | | (404,237,132 | ) |
Net decrease in net assets derived | | | | | | | | |
from capital share transactions | | | (36,962,789 | ) | | | (46,781,203 | ) |
TOTAL DECREASE IN NET ASSETS | | | (190,933,598 | ) | | | (303,857,327 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 667,687,228 | | | | 971,544,555 | |
End of period | | $ | 476,753,630 | | | $ | 667,687,228 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares issued in the Reorganization – Investor Class | | | — | | | | 10,499,531 | |
Shares issued in the Reorganization – Institutional Class | | | — | | | | 4,794,539 | |
Shares sold – Investor Class | | | 256,146 | | | | 1,074,535 | |
Shares sold – Institutional Class | | | 717,920 | | | | 2,546,896 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 7,160,035 | | | | 3,038,668 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 6,417,831 | | | | 5,045,768 | |
Shares redeemed – Investor Class | | | (6,929,143 | ) | | | (10,187,380 | ) |
Shares redeemed – Institutional Class | | | (9,158,307 | ) | | | (20,331,396 | ) |
Net decrease in shares outstanding | | | (1,535,518 | ) | | | (3,518,839 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 16.87 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | (0.02 | )(1) |
Net realized and unrealized gains (losses) on investments | | | 0.17 | |
Total from investment operations | | | 0.15 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (4.50 | ) |
Total distributions | | | (4.50 | ) |
Net asset value, end of period | | $ | 12.52 | |
| | | | |
TOTAL RETURN | | | 2.98 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 257.30 | |
Ratio of expenses to average net assets | | | 1.36 | %(3) |
Ratio of net investment income (loss) to average net assets | | | (0.33 | )%(3) |
Portfolio turnover rate(4) | | | 0 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 22.46 | | | $ | 18.37 | | | $ | 20.12 | | | $ | 19.00 | | | $ | 17.32 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.06 | ) | | | (0.15 | ) | | | (0.07 | ) | | | 0.10 | | | | (0.05 | ) |
| (1.87 | ) | | | 4.36 | | | | (1.51 | ) | | | 2.16 | | | | 3.04 | |
| (1.93 | ) | | | 4.21 | | | | (1.58 | ) | | | 2.26 | | | | 2.99 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | (0.03 | ) | | | — | | | | (0.05 | ) |
| (3.66 | ) | | | (0.12 | ) | | | (0.14 | ) | | | (1.14 | ) | | | (1.26 | ) |
| (3.66 | ) | | | (0.12 | ) | | | (0.17 | ) | | | (1.14 | ) | | | (1.31 | ) |
$ | 16.87 | | | $ | 22.46 | | | $ | 18.37 | | | $ | 20.12 | | | $ | 19.00 | |
| | | | | | | | | | | | | | | | | | |
| (10.54 | )% | | | 23.02 | % | | | (7.89 | )% | | | 12.35 | % | | | 18.25 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 338.39 | | | $ | 351.16 | | | $ | 485.15 | | | $ | 765.90 | | | $ | 258.17 | |
| 1.31 | % | | | 1.34 | % | | | 1.35 | % | | | 1.17 | % | | | 1.25 | % |
| (0.47 | )% | | | (0.33 | )% | | | (0.24 | )% | | | 0.27 | % | | | (0.47 | )% |
| 181 | % | | | 106 | % | | | 108 | % | | | 5 | % | | | 132 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 17.38 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.00 | (1)(2) |
Net realized and unrealized gains (losses) on investments | | | 0.17 | |
Total from investment operations | | | 0.17 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (4.59 | ) |
Total distributions | | | (4.59 | ) |
Net asset value, end of period | | $ | 12.96 | |
| | | | |
TOTAL RETURN | | | 3.14 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 219.46 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement | | | 0.99 | %(4) |
After expense reimbursement | | | 0.99 | %(4) |
Ratio of net investment income (loss) to average net assets: | | | | |
Before expense reimbursement | | | 0.04 | %(4) |
After expense reimbursement | | | 0.04 | %(4) |
Portfolio Turnover(5) | | | 0 | %(3) |
(1) | Amount is between $(0.005) and $0.005. |
(2) | Calculated using the average shares outstanding method. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 23.07 | | | $ | 18.80 | | | $ | 20.55 | | | $ | 19.36 | | | $ | 17.62 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.00 | )(1) | | | 0.02 | | | | 0.00 | (1) | | | (0.03 | ) | | | (0.08 | ) |
| (1.92 | ) | | | 4.38 | | | | (1.54 | ) | | | 2.38 | | | | 3.17 | |
| (1.92 | ) | | | 4.40 | | | | (1.54 | ) | | | 2.35 | | | | 3.09 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | (0.06 | ) | | | — | | | | (0.09 | ) |
| (3.77 | ) | | | (0.13 | ) | | | (0.15 | ) | | | (1.16 | ) | | | (1.26 | ) |
| (3.77 | ) | | | (0.13 | ) | | | (0.21 | ) | | | (1.16 | ) | | | (1.35 | ) |
$ | 17.38 | | | $ | 23.07 | | | $ | 18.80 | | | $ | 20.55 | | | $ | 19.36 | |
| | | | | | | | | | | | | | | | | | |
| (10.22 | )% | | | 23.47 | % | | | (7.53 | )% | | | 12.62 | % | | | 18.57 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 329.30 | | | $ | 620.38 | | | $ | 754.97 | | | $ | 306.04 | | | $ | 75.53 | |
| | | | | | | | | | | | | | | | | | |
| 0.95 | % | | | 0.97 | % | | | 0.97 | % | | | 0.96 | % | | | 1.07 | % |
| 0.95 | % | | | 0.97 | % | | | 0.97 | % | | | 0.96 | % | | | 0.98 | % |
| | | | | | | | | | | | | | | | | | |
| (0.12 | )% | | | 0.04 | % | | | 0.07 | % | | | 0.41 | % | | | (0.29 | )% |
| (0.12 | )% | | | 0.04 | % | | | 0.07 | % | | | 0.41 | % | | | (0.20 | )% |
| 181 | % | | | 106 | % | | | 108 | % | | | 5 | % | | | 132 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Cornerstone Mid Cap 30 Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is long-term growth of capital. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and
HENNESSY FUNDS | 1-800-966-4354 | |
related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. |
| |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
| |
| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be |
NOTES TO THE FINANCIAL STATEMENTS |
| determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $0 and $191,253,600, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.74%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
HENNESSY FUNDS | 1-800-966-4354 | |
The Advisor has agreed to limit total annual operating expenses to 1.39% of the Fund’s net assets for Investor Class shares and 1.07% of the Fund’s net assets for Institutional Class shares (in each case, excluding all federal, state, and local taxes, interest, brokerage commissions, extraordinary items, and acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities) through January 12, 2020, pursuant to the written direction of the Board.
For three years following the date on which expenses were waived or incurred, the Advisor may recoup waived or reimbursed expenses from the Fund if total operating expenses, including such recoupment, does not exceed the expense limitation in effect (i) at the time the Advisor waived or reimbursed such expenses and (ii) at the time the Advisor recoups such expenses. There are no recoverable amounts, and the Advisor did not recoup expenses during the six months ended April 30, 2019.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative,
NOTES TO THE FINANCIAL STATEMENTS |
accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $36,917 and 5.50%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $4,350,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 739,706,681 | |
| Gross tax unrealized appreciation | | $ | 4,822,523 | |
| Gross tax unrealized depreciation | | | (73,343,330 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | (68,520,807 | ) |
| Undistributed ordinary income | | $ | 5,436,050 | |
| Undistributed long-term capital gains | | | 157,418,277 | |
| Total distributable earnings | | $ | 162,854,327 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 94,333,520 | |
HENNESSY FUNDS | 1-800-966-4354 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 5,436,147 | | | $ | — | |
| Long-term capital gain | | | 157,418,386 | | | | 162,317,884 | |
| | | $ | 162,854,533 | | | $ | 162,317,884 | |
(1) Ordinary income includes short-term capital gain.
9). AGREEMENT AND PLAN OF REORGANIZATION
On November 16, 2017, and December 26, 2017, shareholders of each of the Rainier Mid Cap Equity Fund and the Rainier Small/Mid Cap Equity Fund, respectively, approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and Rainier Investment Management Mutual Funds, a Delaware statutory trust, on behalf of the Rainier Mid Cap Equity Fund and the Rainier Small/Mid Cap Equity Fund, respectively. The Agreements and Plans of Reorganization provided for the transfer of all of the assets of the Rainier Mid Cap Equity Fund and the Rainier Small/Mid Cap Equity Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Rainier Mid Cap Equity Fund and the Rainier Small/Mid Cap Equity Fund by the Fund. The Rainier Mid Cap Equity Fund, the Rainier Small/Mid Cap Equity Fund, and the Fund have substantially similar investment objectives. The following tables illustrate the specifics of the reorganization of the Rainier Mid Cap Equity Fund and the Rainier Small/Mid Cap Equity Fund into the Fund:
| | | | Shares Issued | | | Net Assets of the Fund | | | |
| Rainier Mid | | | to Shareholders | | | | | | | | | |
| Cap Equity Fund | | | of Rainier Mid | | | | | | Combined | | Tax Status | |
| Net Assets | | | Cap Equity Fund | | | Pre-Merger | | | (Post-Merger) | | of Transfer | |
| $ | 69,217,067 | (1) | | | 2,967,419 | | | $ | 968,703,016 | | | $ | 1,037,920,083 | | Non-taxable | |
(1) Includes unrealized appreciation in the amount of $21,463,644.
| | | | Shares Issued | | | Net Assets of the Fund | | | |
| Rainier Small/Mid | | | to Shareholders of | | | | | | | | | |
| Cap Equity Fund | | | Rainier Small/Mid | | | | | | Combined | | Tax Status | |
| Net Assets | | | Cap Equity Fund | | | Pre-Merger | | | (Post-Merger) | | of Transfer | |
| $ | 252,687,011 | (2) | | | 12,326,651 | | | $ | 1,016,365,858 | | | $ | 1,269,052,869 | | Non-taxable | |
(2) Includes unrealized appreciation in the amount of $93,637,548.
NOTES TO THE FINANCIAL STATEMENTS |
Assuming the reorganization had been completed on November 1, 2017, the beginning of the annual reporting period of the Fund, the pro forma results of operations (unaudited) for fiscal year 2018 would have been as follows:
| Net investment loss | | $ | (3,175,732 | ) |
| Net realized gain on investments | | $ | 270,696,978 | |
| Net change in unrealized appreciation/depreciation on investments | | $ | (345,824,579 | ) |
| Net decrease in net assets resulting from operations | | $ | (78,303,333 | ) |
Because the Fund has been managed as a single integrated portfolio since the reorganization was completed, it is not practicable to separate the amounts of revenue and earnings of the Rainier Mid Cap Equity Fund and the Rainier Small/Mid Cap Equity Fund that have been included in the Fund’s Statement of Operations since December 1, 2017, and January 12, 2018, the dates the reorganizations were completed, respectively.
10). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,029.80 | $6.84 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,018.05 | $6.80 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,031.40 | $4.99 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.89 | $4.96 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.36% for Investor Class shares or 0.99% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 0.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 0.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor to the Fund; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | A summary of the key terms of the advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
HENNESSY FUNDS | 1-800-966-4354 | |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
HENNESSY FUNDS | 1-800-966-4354 | |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
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For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY CORNERSTONE LARGE GROWTH FUND
Investor Class HFLGX
Institutional Class HILGX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 12 |
Financial Highlights | 14 |
Notes to the Financial Statements | 18 |
Expense Example | 26 |
Proxy Voting Policy and Proxy Voting Records | 28 |
Availability of Quarterly Portfolio Schedule | 28 |
Federal Tax Distribution Information | 28 |
Important Notice Regarding Delivery of Shareholder Documents | 28 |
Electronic Delivery | 28 |
Board Approval of Investment Advisory Agreement | 29 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Cornerstone | | | | |
| Large Growth Fund – | | | | |
| Investor Class (HFLGX) | 5.29% | 7.93% | 7.64% | 13.85% |
| Hennessy Cornerstone | | | | |
| Large Growth Fund – | | | | |
| Institutional Class (HILGX) | 5.48% | 8.37% | 7.90% | 14.14% |
| Russell 1000® Index | 10.00% | 13.33% | 11.41% | 15.39% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 15.32% |
Expense ratios: 1.24% (Investor Class); 0.96% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The Russell 1000® Index is commonly used to measure the performance of U.S. large-capitalization stocks. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY CORNERSTONE LARGE GROWTH FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Best Buy Co., Inc. | 2.36% |
The Walt Disney Co. | 2.30% |
NVR, Inc. | 2.25% |
Apple, Inc. | 2.22% |
Delta Air Lines, Inc. | 2.17% |
Lam Research Corp. | 2.17% |
Applied Materials, Inc. | 2.16% |
KLA-Tencor Corp. | 2.15% |
DR Horton, Inc. | 2.12% |
PepsiCo, Inc. | 2.11% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 98.22% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 10.09% | | | | | | | | | |
CBS Corp., Class B | | | 52,300 | | | $ | 2,681,421 | | | | 1.91 | % |
Omnicom Group, Inc. | | | 35,700 | | | | 2,857,071 | | | | 2.04 | % |
The Walt Disney Co. | | | 23,600 | | | | 3,232,492 | | | | 2.30 | % |
Verizon Communications, Inc. | | | 48,100 | | | | 2,750,839 | | | | 1.96 | % |
Viacom, Inc. | | | 91,400 | | | | 2,642,374 | | | | 1.88 | % |
| | | | | | | 14,164,197 | | | | 10.09 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 18.40% | | | | | | | | | | | | |
Best Buy Co., Inc. | | | 44,400 | | | | 3,303,804 | | | | 2.36 | % |
DR Horton, Inc. | | | 67,200 | | | | 2,977,632 | | | | 2.12 | % |
Kohl’s Corp. | | | 40,900 | | | | 2,907,990 | | | | 2.07 | % |
Las Vegas Sands Corp. | | | 43,700 | | | | 2,930,085 | | | | 2.09 | % |
Lear Corp. | | | 17,000 | | | | 2,431,000 | | | | 1.73 | % |
NVR, Inc. (a) | | | 1,000 | | | | 3,152,480 | | | | 2.25 | % |
Tapestry, Inc. | | | 76,600 | | | | 2,471,882 | | | | 1.76 | % |
Target Corp. | | | 36,900 | | | | 2,856,798 | | | | 2.04 | % |
The Gap, Inc. | | | 106,500 | | | | 2,777,520 | | | | 1.98 | % |
| | | | | | | 25,809,191 | | | | 18.40 | % |
| | | | | | | | | | | | |
Consumer Staples – 6.14% | | | | | | | | | | | | |
Altria Group, Inc. | | | 53,100 | | | | 2,884,923 | | | | 2.06 | % |
Kellogg Co. | | | 45,800 | | | | 2,761,740 | | | | 1.97 | % |
PepsiCo, Inc. | | | 23,100 | | | | 2,957,955 | | | | 2.11 | % |
| | | | | | | 8,604,618 | | | | 6.14 | % |
| | | | | | | | | | | | |
Energy – 3.34% | | | | | | | | | | | | |
ConocoPhillips | | | 37,900 | | | | 2,392,248 | | | | 1.71 | % |
HollyFrontier Corp. | | | 47,800 | | | | 2,281,494 | | | | 1.63 | % |
| | | | | | | 4,673,742 | | | | 3.34 | % |
| | | | | | | | | | | | |
Financials – 4.20% | | | | | | | | | | | | |
Ameriprise Financial, Inc. | | | 20,200 | | | | 2,964,754 | | | | 2.11 | % |
T. Rowe Price Group, Inc. | | | 27,300 | | | | 2,934,750 | | | | 2.09 | % |
| | | | | | | 5,899,504 | | | | 4.20 | % |
| | | | | | | | | | | | |
Health Care – 5.18% | | | | | | | | | | | | |
AmerisourceBergen Corp. | | | 31,000 | | | | 2,317,560 | | | | 1.65 | % |
Amgen, Inc. | | | 14,300 | | | | 2,564,276 | | | | 1.83 | % |
HCA Healthcare, Inc. | | | 18,800 | | | | 2,391,924 | | | | 1.70 | % |
| | | | | | | 7,273,760 | | | | 5.18 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Industrials – 25.41% | | | | | | | | | |
Caterpillar, Inc. | | | 19,100 | | | $ | 2,662,922 | | | | 1.90 | % |
Cummins, Inc. | | | 17,200 | | | | 2,860,188 | | | | 2.04 | % |
Deere & Co. | | | 16,800 | | | | 2,782,584 | | | | 1.98 | % |
Delta Air Lines, Inc. | | | 52,300 | | | | 3,048,567 | | | | 2.17 | % |
General Dynamics Corp. | | | 15,400 | | | | 2,752,288 | | | | 1.96 | % |
Masco Corp. | | | 71,300 | | | | 2,784,978 | | | | 1.99 | % |
Northrop Grumman Corp. | | | 9,300 | | | | 2,696,163 | | | | 1.92 | % |
PACCAR, Inc. | | | 38,800 | | | | 2,780,796 | | | | 1.98 | % |
Parker-Hannifin Corp. | | | 15,300 | | | | 2,770,524 | | | | 1.97 | % |
Southwest Airlines Co. | | | 49,300 | | | | 2,673,539 | | | | 1.91 | % |
Spirit AeroSystems Holdings, Inc., Class A | | | 27,400 | | | | 2,381,060 | | | | 1.70 | % |
United Parcel Service, Inc., Class B | | | 24,100 | | | | 2,559,902 | | | | 1.82 | % |
Waste Management, Inc. | | | 27,000 | | | | 2,898,180 | | | | 2.07 | % |
| | | | | | | 35,651,691 | | | | 25.41 | % |
| | | | | | | | | | | | |
Information Technology – 20.01% | | | | | | | | | | | | |
Apple, Inc. | | | 15,530 | | | | 3,116,406 | | | | 2.22 | % |
Applied Materials, Inc. | | | 68,700 | | | | 3,027,609 | | | | 2.16 | % |
DXC Technology Co. | | | 40,300 | | | | 2,649,322 | | | | 1.89 | % |
HP, Inc. | | | 114,600 | | | | 2,286,270 | | | | 1.63 | % |
Intel Corp. | | | 52,150 | | | | 2,661,736 | | | | 1.90 | % |
International Business Machines Corp. | | | 19,400 | | | | 2,721,238 | | | | 1.94 | % |
KLA-Tencor Corp. | | | 23,700 | | | | 3,021,276 | | | | 2.15 | % |
Lam Research Corp. | | | 14,700 | | | | 3,049,221 | | | | 2.17 | % |
Micron Technology, Inc. (a) | | | 63,500 | | | | 2,670,810 | | | | 1.90 | % |
Skyworks Solutions, Inc. | | | 32,600 | | | | 2,874,668 | | | | 2.05 | % |
| | | | | | | 28,078,556 | | | | 20.01 | % |
| | | | | | | | | | | | |
Materials – 5.45% | | | | | | | | | | | | �� |
Celanese Corp. | | | 26,100 | | | | 2,815,929 | | | | 2.01 | % |
Nucor Corp. | | | 43,600 | | | | 2,488,252 | | | | 1.77 | % |
Westlake Chemical Corp. | | | 33,500 | | | | 2,336,625 | | | | 1.67 | % |
| | | | | | | 7,640,806 | | | | 5.45 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $125,626,763) | | | | | | | 137,796,065 | | | | 98.22 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
SHORT-TERM INVESTMENTS – 1.99% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 1.99% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (b) | | | 2,791,433 | | | $ | 2,791,433 | | | | 1.99 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $2,791,433) | | | | | | | 2,791,433 | | | | 1.99 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $128,418,196) – 100.21% | | | | | | | 140,587,498 | | | | 100.21 | % |
Liabilities in Excess of Other Assets – (0.21)% | | | | | | | (290,558 | ) | | | (0.21 | )% |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 140,296,940 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | Non-income-producing security. |
(b) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 14,164,197 | | | $ | — | | | $ | — | | | $ | 14,164,197 | |
Consumer Discretionary | | | 25,809,191 | | | | — | | | | — | | | | 25,809,191 | |
Consumer Staples | | | 8,604,618 | | | | — | | | | — | | | | 8,604,618 | |
Energy | | | 4,673,742 | | | | — | | | | — | | | | 4,673,742 | |
Financials | | | 5,899,504 | | | | — | | | | — | | | | 5,899,504 | |
Health Care | | | 7,273,760 | | | | — | | | | — | | | | 7,273,760 | |
Industrials | | | 35,651,691 | | | | — | | | | — | | | | 35,651,691 | |
Information Technology | | | 28,078,556 | | | | — | | | | — | | | | 28,078,556 | |
Materials | | | 7,640,806 | | | | — | | | | — | | | | 7,640,806 | |
Total Common Stocks | | $ | 137,796,065 | | | $ | — | | | $ | — | | | $ | 137,796,065 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 2,791,433 | | | $ | — | | | $ | — | | | $ | 2,791,433 | |
Total Short-Term Investments | | $ | 2,791,433 | | | $ | — | | | $ | — | | | $ | 2,791,433 | |
Total Investments | | $ | 140,587,498 | | | $ | — | | | $ | — | | | $ | 140,587,498 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $128,418,196) | | $ | 140,587,498 | |
Dividends and interest receivable | | | 148,293 | |
Receivable for fund shares sold | | | 2,490 | |
Prepaid expenses and other assets | | | 30,142 | |
Total assets | | | 140,768,423 | |
| | | | |
LIABILITIES: | | | | |
Due to custodian | | | 14,366 | |
Payable for fund shares redeemed | | | 142,308 | |
Payable to advisor | | | 85,485 | |
Payable to administrator | | | 16,074 | |
Payable to auditor | | | 11,121 | |
Accrued distribution fees | | | 179,392 | |
Accrued service fees | | | 10,054 | |
Accrued trustees fees | | | 3,921 | |
Accrued expenses and other payables | | | 8,762 | |
Total liabilities | | | 471,483 | |
NET ASSETS | | $ | 140,296,940 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 125,134,135 | |
Total distributable earnings | | | 15,162,805 | |
Total net assets | | $ | 140,296,940 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 122,334,805 | |
Shares issued and outstanding | | | 11,883,262 | |
Net asset value, offering price, and redemption price per share | | $ | 10.29 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 17,962,135 | |
Shares issued and outstanding | | | 1,728,916 | |
Net asset value, offering price, and redemption price per share | | $ | 10.39 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income | | $ | 1,678,915 | |
Interest income | | | 46,632 | |
Total investment income | | | 1,725,547 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 503,298 | |
Distribution fees – Investor Class (See Note 5) | | | 88,517 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 64,248 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 59,141 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 4,067 | |
Service fees – Investor Class (See Note 5) | | | 59,012 | |
Federal and state registration fees | | | 15,716 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 8,509 | |
Reports to shareholders | | | 6,696 | |
Legal fees | | | 556 | |
Other expenses | | | 7,048 | |
Total expenses | | | 840,776 | |
NET INVESTMENT INCOME | | $ | 884,771 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain on investments | | $ | 2,136,906 | |
Net change in unrealized appreciation/depreciation on investments | | | 4,024,783 | |
Net gain on investments | | | 6,161,689 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 7,046,460 | |
The accompanying notes are an integral part of these financial statements.
(This Page Intentionally Left Blank.)
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 884,771 | | | $ | 1,289,776 | |
Net realized gain on investments | | | 2,136,906 | | | | 29,755,376 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 4,024,783 | | | | (20,362,172 | ) |
Net increase in net assets resulting from operations | | | 7,046,460 | | | | 10,682,980 | |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (24,244,915 | ) | | | (5,633,818 | ) |
Distributable earnings – Institutional Class | | | (3,824,749 | ) | | | (941,276 | ) |
Total distributions | | | (28,069,664 | ) | | | (6,575,094 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares issued in | | | | | | | | |
the Reorganization – Investor Class (See Note 9) | | | — | | | | 42,940,857 | |
Proceeds from shares issued in | | | | | | | | |
the Reorganization – Institutional Class (See Note 9) | | | — | | | | 9,672,906 | |
Proceeds from shares subscribed – Investor Class | | | 1,302,834 | | | | 2,864,547 | |
Proceeds from shares subscribed – Institutional Class | | | 647,376 | | | | 995,312 | |
Dividends reinvested – Investor Class | | | 22,928,508 | | | | 5,350,903 | |
Dividends reinvested – Institutional Class | | | 3,735,099 | | | | 911,739 | |
Cost of shares redeemed – Investor Class | | | (9,704,174 | ) | | | (20,588,670 | ) |
Cost of shares redeemed – Institutional Class | | | (2,751,122 | ) | | | (5,008,275 | ) |
Net increase in net assets derived | | | | | | | | |
from capital share transactions | | | 16,158,521 | | | | 37,139,319 | |
TOTAL INCREASE (DECREASE) IN NET ASSETS | | | (4,864,683 | ) | | | 41,247,205 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 145,161,623 | | | | 103,914,418 | |
End of period | | $ | 140,296,940 | | | $ | 145,161,623 | |
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
CHANGES IN SHARES OUTSTANDING: | | | | | | |
Shares issued in the Reorganization – Investor Class | | | — | | | | 3,458,944 | |
Shares issued in the Reorganization – Institutional Class | | | — | | | | 771,378 | |
Shares sold – Investor Class | | | 124,230 | | | | 230,354 | |
Shares sold – Institutional Class | | | 62,118 | | | | 78,488 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 2,404,367 | | | | 442,489 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 387,740 | | | | 74,617 | |
Shares redeemed – Investor Class | | | (929,700 | ) | | | (1,653,034 | ) |
Shares redeemed – Institutional Class | | | (276,002 | ) | | | (395,137 | ) |
Net increase in shares outstanding | | | 1,772,753 | | | | 3,008,099 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 12.24 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.07 | (1) |
Net realized and unrealized gains on investments | | | 0.37 | |
Total from investment operations | | | 0.44 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.09 | ) |
Dividends from net realized gains | | | (2.30 | ) |
Total distributions | | | (2.39 | ) |
Net asset value, end of period | | $ | 10.29 | |
| | | | |
TOTAL RETURN | | | 5.29 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 122.34 | |
Ratio of expenses to average net assets | | | 1.28 | %(3) |
Ratio of net investment income to average net assets | | | 1.26 | %(3) |
Portfolio turnover rate(4) | | | 56 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 11.75 | | | $ | 10.27 | | | $ | 12.99 | | | $ | 15.16 | | | $ | 13.56 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.06 | | | | 0.11 | | | | 0.09 | | | | 0.17 | | | | 0.15 | |
| 0.94 | | | | 1.49 | | | | 0.08 | | | | 0.04 | | | | 2.28 | |
| 1.00 | | | | 1.60 | | | | 0.17 | | | | 0.21 | | | | 2.43 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.08 | ) | | | (0.12 | ) | | | (0.16 | ) | | | (0.14 | ) | | | (0.15 | ) |
| (0.43 | ) | | | — | | | | (2.73 | ) | | | (2.24 | ) | | | (0.68 | ) |
| (0.51 | ) | | | (0.12 | ) | | | (2.89 | ) | | | (2.38 | ) | | | (0.83 | ) |
$ | 12.24 | | | $ | 11.75 | | | $ | 10.27 | | | $ | 12.99 | | | $ | 15.16 | |
| | | | | | | | | | | | | | | | | | |
| 8.53 | % | | | 15.70 | % | | | 2.63 | % | | | 1.11 | % | | | 18.73 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 125.91 | | | $ | 91.74 | | | $ | 87.73 | | | $ | 98.64 | | | $ | 105.51 | |
| 1.24 | % | | | 1.25 | % | | | 1.25 | % | | | 1.09 | % | | | 1.15 | % |
| 0.81 | % | | | 0.95 | % | | | 1.22 | % | | | 1.37 | % | | | 1.12 | % |
| 70 | % | | | 65 | % | | | 53 | % | | | 79 | % | | | 57 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 12.38 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.08 | (1) |
Net realized and unrealized gains on investments | | | 0.38 | |
Total from investment operations | | | 0.46 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.12 | ) |
Dividends from net realized gains | | | (2.33 | ) |
Total distributions | | | (2.45 | ) |
Net asset value, end of period | | $ | 10.39 | |
| | | | |
TOTAL RETURN | | | 5.48 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 17.96 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement/recoupment | | | 0.97 | %(3) |
After expense reimbursement/recoupment | | | 0.97 | %(3) |
Ratio of net investment income to average net assets: | | | | |
Before expense reimbursement/recoupment | | | 1.57 | %(3) |
After expense reimbursement/recoupment | | | 1.57 | %(3) |
Portfolio turnover rate(4) | | | 56 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 11.87 | | | $ | 10.37 | | | $ | 13.10 | | | $ | 15.30 | | | $ | 13.68 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.14 | | | | 0.13 | | | | 0.13 | (1) | | | 0.20 | | | | 0.17 | |
| 0.90 | | | | 1.52 | | | | 0.07 | | | | 0.02 | | | | 2.30 | |
| 1.04 | | | | 1.65 | | | | 0.20 | | | | 0.22 | | | | 2.47 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.10 | ) | | | (0.15 | ) | | | (0.17 | ) | | | (0.16 | ) | | | (0.17 | ) |
| (0.43 | ) | | | — | | | | (2.76 | ) | | | (2.26 | ) | | | (0.68 | ) |
| (0.53 | ) | | | (0.15 | ) | | | (2.93 | ) | | | (2.42 | ) | | | (0.85 | ) |
$ | 12.38 | | | $ | 11.87 | | | $ | 10.37 | | | $ | 13.10 | | | $ | 15.30 | |
| | | | | | | | | | | | | | | | | | |
| 8.82 | % | | | 16.00 | % | | | 2.92 | % | | | 1.19 | % | | | 18.96 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 19.25 | | | $ | 12.17 | | | $ | 12.24 | | | $ | 13.82 | | | $ | 14.88 | |
| | | | | | | | | | | | | | | | | | |
| 0.96 | % | | | 1.00 | % | | | 1.01 | % | | | 0.99 | % | | | 1.06 | % |
| 0.96 | % | | | 1.00 | % | | | 1.01 | % | | | 0.99 | % | | | 0.98 | % |
| | | | | | | | | | | | | | | | | | |
| 1.08 | % | | | 1.20 | % | | | 1.47 | % | | | 1.47 | % | | | 1.21 | % |
| 1.08 | % | | | 1.20 | % | | | 1.47 | % | | | 1.47 | % | | | 1.30 | % |
| 70 | % | | | 65 | % | | | 53 | % | | | 79 | % | | | 57 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Cornerstone Large Growth Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is long-term growth of capital. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop
HENNESSY FUNDS | 1-800-966-4354 | |
the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. |
| |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
| |
| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be |
NOTES TO THE FINANCIAL STATEMENTS |
| determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $75,124,625 and $80,406,980, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.74%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
HENNESSY FUNDS | 1-800-966-4354 | |
The Advisor has contractually agreed to limit total annual operating expenses to 1.29% of the Fund’s net assets for Investor Class shares and 0.98% of the Fund’s net assets for Institutional Class shares (in each case, excluding all federal, state and local taxes, interest, brokerage commissions, extraordinary items, and acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities) through November 30, 2019.
For three years following the date on which expenses were waived or incurred, the Advisor may recoup waived or reimbursed expenses from the Fund if total operating expenses, including such recoupment, does not exceed the expense limitation in effect (i) at the time the Advisor waived or reimbursed such expenses and (ii) at the time the Advisor recoups such expenses. There are no further recoverable amounts, and the Advisor did not recoup expenses during the six months ended April 30, 2019.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is
NOTES TO THE FINANCIAL STATEMENTS |
inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 137,238,677 | |
| Gross tax unrealized appreciation | | $ | 20,050,417 | |
| Gross tax unrealized depreciation | | | (11,934,063 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 8,116,354 | |
| Undistributed ordinary income | | $ | 1,289,774 | |
| Undistributed long-term capital gains | | | 26,779,881 | |
| Total distributable earnings | | $ | 28,069,655 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 36,186,009 | |
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
HENNESSY FUNDS | 1-800-966-4354 | |
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 1,289,774 | | | $ | 1,275,498 | |
| Long-term capital gain | | | 26,779,890 | | | | 5,299,596 | |
| | | $ | 28,069,664 | | | $ | 6,575,094 | |
(1) Ordinary income includes short-term capital gain.
9). AGREEMENT AND PLAN OF REORGANIZATION
On November 16, 2017, shareholders of the Rainier Large Cap Equity Fund approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and Rainier Investment Management Mutual Funds, a Delaware statutory trust, on behalf of the Rainier Large Cap Equity Fund. The Agreement and Plan of Reorganization provided for the transfer of all of the assets of the Rainier Large Cap Equity Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Rainier Large Cap Equity Fund by the Fund. The Rainier Large Cap Equity Fund and the Fund have substantially similar investment objectives. The reorganization was effective as of the close of business on December 1, 2017. The following table illustrates the specifics of the reorganization of the Rainier Large Cap Equity Fund into the Fund:
| | | | Shares Issued | | | Net Assets of the Fund | | | |
| Rainier Large | | | to Shareholders | | | | | | | | | |
| Cap Equity Fund | | | of Rainier Large | | | | | | Combined | | Tax Status | |
| Net Assets | | | Cap Equity Fund | | | Pre-Merger | | | (Post-Merger) | | of Transfer | |
| $ | 52,613,763 | (1) | | | 4,230,322 | | | $ | 109,172,141 | | | $ | 161,785,904 | | Non-taxable | |
(1) Includes unrealized appreciation in the amount of $17,759,641.
Assuming the reorganization had been completed on November 1, 2017, the beginning of the annual reporting period of the Fund, the pro forma results of operations (unaudited) for fiscal year 2018, would have been as follows:
| Net investment income | | $ | 1,324,395 | |
| Net realized gain on investments | | $ | 30,907,365 | |
| Net change in unrealized appreciation on investments | | $ | (20,226,635 | ) |
| Net increase in net assets resulting from operations | | $ | 12,005,125 | |
Because the Fund has been managed as a single integrated portfolio since the reorganization was completed, it is not practicable to separate the amounts of revenue and earnings of the Rainier Large Cap Equity Fund that have been included in the Fund’s Statement of Operations since December 1, 2017.
10). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
NOTES TO THE FINANCIAL STATEMENTS |
(This Page Intentionally Left Blank.)
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,052.90 | $6.52 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,018.45 | $6.41 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,054.80 | $4.94 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.98 | $4.86 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.28% for Investor Class shares or 0.97% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 100.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 17.50%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor to the Fund; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | A summary of the key terms of the advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
HENNESSY FUNDS | 1-800-966-4354 | |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
HENNESSY FUNDS | 1-800-966-4354 | |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
(This Page Intentionally Left Blank.)
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY CORNERSTONE VALUE FUND
Investor Class HFCVX
Institutional Class HICVX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 23 |
Proxy Voting Policy and Proxy Voting Records | 25 |
Availability of Quarterly Portfolio Schedule | 25 |
Federal Tax Distribution Information | 25 |
Important Notice Regarding Delivery of Shareholder Documents | 25 |
Electronic Delivery | 25 |
Board Approval of Investment Advisory Agreement | 26 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Cornerstone Value Fund – | | | | |
| Investor Class (HFCVX) | 4.67% | 3.87% | 6.92% | 13.33% |
| Hennessy Cornerstone Value Fund – | | | | |
| Institutional Class (HICVX) | 4.83% | 4.18% | 7.15% | 13.63% |
| Russell 1000® Value Index | 7.90% | 9.06% | 8.27% | 13.76% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 15.32% |
Expense ratios: 1.22% (Investor Class); 0.99% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The Russell 1000® Value Index is commonly used to measure the performance of U.S. large-capitalization value stocks. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY CORNERSTONE VALUE FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Qualcomm, Inc. | 3.13% |
Ford Motor Co. | 2.32% |
Morgan Stanley | 2.20% |
General Mills, Inc. | 2.16% |
JPMorgan Chase & Co. | 2.12% |
PepsiCo, Inc. | 2.11% |
Las Vegas Sands Corp. | 2.09% |
Canadian Natural Resources Ltd. | 2.09% |
Unilever PLC – ADR | 2.08% |
Target Corp. | 2.07% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 97.68% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 3.92% | | | | | | | | | |
AT&T, Inc. | | | 170,160 | | | $ | 5,268,154 | | | | 1.95 | % |
Verizon Communications, Inc. | | | 93,200 | | | | 5,330,108 | | | | 1.97 | % |
| | | | | | | 10,598,262 | | | | 3.92 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 10.17% | | | | | | | | | | | | |
Carnival Corp. (a) | | | 89,700 | | | | 4,920,942 | | | | 1.82 | % |
Ford Motor Co. | | | 599,545 | | | | 6,265,245 | | | | 2.32 | % |
General Motors Co. | | | 129,900 | | | | 5,059,605 | | | | 1.87 | % |
Las Vegas Sands Corp. | | | 84,300 | | | | 5,652,315 | | | | 2.09 | % |
Target Corp. | | | 72,000 | | | | 5,574,240 | | | | 2.07 | % |
| | | | | | | 27,472,347 | | | | 10.17 | % |
| | | | | | | | | | | | |
Consumer Staples – 21.16% | | | | | | | | | | | | |
Altria Group, Inc. | | | 102,100 | | | | 5,547,093 | | | | 2.05 | % |
Archer Daniels Midland Co. | | | 119,800 | | | | 5,343,080 | | | | 1.98 | % |
British American Tobacco PLC – ADR (a) | | | 142,700 | | | | 5,593,840 | | | | 2.07 | % |
CVS Health Corp. | | | 75,700 | | | | 4,116,566 | | | | 1.52 | % |
General Mills, Inc. | | | 113,100 | | | | 5,821,257 | | | | 2.16 | % |
PepsiCo, Inc. | | | 44,600 | | | | 5,711,030 | | | | 2.11 | % |
Philip Morris International, Inc. | | | 62,900 | | | | 5,444,624 | | | | 2.02 | % |
The Coca-Cola Co. | | | 102,100 | | | | 5,009,026 | | | | 1.86 | % |
The Kraft Heinz Co. | | | 105,400 | | | | 3,503,496 | | | | 1.30 | % |
The Procter & Gamble Co. | | | 51,100 | | | | 5,441,128 | | | | 2.01 | % |
Unilever PLC – ADR (a) | | | 92,400 | | | | 5,617,920 | | | | 2.08 | % |
| | | | | | | 57,149,060 | | | | 21.16 | % |
| | | | | | | | | | | | |
Energy – 20.81% | | | | | | | | | | | | |
BP PLC – ADR (a) | | | 119,600 | | | | 5,230,108 | | | | 1.94 | % |
Canadian Natural Resources Ltd. (a) | | | 188,400 | | | | 5,648,232 | | | | 2.09 | % |
Chevron Corp. | | | 42,675 | | | | 5,123,560 | | | | 1.90 | % |
Exxon Mobil Corp. | | | 67,310 | | | | 5,403,647 | | | | 2.00 | % |
Marathon Petroleum Corp. | | | 82,000 | | | | 4,991,340 | | | | 1.85 | % |
Occidental Petroleum Corp. | | | 77,160 | | | | 4,543,181 | | | | 1.68 | % |
Phillips 66 | | | 54,000 | | | | 5,090,580 | | | | 1.88 | % |
Royal Dutch Shell PLC – ADR (a) | | | 77,900 | | | | 5,054,931 | | | | 1.87 | % |
Schlumberger Ltd. (a) | | | 115,100 | | | | 4,912,468 | | | | 1.82 | % |
Suncor Energy, Inc. (a) | | | 155,900 | | | | 5,144,700 | | | | 1.90 | % |
Total S.A. – ADR (a) | | | 91,200 | | | | 5,077,104 | | | | 1.88 | % |
| | | | | | | 56,219,851 | | | | 20.81 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Financials – 13.94% | | | | | | | | | |
HSBC Holdings PLC – ADR (a) | | | 120,510 | | | $ | 5,250,621 | | | | 1.94 | % |
JPMorgan Chase & Co. | | | 49,400 | | | | 5,732,870 | | | | 2.12 | % |
MetLife, Inc. | | | 114,500 | | | | 5,281,885 | | | | 1.96 | % |
Morgan Stanley | | | 123,300 | | | | 5,949,225 | | | | 2.20 | % |
Royal Bank of Canada (a) | | | 66,700 | | | | 5,315,323 | | | | 1.97 | % |
Toronto-Dominion Bank (a) | | | 90,000 | | | | 5,127,300 | | | | 1.90 | % |
Wells Fargo & Co. | | | 103,400 | | | | 5,005,594 | | | | 1.85 | % |
| | | | | | | 37,662,818 | | | | 13.94 | % |
| | | | | | | | | | | | |
Health Care – 11.00% | | | | | | | | | | | | |
AbbVie, Inc. | | | 63,500 | | | | 5,041,265 | | | | 1.87 | % |
Amgen, Inc. | | | 26,900 | | | | 4,823,708 | | | | 1.79 | % |
Bristol-Myers Squibb Co. | | | 102,000 | | | | 4,735,860 | | | | 1.75 | % |
Gilead Sciences, Inc. | | | 77,600 | | | | 5,047,104 | | | | 1.87 | % |
GlaxoSmithKline PLC – ADR (a) | | | 125,100 | | | | 5,145,363 | | | | 1.90 | % |
Pfizer, Inc. | | | 121,100 | | | | 4,917,871 | | | | 1.82 | % |
| | | | | | | 29,711,171 | | | | 11.00 | % |
| | | | | | | | | | | | |
Industrials – 7.52% | | | | | | | | | | | | |
3M Co. | | | 24,600 | | | | 4,661,946 | | | | 1.73 | % |
Emerson Electric Co. | | | 74,500 | | | | 5,288,755 | | | | 1.96 | % |
Johnson Controls International PLC (a) | | | 146,500 | | | | 5,493,750 | | | | 2.03 | % |
United Parcel Service, Inc., Class B | | | 45,800 | | | | 4,864,876 | | | | 1.80 | % |
| | | | | | | 20,309,327 | | | | 7.52 | % |
| | | | | | | | | | | | |
Information Technology – 7.14% | | | | | | | | | | | | |
International Business Machines Corp. | | | 37,300 | | | | 5,232,071 | | | | 1.94 | % |
Qualcomm, Inc. | | | 98,200 | | | | 8,457,966 | | | | 3.13 | % |
Texas Instruments, Inc. | | | 47,600 | | | | 5,608,708 | | | | 2.07 | % |
| | | | | | | 19,298,745 | | | | 7.14 | % |
| | | | | | | | | | | | |
Materials – 2.02% | | | | | | | | | | | | |
DOW, Inc. (b) | | | 31,666 | | | | 1,796,412 | | | | 0.67 | % |
DowDuPont, Inc. | | | 95,000 | | | | 3,652,750 | | | | 1.35 | % |
| | | | | | | 5,449,162 | | | | 2.02 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $257,300,747) | | | | | | | 263,870,743 | | | | 97.68 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
SHORT-TERM INVESTMENTS – 2.32% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 2.32% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (c) | | | 6,269,329 | | | $ | 6,269,329 | | | | 2.32 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $6,269,329) | | | | | | | 6,269,329 | | | | 2.32 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $263,570,076) – 100.00% | | | | | | | 270,140,072 | | | | 100.00 | % |
Liabilities in Excess of Other Assets – 0.00% | | | | | | | (11,856 | ) | | | 0.00 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 270,128,216 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
ADR – American Depositary Receipt
PLC – Public Limited Company
(a) | U.S.-traded security of a foreign corporation. |
(b) | Non-income-producing security. |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 10,598,262 | | | $ | — | | | $ | — | | | $ | 10,598,262 | |
Consumer Discretionary | | | 27,472,347 | | | | — | | | | — | | | | 27,472,347 | |
Consumer Staples | | | 57,149,060 | | | | — | | | | — | | | | 57,149,060 | |
Energy | | | 56,219,851 | | | | — | | | | — | | | | 56,219,851 | |
Financials | | | 37,662,818 | | | | — | | | | — | | | | 37,662,818 | |
Health Care | | | 29,711,171 | | | | — | | | | — | | | | 29,711,171 | |
Industrials | | | 20,309,327 | | | | — | | | | — | | | | 20,309,327 | |
Information Technology | | | 19,298,745 | | | | — | | | | — | | | | 19,298,745 | |
Materials | | | 5,449,162 | | | | — | | | | — | | | | 5,449,162 | |
Total Common Stocks | | $ | 263,870,743 | | | $ | — | | | $ | — | | | $ | 263,870,743 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 6,269,329 | | | $ | — | | | $ | — | | | $ | 6,269,329 | |
Total Short-Term Investments | | $ | 6,269,329 | | | $ | — | | | $ | — | | | $ | 6,269,329 | |
Total Investments | | $ | 270,140,072 | | | $ | — | | | $ | — | | | $ | 270,140,072 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $263,570,076) | | $ | 270,140,072 | |
Dividends and interest receivable | | | 717,602 | |
Receivable for fund shares sold | | | 46,736 | |
Prepaid expenses and other assets | | | 26,963 | |
Total assets | | | 270,931,373 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 1,579 | |
Payable to advisor | | | 163,748 | |
Payable to administrator | | | 35,581 | |
Payable to auditor | | | 11,122 | |
Accrued distribution fees | | | 533,285 | |
Accrued service fees | | | 21,625 | |
Accrued trustees fees | | | 3,619 | |
Accrued expenses and other payables | | | 32,598 | |
Total liabilities | | | 803,157 | |
NET ASSETS | | $ | 270,128,216 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 250,546,597 | |
Total distributable earnings | | | 19,581,619 | |
Total net assets | | $ | 270,128,216 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 263,983,934 | |
Shares issued and outstanding | | | 15,220,138 | |
Net asset value, offering price, and redemption price per share | | $ | 17.34 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 6,144,282 | |
Shares issued and outstanding | | | 354,009 | |
Net asset value, offering price, and redemption price per share | | $ | 17.36 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income(1) | | $ | 4,915,202 | |
Interest income | | | 89,269 | |
Total investment income | | | 5,004,471 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 965,753 | |
Distribution fees – Investor Class (See Note 5) | | | 191,114 | |
Service fees – Investor Class (See Note 5) | | | 127,409 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 123,298 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 95,528 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 3,106 | |
Federal and state registration fees | | | 16,313 | |
Compliance expense (See Note 5) | | | 12,846 | |
Reports to shareholders | | | 10,321 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 8,774 | |
Legal fees | | | 1,112 | |
Other expenses | | | 12,081 | |
Net expenses | | | 1,578,777 | |
NET INVESTMENT INCOME | | $ | 3,425,694 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain on investments | | $ | 11,197,503 | |
Net change in unrealized appreciation/depreciation on investments | | | (2,810,533 | ) |
Net gain on investments | | | 8,386,970 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 11,812,664 | |
(1) | Net of foreign taxes withheld and issuance fees of $127,418. |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 3,425,694 | | | $ | 6,418,415 | |
Net realized gain on investments | | | 11,197,503 | | | | 33,529,159 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | (2,810,533 | ) | | | (29,037,130 | ) |
Net increase in net assets resulting from operations | | | 11,812,664 | | | | 10,910,444 | |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (36,817,937 | ) | | | (38,837,104 | ) |
Distributable earnings – Institutional Class | | | (980,722 | ) | | | (1,032,863 | ) |
Total distributions | | | (37,798,659 | ) | | | (39,869,967 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 1,566,996 | | | | 2,033,069 | |
Proceeds from shares subscribed – Institutional Class | | | 646,209 | | | | 1,207,915 | |
Dividends reinvested – Investor Class | | | 34,854,971 | | | | 36,758,791 | |
Dividends reinvested – Institutional Class | | | 893,462 | | | | 906,473 | |
Cost of shares redeemed – Investor Class | | | (13,978,699 | ) | | | (24,897,883 | ) |
Cost of shares redeemed – Institutional Class | | | (1,841,685 | ) | | | (1,542,637 | ) |
Net increase in net assets derived | | | | | | | | |
from capital share transactions | | | 22,141,254 | | | | 14,465,728 | |
TOTAL DECREASE IN NET ASSETS | | | (3,844,741 | ) | | | (14,493,795 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 273,972,957 | | | | 288,466,754 | |
End of period | | $ | 270,128,216 | | | $ | 273,972,957 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 92,511 | | | | 101,307 | |
Shares sold – Institutional Class | | | 39,312 | | | | 60,882 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 2,133,897 | | | | 1,887,491 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 54,603 | | | | 46,455 | |
Shares redeemed – Investor Class | | | (834,345 | ) | | | (1,247,375 | ) |
Shares redeemed – Institutional Class | | | (113,270 | ) | | | (77,746 | ) |
Net increase in shares outstanding | | | 1,372,708 | | | | 771,014 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 19.29 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.22 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.46 | |
Total from investment operations | | | 0.68 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.41 | ) |
Dividends from net realized gains | | | (2.22 | ) |
Total distributions | | | (2.63 | ) |
Net asset value, end of period | | $ | 17.34 | |
| | | | |
TOTAL RETURN | | | 4.67 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 263.98 | |
Ratio of expenses to average net assets | | | 1.22 | %(3) |
Ratio of net investment income to average net assets | | | 2.62 | %(3) |
Portfolio turnover rate(4) | | | 27 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 21.48 | | | $ | 18.36 | | | $ | 17.69 | | | $ | 18.41 | | | $ | 16.90 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.41 | | | | 0.45 | | | | 0.43 | | | | 0.44 | | | | 0.39 | |
| 0.35 | | | | 3.10 | | | | 0.67 | | | | (0.75 | ) | | | 1.55 | |
| 0.76 | | | | 3.55 | | | | 1.10 | | | | (0.31 | ) | | | 1.94 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.42 | ) | | | (0.43 | ) | | | (0.43 | ) | | | (0.41 | ) | | | (0.43 | ) |
| (2.53 | ) | | | — | | | | — | | | | — | | | | — | |
| (2.95 | ) | | | (0.43 | ) | | | (0.43 | ) | | | (0.41 | ) | | | (0.43 | ) |
$ | 19.29 | | | $ | 21.48 | | | $ | 18.36 | | | $ | 17.69 | | | $ | 18.41 | |
| | | | | | | | | | | | | | | | | | |
| 3.64 | % | | | 19.63 | % | | | 6.41 | % | | | (1.77 | )% | | | 11.69 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 266.76 | | | $ | 281.07 | | | $ | 126.53 | | | $ | 129.86 | | | $ | 145.04 | |
| 1.21 | % | | | 1.22 | % | | | 1.25 | % | | | 1.10 | % | | | 1.17 | % |
| 2.21 | % | | | 2.36 | % | | | 2.33 | % | | | 2.32 | % | | | 2.18 | % |
| 41 | % | | | 72 | % | | | 36 | % | | | 46 | % | | | 34 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 19.33 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.24 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.46 | |
Total from investment operations | | | 0.70 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.45 | ) |
Dividends from net realized gains | | | (2.22 | ) |
Total distributions | | | (2.67 | ) |
Net asset value, end of period | | $ | 17.36 | |
| | | | |
TOTAL RETURN | | | 4.83 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 6.14 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement | | | 0.99 | %(3) |
After expense reimbursement | | | 0.99 | %(3) |
Ratio of net investment income to average net assets: | | | | |
Before expense reimbursement | | | 2.88 | %(3) |
After expense reimbursement | | | 2.88 | %(3) |
Portfolio turnover rate(4) | | | 27 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 21.52 | | | $ | 18.40 | | | $ | 17.67 | | | $ | 18.41 | | | $ | 16.92 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.45 | | | | 0.43 | | | | 0.48 | | | | 0.53 | | | | 0.59 | |
| 0.35 | | | | 3.18 | | | | 0.67 | | | | (0.83 | ) | | | 1.37 | |
| 0.80 | | | | 3.61 | | | | 1.15 | | | | (0.30 | ) | | | 1.96 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.46 | ) | | | (0.49 | ) | | | (0.42 | ) | | | (0.44 | ) | | | (0.47 | ) |
| (2.53 | ) | | | — | | | | — | | | | — | | | | — | |
| (2.99 | ) | | | (0.49 | ) | | | (0.42 | ) | | | (0.44 | ) | | | (0.47 | ) |
$ | 19.33 | | | $ | 21.52 | | | $ | 18.40 | | | $ | 17.67 | | | $ | 18.41 | |
| | | | | | | | | | | | | | | | | | |
| 3.88 | % | | | 19.95 | % | | | 6.72 | % | | | (1.72 | )% | | | 11.82 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 7.22 | | | $ | 7.40 | | | $ | 1.88 | | | $ | 1.75 | | | $ | 10.65 | |
| | | | | | | | | | | | | | | | | | |
| 0.98 | % | | | 0.97 | % | | | 0.95 | % | | | 1.00 | % | | | 1.03 | % |
| 0.98 | % | | | 0.97 | % | | | 0.95 | % | | | 1.00 | % | | | 0.98 | % |
| | | | | | | | | | | | | | | | | | |
| 2.43 | % | | | 2.60 | % | | | 2.63 | % | | | 2.43 | % | | | 2.30 | % |
| 2.43 | % | | | 2.60 | % | | | 2.63 | % | | | 2.43 | % | | | 2.35 | % |
| 41 | % | | | 72 | % | | | 36 | % | | | 46 | % | | | 34 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Cornerstone Value Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is total return, consisting of capital appreciation and current income. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
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e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
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f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
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g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
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h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
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i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop
HENNESSY FUNDS | 1-800-966-4354 | |
the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
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| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
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| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
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| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In |
NOTES TO THE FINANCIAL STATEMENTS |
| addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
HENNESSY FUNDS | 1-800-966-4354 | |
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $69,261,572 and $76,966,849, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.74%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
HENNESSY FUNDS | 1-800-966-4354 | |
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 265,224,797 | |
| Gross tax unrealized appreciation | | $ | 31,214,430 | |
| Gross tax unrealized depreciation | | | (22,194,269 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 9,020,161 | |
| Undistributed ordinary income | | $ | 20,685,079 | |
| Undistributed long-term capital gains | | | 15,862,374 | |
| Total distributable earnings | | $ | 36,547,453 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 45,567,614 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 21,936,198 | | | $ | 8,809,992 | |
| Long-term capital gain | | | 15,862,461 | | | | 31,059,975 | |
| | | $ | 37,798,659 | | | $ | 39,869,967 | |
(1) Ordinary income includes short-term capital gain.
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
HENNESSY FUNDS | 1-800-966-4354 | |
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,046.70 | $6.19 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,018.74 | $6.11 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,048.30 | $5.03 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.89 | $4.96 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.22% for Investor Class shares or 0.99% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
EXPENSE EXAMPLE — ELECTRONIC DELIVERY |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 92.71%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 63.20%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 29.97%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
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| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
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| (3) | An inventory of the services provided by the Advisor to the Fund; |
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| (4) | A written discussion of economies of scale; |
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| (5) | A summary of the key terms of the advisory agreement; |
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| (6) | A recent Fund fact sheet, which included performance information over various periods; |
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| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
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| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
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| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
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| (3) | Whether economies of scale are recognized by the Fund; |
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| (4) | The costs and profitability of the Fund to the Advisor; |
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| (5) | The performance of the Fund; and |
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| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
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| | | (ii) | seeks best execution for the Fund’s portfolio; |
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| | | (iii) | manages the use of soft dollars for the Fund; and |
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| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
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| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
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| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
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| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
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| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
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| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
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| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
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| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
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| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
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| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
HENNESSY FUNDS | 1-800-966-4354 | |
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY TOTAL RETURN FUND
Investor Class HDOGX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 11 |
Statement of Cash Flows | 12 |
Financial Highlights | 14 |
Notes to the Financial Statements | 16 |
Expense Example | 24 |
Proxy Voting Policy and Proxy Voting Records | 25 |
Availability of Quarterly Portfolio Schedule | 25 |
Federal Tax Distribution Information | 25 |
Important Notice Regarding Delivery of Shareholder Documents | 25 |
Electronic Delivery | 25 |
Board Approval of Investment Advisory Agreement | 26 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Total Return | | | | |
| Fund (HDOGX) | 6.69% | 10.52% | 7.22% | 11.23% |
| 75/25 Blended DJIA/Treasury Index | 5.77% | 10.14% | 9.67% | 11.65% |
| Dow Jones Industrial Average | 7.14% | 12.63% | 12.60% | 15.43% |
Expense ratio: 1.96%
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The 75/25 Blended DJIA/Treasury Index consists of 75% common stocks represented by the Dow Jones Industrial Average and 25% short-duration Treasury securities represented by the ICE BofAML U.S. 3-Month Treasury Bill Index. The Dow Jones Industrial Average is commonly used to measure the performance of U.S. stocks. The ICE BofAML U.S. 3-Month Treasury Bill Index comprises Treasury securities maturing in 90 days. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
The expense ratio presented is from the most recent prospectus. The expense ratio for the current reporting period is available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY TOTAL RETURN FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Cisco Systems, Inc. | 7.46% |
The Coca-Cola Co. | 7.34% |
The Procter & Gamble Co. | 7.06% |
JPMorgan Chase & Co. | 6.84% |
International Business Machines Corp. | 6.79% |
Merck & Co., Inc. | 6.76% |
Verizon Communications, Inc. | 6.75% |
Exxon Mobil Corp. | 6.71% |
Chevron Corp. | 6.56% |
Pfizer, Inc. | 6.52% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 71.01% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 6.75% | | | | | | | | | |
Verizon Communications, Inc. | | | 102,100 | | | $ | 5,839,099 | | | | 6.75 | % |
| | | | | | | | | | | | |
Consumer Staples – 14.40% | | | | | | | | | | | | |
The Coca-Cola Co. | | | 129,400 | | | | 6,348,364 | | | | 7.34 | % |
The Procter & Gamble Co. | | | 57,400 | | | | 6,111,952 | | | | 7.06 | % |
| | | | | | | 12,460,316 | | | | 14.40 | % |
| | | | | | | | | | | | |
Energy – 13.27% | | | | | | | | | | | | |
Chevron Corp. | | | 47,300 | | | | 5,678,838 | | | | 6.56 | % |
Exxon Mobil Corp. | | | 72,300 | | | | 5,804,244 | | | | 6.71 | % |
| | | | | | | 11,483,082 | | | | 13.27 | % |
| | | | | | | | | | | | |
Financials – 6.84% | | | | | | | | | | | | |
JPMorgan Chase & Co. | | | 51,000 | | | | 5,918,550 | | | | 6.84 | % |
| | | | | | | | | | | | |
Health Care – 13.28% | | | | | | | | | | | | |
Merck & Co., Inc. | | | 74,300 | | | | 5,848,153 | | | | 6.76 | % |
Pfizer, Inc. | | | 139,100 | | | | 5,648,851 | | | | 6.52 | % |
| | | | | | | 11,497,004 | | | | 13.28 | % |
| | | | | | | | | | | | |
Information Technology – 16.47% | | | | | | | | | | | | |
Cisco Systems, Inc. | | | 115,400 | | | | 6,456,630 | | | | 7.46 | % |
Intel Corp. | | | 37,600 | | | | 1,919,104 | | | | 2.22 | % |
International Business Machines Corp. | | | 41,900 | | | | 5,877,313 | | | | 6.79 | % |
| | | | | | | 14,253,047 | | | | 16.47 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $50,767,757) | | | | | | | 61,451,098 | | | | 71.01 | % |
The accompanying notes are an integral part of these financial statements.
SHORT-TERM INVESTMENTS – 68.74% | | Number of Shares/ | | | | | | % of | |
| | Par Amount | | | Value | | | Net Assets | |
Money Market Funds – 3.08% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (a) | | | 2,663,165 | | | $ | 2,663,165 | | | | 3.08 | % |
| | | | | | | | | | | | |
U.S. Treasury Bills (c) – 65.66% | | | | | | | | | | | | |
2.400%, 05/16/2019 (b) | | | 21,000,000 | | | | 20,979,306 | | | | 24.24 | % |
2.410%, 06/20/2019 (b) | | | 18,000,000 | | | | 17,940,000 | | | | 20.73 | % |
2.380%, 07/18/2019 (b) | | | 18,000,000 | | | | 17,907,619 | | | | 20.69 | % |
| | | | | | | 56,826,925 | | | | 65.66 | % |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $59,490,236) | | | | | | | 59,490,090 | | | | 68.74 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $110,257,993) – 139.75% | | | | | | | 120,941,188 | | | | 139.75 | % |
Liabilities in Excess of Other Assets – (39.75)% | | | | | | | (34,397,868 | ) | | | (39.75 | )% |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 86,543,320 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
(b) | The rate listed is the discount rate at issue. |
(c) | Collateral or partial collateral for securities sold subject to repurchase. |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 5,839,099 | | | $ | — | | | $ | — | | | $ | 5,839,099 | |
Consumer Staples | | | 12,460,316 | | | | — | | | | — | | | | 12,460,316 | |
Energy | | | 11,483,082 | | | | — | | | | — | | | | 11,483,082 | |
Financials | | | 5,918,550 | | | | — | | | | — | | | | 5,918,550 | |
Health Care | | | 11,497,004 | | | | — | | | | — | | | | 11,497,004 | |
Information Technology | | | 14,253,047 | | | | — | | | | — | | | | 14,253,047 | |
Total Common Stocks | | $ | 61,451,098 | | | $ | — | | | $ | — | | | $ | 61,451,098 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 2,663,165 | | | $ | — | | | $ | — | | | $ | 2,663,165 | |
U.S. Treasury Bills | | | — | | | | 56,826,925 | | | | — | | | | 56,826,925 | |
Total Short-Term Investments | | $ | 2,663,165 | | | $ | 56,826,925 | | | $ | — | | | $ | 59,490,090 | |
Total Investments | | $ | 64,114,263 | | | $ | 56,826,925 | | | $ | — | | | $ | 120,941,188 | |
Schedule of Reverse Repurchase Agreements
| | | | | | Principal | | Maturity | | Maturity | |
Face Value | | Counterparty | | Rate | | Trade Date | | Date | | Amount | |
$ | 12,593,000 | | Jefferies LLC | | 2.75% | | 2/14/19 | | 5/16/19 | | $ | 12,679,577 | |
| 10,794,000 | | Jefferies LLC | | 2.75% | | 3/21/19 | | 6/20/19 | | | 10,868,209 | |
| 10,794,000 | | Jefferies LLC | | 2.75% | | 4/18/19 | | 7/18/19 | | | 10,865,735 | |
$ | 34,181,000 | | | | | | | | | | $ | 34,413,521 | |
As of April 30, 2019, the fair value of securities held as collateral for reverse repurchase agreements was $37,884,630, as noted on the Schedule of Investments.
Reverse repurchase agreements are not included in the fair value hierarchy because they are carried at face value. Due to the short-term nature of the reverse repurchase agreements, face value approximates fair value. The face value of the reverse repurchase agreements as of April 30, 2019, was $34,181,000. The face value plus interest due at maturity is equal to $34,413,521.
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $110,257,993) | | $ | 120,941,188 | |
Dividends and interest receivable | | | 111,393 | |
Receivable for fund shares sold | | | 17,330 | |
Prepaid expenses and other assets | | | 12,196 | |
Total assets | | | 121,082,107 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 95,338 | |
Payable to advisor | | | 42,186 | |
Payable to administrator | | | 7,489 | |
Payable to auditor | | | 11,122 | |
Accrued distribution fees | | | 67,184 | |
Accrued service fees | | | 7,031 | |
Reverse repurchase agreements | | | 34,181,000 | |
Accrued interest payable | | | 112,550 | |
Accrued trustees fees | | | 4,098 | |
Accrued expenses and other payables | | | 10,789 | |
Total liabilities | | | 34,538,787 | |
NET ASSETS | | $ | 86,543,320 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 77,857,312 | |
Total distributable earnings | | | 8,686,008 | |
Total net assets | | $ | 86,543,320 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 86,543,320 | |
Shares issued and outstanding | | | 6,208,130 | |
Net asset value, offering price, and redemption price per share | | $ | 13.94 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income | | $ | 923,222 | |
Interest income | | | 626,452 | |
Total investment income | | | 1,549,674 | |
| | | | |
EXPENSES: | | | | |
Interest expense (See Notes 7 and 9) | | | 405,352 | |
Investment advisory fees (See Note 5) | | | 227,291 | |
Distribution fees – Investor Class (See Note 5) | | | 56,823 | |
Service fees – Investor Class (See Note 5) | | | 37,882 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 35,865 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 34,094 | |
Compliance expense (See Note 5) | | | 12,846 | |
Federal and state registration fees | | | 11,533 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 8,412 | |
Reports to shareholders | | | 5,342 | |
Legal fees | | | 278 | |
Other expenses | | | 3,807 | |
Total expenses | | | 850,647 | |
NET INVESTMENT INCOME | | $ | 699,027 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized loss on investments | | $ | (1,996,687 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 6,236,365 | |
Net gain on investments | | | 4,239,678 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 4,938,705 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 699,027 | | | $ | 1,221,970 | |
Net realized gain (loss) on investments | | | (1,996,687 | ) | | | 2,578,436 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 6,236,365 | | | | (298,004 | ) |
Net increase in net assets resulting from operations | | | 4,938,705 | | | | 3,502,402 | |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (2,774,408 | ) | | | (9,194,795 | ) |
Total distributions | | | (2,774,408 | ) | | | (9,194,795 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 17,557,327 | | | | 4,184,396 | |
Dividends reinvested – Investor Class | | | 2,648,793 | | | | 8,730,660 | |
Cost of shares redeemed – Investor Class | | | (7,430,446 | ) | | | (13,372,214 | ) |
Net increase (decrease) in net assets derived | | | | | | | | |
from capital share transactions | | | 12,775,674 | | | | (457,158 | ) |
TOTAL INCREASE (DECREASE) IN NET ASSETS | | | 14,939,971 | | | | (6,149,551 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 71,603,349 | | | | 77,752,900 | |
End of period | | $ | 86,543,320 | | | $ | 71,603,349 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 1,290,869 | | | | 306,057 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 197,907 | | | | 654,267 | |
Shares redeemed – Investor Class | | | (555,489 | ) | | | (989,853 | ) |
Net increase (decrease) in shares outstanding | | | 933,287 | | | | (29,529 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Cash Flows for the six months ended April 30, 2019 (Unaudited) |
Cash flows from operating activities: | | | |
Net increase in net assets resulting from operations | | $ | 4,938,705 | |
Adjustments to reconcile net increase in net assets resulting from | | | | |
operations to net cash used in operating activities: | | | | |
Payments to purchase securities | | | (11,839,708 | ) |
Proceeds from sale of securities | | | 2,947,469 | |
Proceeds from securities litigation | | | 14,659 | |
Net sale of short term investments | | | (5,801,755 | ) |
Realized gain on investments in securities | | | 1,996,687 | |
Net accretion of discount on securities | | | (593,090 | ) |
Change in unrealized appreciation/depreciation | | | | |
on investments in securities | | | (6,236,365 | ) |
(Increases) decreases in operating assets: | | | | |
Increase in dividends and interest receivable | | | (9,130 | ) |
Increase in prepaid expenses and other assets | | | (94 | ) |
Increases (decreases) in operating liabilities: | | | | |
Increase in payable to advisor | | | 5,888 | |
Increase in payable to administrator | | | 1,210 | |
Decrease in accrued distribution fees | | | (3,670 | ) |
Increase in accrued service fees | | | 981 | |
Increase in accrued interest payable | | | 26,438 | |
Decrease in accrued audit fees | | | (10,778 | ) |
Decrease in accrued trustee fees | | | (1,864 | ) |
Decrease in other accrued expenses and payables | | | (6,326 | ) |
Net cash used in operating activities | | | (14,570,743 | ) |
| | | | |
Cash flows from financing activities: | | | | |
Increase in reverse repurchase agreements | | | 4,497,500 | |
Proceeds from shares sold | | | 17,571,115 | |
Payment on shares redeemed | | | (7,372,257 | ) |
Distributions paid in cash, net of reinvestments | | | (125,615 | ) |
Net cash provided by financing activities | | | 14,570,743 | |
Net increase in cash | | | — | |
| | | | |
Cash: | | | | |
Beginning balance | | | — | |
Ending balance | | $ | — | |
| | | | |
Supplemental information: | | | | |
Non-cash financing activities not included herein, consisting | | | | |
of dividend reinvestment of dividends and distributions | | $ | 2,648,793 | |
| | | | |
Cash paid for interest | | $ | 378,914 | |
The accompanying notes are an integral part of these financial statements.
(This Page Intentionally Left Blank.)
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 13.57 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.12 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.76 | |
Total from investment operations | | | 0.88 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.11 | ) |
Dividends from net realized gains | | | (0.40 | ) |
Total distributions | | | (0.51 | ) |
Net asset value, end of period | | $ | 13.94 | |
| | | | |
TOTAL RETURN | | | 6.69 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 86.54 | |
Ratio of expenses, including interest expense, to average net assets | | | 2.25 | %(3) |
Ratio of net investment income to average net assets | | | 1.85 | %(3) |
Portfolio turnover rate | | | 6 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 14.66 | | | $ | 13.84 | | | $ | 14.19 | | | $ | 15.27 | | | $ | 14.30 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.23 | | | | 0.20 | | | | 0.16 | | | | 0.20 | | | | 0.20 | |
| 0.43 | | | | 1.48 | | | | 0.88 | | | | (0.02 | ) | | | 0.96 | |
| 0.66 | | | | 1.68 | | | | 1.04 | | | | 0.18 | | | | 1.16 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.23 | ) | | | (0.20 | ) | | | (0.16 | ) | | | (0.20 | ) | | | (0.19 | ) |
| (1.52 | ) | | | (0.66 | ) | | | (1.23 | ) | | | (1.06 | ) | | | — | |
| (1.75 | ) | | | (0.86 | ) | | | (1.39 | ) | | | (1.26 | ) | | | (0.19 | ) |
$ | 13.57 | | | $ | 14.66 | | | $ | 13.84 | | | $ | 14.19 | | | $ | 15.27 | |
| | | | | | | | | | | | | | | | | | |
| 4.92 | % | | | 12.56 | % | | | 8.20 | % | | | 1.22 | % | | | 8.15 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 71.60 | | | $ | 77.75 | | | $ | 83.87 | | | $ | 69.42 | | | $ | 83.89 | |
| 1.95 | % | | | 1.57 | % | | | 1.44 | % | | | 1.28 | % | | | 1.34 | % |
| 1.67 | % | | | 1.38 | % | | | 1.22 | % | | | 1.40 | % | | | 1.31 | % |
| 10 | % | | | 36 | % | | | 44 | % | | | 27 | % | | | 23 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Total Return Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is total return, consisting of capital appreciation and current income. The Fund is a non-diversified fund and offers Investor Class shares.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
| |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. |
NOTES TO THE FINANCIAL STATEMENTS |
| Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | Derivatives – The Fund may invest in derivatives such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, provide a substitute for purchasing or selling particular securities, or increase potential income gain. Derivatives are financial contracts based on an underlying or notional amount, require no initial investment or an initial net investment that is smaller than would normally be required to have a similar response to changes in market factors, and require or permit net settlement. Derivatives may allow the Fund to increase or decrease its level of risk more quickly and efficiently than transactions in other types of instruments. The main reason for utilizing derivative instruments is for hedging purposes. |
| |
| The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2019, the Fund did not hold any derivative instruments. |
| |
j). | Repurchase and Reverse Repurchase Agreements – The Fund may enter into repurchase agreements and reverse repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. Transactions involving repurchase agreements and reverse repurchase agreements are treated as collateralized financing transactions and are recorded at their contracted resell or repurchase amounts, which approximates fair value. Interest on repurchase agreements and reverse repurchase agreements is included in interest receivable and interest payable, respectively. |
HENNESSY FUNDS | 1-800-966-4354 | |
| In connection with repurchase agreements, securities pledged as collateral are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient to cover the repurchase amount in the event of default of the counterparty. If the counterparty defaults and the fair value of the collateral declines, or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited. |
| |
| As of April 30, 2019, securities with a fair value of $37,884,630, which are included in investments in securities in the Statement of Assets and Liabilities, were pledged to collateralize reverse repurchase agreements. |
| |
k). | Offsetting Assets and Liabilities – The Fund follows the financial reporting rules regarding offsetting assets and liabilities and related netting arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. Reverse repurchase transactions are entered into by the Fund under Master Repurchase Agreements (“MRAs”) that permit the Fund, under certain circumstances, including an event of default (such as bankruptcy or insolvency), to offset payables under the MRA with collateral held with the counterparty and create one single net payment from the Fund. Upon a bankruptcy or insolvency of the MRA counterparty, the Fund is considered an unsecured creditor with respect to excess collateral and, as such, the return of excess collateral may be delayed. In the event the buyer of securities under an MRA files for bankruptcy or becomes insolvent, the Fund’s use of the proceeds of the MRA may be restricted while the other party, or its trustee or receiver, determines whether or not to enforce the Fund’s obligation to repurchase the securities. For additional information regarding the offsetting of assets and liabilities as of April 30, 2019, please refer to the table in Note 9. |
| |
l). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
NOTES TO THE FINANCIAL STATEMENTS |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. |
| |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
| |
| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
HENNESSY FUNDS | 1-800-966-4354 | |
significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $11,839,708 and $2,947,469, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.60%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Board has approved a Shareholder Servicing Agreement for the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain
HENNESSY FUNDS | 1-800-966-4354 | |
general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 97,111,504 | |
| Gross tax unrealized appreciation | | $ | 7,948,884 | |
| Gross tax unrealized depreciation | | | (3,631,303 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 4,317,581 | |
| Undistributed ordinary income | | $ | 87,850 | |
| Undistributed long-term capital gains | | | 2,116,280 | |
| Total distributable earnings | | $ | 2,204,130 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 6,521,711 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 658,112 | | | $ | 1,939,475 | |
| Long-term capital gain | | | 2,116,296 | | | | 7,255,320 | |
| | | $ | 2,774,408 | | | $ | 9,194,795 | |
(1) Ordinary income includes short-term capital gain.
NOTES TO THE FINANCIAL STATEMENTS |
9). REVERSE REPURCHASE AGREEMENTS
The Fund may enter into reverse repurchase agreements with the same parties with whom it may enter into repurchase agreements. Under a reverse repurchase agreement, the Fund sells securities and agrees to repurchase them at a mutually agreed date and price. Reverse repurchase agreements are regarded as a form of secured borrowing by the Fund. Securities sold under reverse repurchase agreements are reflected as a liability in the Statement of Assets and Liabilities. Interest payments made under reverse repurchase agreements were $405,352 and are recorded as a component of interest expense in the Statement of Operations.
For the six months ended April 30, 2019, the average daily balance and average interest rate in effect for reverse repurchase agreements were $30,687,362 and 2.62%, respectively. Below is information about the scheduled maturity date, amount, and interest rate for outstanding reverse repurchase agreements as of April 30, 2019:
| Maturity Date | Amount | Interest Rate | |
| May 16, 2019 | $12,593,000 | 2.75% | |
| June 20, 2019 | $10,794,000 | 2.75% | |
| July 18, 2019 | $10,794,000 | 2.75% | |
Outstanding reverse repurchase agreements as of April 30, 2019, were equal to 39.50% of the Fund’s net assets.
Below is information about instruments and transactions eligible for offset in the Statement of Assets and Liabilities, on both a gross and net basis, as well as instruments and transactions subject to an agreement similar to a master netting arrangement:
| |
| | Gross | Net | | | |
| | | | Amounts | Amounts | Gross Amounts Not Offset in the Statement of Assets and Liabilities | |
| | | | Offset | Presented | |
| | | | in the | in the | |
| | | Gross | Statement | Statement | |
| | | Amounts of | of | of | | Collateral | |
| | | Recognized | Assets and | Assets and | Financial | Pledged | Net |
Description | | Liabilities | Liabilities | Liabilities | Instruments | (Received) | Amount |
Reverse | | | | | | | |
Repurchase | | | | | | | |
Agreements | | $31,181,000 | $ — | $31,181,000 | $31,181,000 | $ — | $ — |
| | | $31,181,000 | $ — | $31,181,000 | $31,181,000 | $ — | $ — |
For additional information, please refer to the “Offsetting Assets and Liabilities” section in Note 2.
10). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,066.90 | $11.53 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,013.64 | $11.23 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 2.25%, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
EXPENSE EXAMPLE — ELECTRONIC DELIVERY |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 100.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 35.71%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor to the Fund; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | A summary of the key terms of the advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
HENNESSY FUNDS | 1-800-966-4354 | |
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY EQUITY AND INCOME FUND
Investor Class HEIFX
Institutional Class HEIIX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 16 |
Statement of Operations | 17 |
Statements of Changes in Net Assets | 19 |
Financial Highlights | 20 |
Notes to the Financial Statements | 24 |
Expense Example | 32 |
Proxy Voting Policy and Proxy Voting Records | 34 |
Availability of Quarterly Portfolio Schedule | 34 |
Federal Tax Distribution Information | 34 |
Important Notice Regarding Delivery of Shareholder Documents | 34 |
Electronic Delivery | 34 |
Board Approval of Investment Advisory Agreements | 35 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Equity and Income Fund – | | | | |
| Investor Class (HEIFX) | 6.24% | 8.53% | 6.05% | 10.01% |
| Hennessy Equity and Income Fund – | | | | |
| Institutional Class (HEIIX) | 6.47% | 8.99% | 6.46% | 10.34% |
| Blended Balanced Index | 7.81% | 10.36% | 7.88% | 10.51% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 15.32% |
Expense ratios: 1.49% (Investor Class); 1.09% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for the period from March 13, 2010, to October 26, 2012, is that of the FBR Balanced Fund, and performance for the periods on or prior to March 12, 2010, is that of the AFBA 5 Star Balanced Fund.
The Blended Balanced Index consists of 60% common stocks represented by the S&P 500® Index and 40% bonds represented by the Bloomberg Barclays Capital Intermediate U.S. Government/Credit Index. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. The Bloomberg Barclays Capital Intermediate U.S. Government/Credit Index is commonly used to measure the performance of U.S. bonds. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY EQUITY AND INCOME FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Berkshire Hathaway, Inc., Class B | 4.27% |
Visa, Inc., Class A | 3.32% |
Apple, Inc. | 3.28% |
Alphabet, Inc., Class C | 3.04% |
Dollar Tree, Inc. | 2.86% |
CarMax, Inc. | 2.42% |
Altria Group, Inc. | 2.35% |
Norfolk Southern Corp. | 2.27% |
BlackRock, Inc. | 2.15% |
FedEx Corp. | 2.12% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 57.64% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 3.98% | | | | | | | | | |
Alphabet, Inc., Class C (a) | | | 4,934 | | | $ | 5,863,960 | | | | 3.04 | % |
Verizon Communications, Inc. | | | 31,742 | | | | 1,815,325 | | | | 0.94 | % |
| | | | | | | 7,679,285 | | | | 3.98 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 12.07% | | | | | | | | | | | | |
CarMax, Inc. (a) | | | 60,074 | | | | 4,677,362 | | | | 2.42 | % |
Carnival Corp. (b) | | | 72,732 | | | | 3,990,077 | | | | 2.07 | % |
Dollar Tree, Inc. (a) | | | 49,697 | | | | 5,530,282 | | | | 2.86 | % |
Home Depot, Inc. | | | 18,020 | | | | 3,670,674 | | | | 1.90 | % |
Lowe’s Companies, Inc. | | | 15,613 | | | | 1,766,455 | | | | 0.92 | % |
O’Reilly Automotive, Inc. (a) | | | 9,711 | | | | 3,676,293 | | | | 1.90 | % |
| | | | | | | 23,311,143 | | | | 12.07 | % |
| | | | | | | | | | | | |
Consumer Staples – 5.44% | | | | | | | | | | | | |
Altria Group, Inc. | | | 83,366 | | | | 4,529,275 | | | | 2.35 | % |
Nestle S.A. (b) | | | 40,838 | | | | 3,942,092 | | | | 2.04 | % |
The Coca-Cola Co. | | | 41,348 | | | | 2,028,533 | | | | 1.05 | % |
| | | | | | | 10,499,900 | | | | 5.44 | % |
| | | | | | | | | | | | |
Energy – 1.20% | | | | | | | | | | | | |
Chevron Corp. | | | 19,347 | | | | 2,322,801 | | | | 1.20 | % |
| | | | | | | | | | | | |
Financials – 13.29% | | | | | | | | | | | | |
Alleghany Corp. (a) | | | 5,453 | | | | 3,581,967 | | | | 1.85 | % |
Berkshire Hathaway, Inc., Class B (a) | | | 38,011 | | | | 8,237,364 | | | | 4.27 | % |
BlackRock, Inc. | | | 8,576 | | | | 4,161,418 | | | | 2.15 | % |
The Charles Schwab Corp. | | | 64,265 | | | | 2,942,052 | | | | 1.52 | % |
The Progressive Corp. | | | 47,689 | | | | 3,726,895 | | | | 1.93 | % |
Wells Fargo & Co. | | | 62,582 | | | | 3,029,594 | | | | 1.57 | % |
| | | | | | | 25,679,290 | | | | 13.29 | % |
| | | | | | | | | | | | |
Health Care – 0.88% | | | | | | | | | | | | |
Bristol-Myers Squibb Co. | | | 36,662 | | | | 1,702,217 | | | | 0.88 | % |
| | | | | | | | | | | | |
| | | | | | | | | | | | |
Industrials – 7.44% | | | | | | | | | | | | |
FedEx Corp. | | | 21,635 | | | | 4,098,967 | | | | 2.12 | % |
General Dynamics Corp. | | | 15,710 | | | | 2,807,691 | | | | 1.46 | % |
Norfolk Southern Corp. | | | 21,487 | | | | 4,383,778 | | | | 2.27 | % |
Southwest Airlines Co. | | | 56,732 | | | | 3,076,576 | | | | 1.59 | % |
| | | | | | | 14,367,012 | | | | 7.44 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Information Technology – 8.67% | | | | | | | | | |
Apple, Inc. | | | 31,581 | | | $ | 6,337,360 | | | | 3.28 | % |
Cisco Systems, Inc. | | | 71,516 | | | | 4,001,320 | | | | 2.07 | % |
Visa, Inc., Class A | | | 38,984 | | | | 6,410,139 | | | | 3.32 | % |
| | | | | | | 16,748,819 | | | | 8.67 | % |
| | | | | | | | | | | | |
Materials – 4.67% | | | | | | | | | | | | |
Albemarle Corp. | | | 32,050 | | | | 2,405,673 | | | | 1.24 | % |
Martin Marietta Materials, Inc. | | | 15,848 | | | | 3,516,671 | | | | 1.82 | % |
NewMarket Corp. | | | 7,406 | | | | 3,107,410 | | | | 1.61 | % |
| | | | | | | 9,029,754 | | | | 4.67 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $82,731,809) | | | | | | | 111,340,221 | | | | 57.64 | % |
| | | | | | | | | | | | |
PREFERRED STOCKS – 2.17% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Communication Services – 0.06% | | | | | | | | | | | | |
AT&T, Inc., 5.625%, 08/01/2067 | | | 4,665 | | | | 120,777 | | | | 0.06 | % |
| | | | | | | | | | | | |
Consumer Staples – 0.10% | | | | | | | | | | | | |
CHS, Inc., Series 4, 7.500%, Perpetual | | | 7,005 | | | | 192,988 | | | | 0.10 | % |
| | | | | | | | | | | | |
Energy – 0.06% | | | | | | | | | | | | |
Enbridge, Inc., Series B, 6.375% to 04/15/2023 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.593%, 04/15/2078 (b)(f) | | | 4,410 | | | | 116,556 | | | | 0.06 | % |
| | | | | | | | | | | | |
Financials – 1.90% | | | | | | | | | | | | |
Aegon N.V., 6.375%, Perpetual (b) | | | 3,845 | | | | 98,624 | | | | 0.05 | % |
American International Group, Inc., Series A, 5.850%, Perpetual (a) | | | 4,250 | | | | 110,500 | | | | 0.06 | % |
Arch Capital Group Ltd., Series F, 5.450%, Perpetual (b) | | | 4,955 | | | | 121,199 | | | | 0.06 | % |
Axis Capital Holdings Ltd., Series E, 5.500%, Perpetual (b) | | | 2,680 | | | | 65,740 | | | | 0.03 | % |
Banc of California, Inc., Series E, 7.000%, Perpetual | | | 3,805 | | | | 99,691 | | | | 0.05 | % |
Bank of America Corp. | | | | | | | | | | | | |
Series GG, 6.000%, Perpetual | | | 3,455 | | | | 92,179 | | | | 0.05 | % |
Series CC, 6.200%, Perpetual | | | 2,290 | | | | 60,181 | | | | 0.03 | % |
BB&T Corp. | | | | | | | | | | | | |
5.625%, Perpetual | | | 4,230 | | | | 110,107 | | | | 0.06 | % |
Series F, 5.200%, Perpetual | | | 4,740 | | | | 117,931 | | | | 0.06 | % |
Capital One Financial Corp. | | | | | | | | | | | | |
Series F, 6.200%, Perpetual | | | 4,330 | | | | 112,710 | | | | 0.06 | % |
Series H, 6.000%, Perpetual | | | 4,365 | | | | 113,883 | | | | 0.06 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
PREFERRED STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Financials (Continued) | | | | | | | | | |
Citigroup, Inc. | | | | | | | | | |
Series K, 6.875% to 11/15/2023 then | | | | | | | | | |
3 Month LIBOR USD + 4.130%, Perpetual (f) | | | 2,150 | | | $ | 59,598 | | | | 0.03 | % |
Series S, 6.300%, Perpetual | | | 3,605 | | | | 94,667 | | | | 0.05 | % |
Citizens Financial Group, Inc., Series D, 6.350% to 04/06/2024 | | | | | | | | | | | | |
then 3 Month LIBOR USD + 3.642%, Perpetual (f) | | | 3,000 | | | | 79,170 | | | | 0.04 | % |
First Republic Bank, Series G, 5.500%, Perpetual | | | 3,170 | | | | 80,581 | | | | 0.04 | % |
Hartford Financial Services Group, Inc., Series G, 6.000%, Perpetual | | | 4,150 | | | | 109,021 | | | | 0.06 | % |
Huntington Bancshares, Inc., Series D, 6.250%, Perpetual | | | 5,930 | | | | 154,299 | | | | 0.08 | % |
IBERIABANK Corp. | | | | | | | | | | | | |
Series D, 6.100% to 05/01/2024 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.859%, Perpetual (a)(f) | | | 1,600 | | | | 40,800 | | | | 0.02 | % |
Series B, 6.625% to 08/01/2025 then | | | | | | | | | | | | |
3 Month LIBOR USD + 4.262%, Perpetual (f) | | | 1,920 | | | | 51,322 | | | | 0.03 | % |
ING Groep N.V., 6.125%, Perpetual (b) | | | 1,935 | | | | 49,459 | | | | 0.02 | % |
JPMorgan Chase & Co., Series BB, 6.150%, Perpetual | | | 6,490 | | | | 171,141 | | | | 0.09 | % |
KeyCorp | | | | | | | | | | | | |
Series E, 6.125% to 12/15/2026 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.892%, Perpetual (f) | | | 4,075 | | | | 111,207 | | | | 0.06 | % |
Series F, 5.650%, Perpetual | | | 2,065 | | | | 51,914 | | | | 0.02 | % |
Legg Mason, Inc. | | | | | | | | | | | | |
5.450%, 09/15/2056 | | | 2,270 | | | | 56,636 | | | | 0.03 | % |
6.375%, 03/15/2056 | | | 1,946 | | | | 52,153 | | | | 0.03 | % |
MetLife, Inc., Series E, 5.625%, Perpetual | | | 4,400 | | | | 114,928 | | | | 0.06 | % |
Morgan Stanley, Series I, 6.375% to 10/15/2024 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.708%, Perpetual (f) | | | 7,000 | | | | 189,490 | | | | 0.10 | % |
Prudential Financial, Inc., 5.625%, 08/15/2058 | | | 2,075 | | | | 53,992 | | | | 0.03 | % |
Regions Financial Corp., Series B, 6.375% to 09/15/2024 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.536%, Perpetual (f) | | | 4,145 | | | | 115,148 | | | | 0.06 | % |
State Street Corp., Series D, 5.900% to 03/15/2024 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.108%, Perpetual (f) | | | 4,150 | | | | 109,228 | | | | 0.06 | % |
Synovus Financial Corp., Series D, 6.300% to 06/21/2023 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.352%, Perpetual (f) | | | 2,100 | | | | 56,259 | | | | 0.03 | % |
TCF Financial Corp., Series C, 5.700%, Perpetual | | | 2,090 | | | | 52,334 | | | | 0.03 | % |
The Allstate Corp., Series G, 5.625%, Perpetual | | | 4,745 | | | | 121,709 | | | | 0.06 | % |
The Charles Schwab Corp., Series C, 6.000%, Perpetual | | | 4,315 | | | | 113,183 | | | | 0.06 | % |
The Goldman Sachs Group, Inc. | | | | | | | | | | | | |
Series K, 6.375% to 05/10/2024 then | | | | | | | | | | | | |
3 Month LIBOR USD + 3.550%, Perpetual (f) | | | 2,560 | | | | 69,043 | | | | 0.04 | % |
Series N, 6.300%, Perpetual | | | 2,620 | | | | 68,408 | | | | 0.03 | % |
The accompanying notes are an integral part of these financial statements.
PREFERRED STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Financials (Continued) | | | | | | | | | |
U.S. Bancorp, Series F, 6.500% to 01/15/2022 then | | �� | | | | | | | |
3 Month LIBOR USD + 4.468%, Perpetual (d)(f) | | | 2,755 | | | $ | 73,696 | | | | 0.04 | % |
Webster Financial Corp., Series F, 5.250%, Perpetual | | | 1,160 | | | | 28,304 | | | | 0.01 | % |
Wells Fargo & Co. | | | | | | | | | | | | |
Series V, 6.000%, Perpetual | | | 4,325 | | | | 113,921 | | | | 0.06 | % |
Series X, 5.500%, Perpetual | | | 4,475 | | | | 114,515 | | | | 0.06 | % |
| | | | | | | 3,658,871 | | | | 1.90 | % |
| | | | | | | | | | | | |
Utilities – 0.05% | | | | | | | | | | | | |
The Southern Co., 6.250%, 10/15/2075 | | | 3,840 | | | | 100,224 | | | | 0.05 | % |
| | | | | | | | | | | | |
Total Preferred Stocks | | | | | | | | | | | | |
(Cost $4,097,953) | | | | | | | 4,189,416 | | | | 2.17 | % |
| | | | | | | | | | | | |
REITS – 0.82% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Financials – 0.82% | | | | | | | | | | | | |
Annaly Capital Management, Inc., Series F, 6.950% to 09/30/2022 | | | | | | | | | | | | |
then 3 Month LIBOR USD + 4.993%, Perpetual (f) | | | 4,370 | | | | 112,047 | | | | 0.06 | % |
Apollo Commercial Real Estate Finance, Inc. | | | 9,010 | | | | 168,847 | | | | 0.09 | % |
Chimera Investment Corp. | | | 9,270 | | | | 177,706 | | | | 0.09 | % |
Chimera Investment Corp. | | | | | | | | | | | | |
Series A, 8.000%, Perpetual | | | 4,620 | | | | 118,180 | | | | 0.06 | % |
Series B, 8.000% to 03/30/2024 then | | | | | | | | | | | | |
3 Month LIBOR USD + 5.791%, Perpetual (f) | | | 2,350 | | | | 60,019 | | | | 0.03 | % |
Invesco Mortgage Capital, Inc., Series C, 7.500% to 09/27/2027 | | | | | | | | | | | | |
then 3 Month LIBOR USD + 5.289%, Perpetual (f) | | | 4,340 | | | | 110,062 | | | | 0.06 | % |
Kimco Realty Corp., Series M, 5.250%, Perpetual | | | 2,730 | | | | 63,364 | | | | 0.03 | % |
Monmouth Real Estate Investment Corp., Series C, 6.125%, Perpetual | | | 4,180 | | | | 101,240 | | | | 0.05 | % |
Public Storage, Series B, 5.400%, Perpetual | | | 3,180 | | | | 80,454 | | | | 0.04 | % |
Starwood Property Trust, Inc. | | | 7,765 | | | | 178,983 | | | | 0.09 | % |
Two Harbors Investment Corp. | | | 10,655 | | | | 147,678 | | | | 0.08 | % |
Two Harbors Investment Corp., Series B, 7.625% to 07/27/2027 | | | | | | | | | | | | |
then 3 Month LIBOR USD + 5.352%, Perpetual (f) | | | 6,880 | | | | 172,550 | | | | 0.09 | % |
Vornado Realty Trust, Series M, 5.250%, Perpetual | | | 3,590 | | | | 84,904 | | | | 0.05 | % |
| | | | | | | 1,576,034 | | | | 0.82 | % |
Total REITS | | | | | | | | | | | | |
(Cost $1,535,088) | | | | | | | 1,576,034 | | | | 0.82 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
CORPORATE BONDS – 22.89% | | Par | | | | | | % of | |
| | Amount | | | Value | | | Net Assets | |
Communication Services – 1.21% | | | | | | | | | |
AT&T, Inc. | | | | | | | | | |
3.000%, 02/15/2022 | | | 500,000 | | | $ | 503,305 | | | | 0.26 | % |
4.250%, 03/01/2027 | | | 980,000 | | | | 1,018,179 | | | | 0.53 | % |
5.350%, 09/01/2040 | | | 200,000 | | | | 214,100 | | | | 0.11 | % |
Verizon Communications, Inc., 2.450%, 11/01/2022 | | | 600,000 | | | | 595,314 | | | | 0.31 | % |
| | | | | | | 2,330,898 | | | | 1.21 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 0.53% | | | | | | | | | | | | |
Alibaba Group Holding Ltd., 3.600%, 11/28/2024 (b) | | | 1,000,000 | | | | 1,023,961 | | | | 0.53 | % |
| | | | | | | | | | | | |
Consumer Staples – 0.71% | | | | | | | | | | | | |
CVS Health Corp., 4.125%, 05/15/2021 | | | 1,000,000 | | | | 1,021,235 | | | | 0.53 | % |
Wal-Mart Stores, Inc., 5.000%, 10/25/2040 | | | 300,000 | | | | 351,635 | | | | 0.18 | % |
| | | | | | | 1,372,870 | | | | 0.71 | % |
| | | | | | | | | | | | |
Energy – 3.00% | | | | | | | | | | | | |
Boardwalk Pipelines LP, 4.450%, 07/15/2027 | | | 1,200,000 | | | | 1,186,181 | | | | 0.62 | % |
Canadian Natural Resources Ltd., 3.900%, 02/01/2025 (b) | | | 1,000,000 | | | | 1,030,460 | | | | 0.53 | % |
Encana Corp., 3.900%, 11/15/2021 (b) | | | 1,600,000 | | | | 1,629,635 | | | | 0.84 | % |
Husky Energy, Inc., 4.000%, 04/15/2024 (b) | | | 750,000 | | | | 767,164 | | | | 0.40 | % |
National Oilwell Varco, Inc., 2.600%, 12/01/2022 | | | 1,200,000 | | | | 1,177,840 | | | | 0.61 | % |
| | | | | | | 5,791,280 | | | | 3.00 | % |
| | | | | | | | | | | | |
Financials – 11.26% | | | | | | | | | | | | |
American International Group, Inc. | | | | | | | | | | | | |
4.125%, 02/15/2024 | | | 1,000,000 | | | | 1,044,574 | | | | 0.54 | % |
4.875%, 06/01/2022 | | | 1,000,000 | | | | 1,055,588 | | | | 0.55 | % |
Capital One Financial Corp., 4.750%, 07/15/2021 | | | 1,500,000 | | | | 1,563,225 | | | | 0.81 | % |
Capital One NA, 2.250%, 09/13/2021 | | | 500,000 | | | | 492,875 | | | | 0.25 | % |
Diamond 1 Finance Corp. / Diamond 2 | | | | | | | | | | | | |
Finance Corp., 5.450%, 06/15/2023 (e) | | | 1,220,000 | | | | 1,302,359 | | | | 0.67 | % |
Discover Financial Services, 5.200%, 04/27/2022 | | | 900,000 | | | | 957,208 | | | | 0.50 | % |
First Niagara Financial Group, Inc., 6.750%, 03/19/2020 | | | 590,000 | | | | 610,399 | | | | 0.32 | % |
General Motors Financial Co, Inc., 3.700%, 05/09/2023 | | | 1,075,000 | | | | 1,080,608 | | | | 0.56 | % |
Huntington Bancshares, Inc., 4.000%, 05/15/2025 | | | 765,000 | | | | 795,474 | | | | 0.41 | % |
JPMorgan Chase & Co., 2.700%, 05/18/2023 | | | 1,000,000 | | | | 991,323 | | | | 0.51 | % |
KeyCorp, 5.100%, 03/24/2021 | | | 950,000 | | | | 991,076 | | | | 0.51 | % |
Lincoln National Corp., 6.250%, 02/15/2020 | | | 280,000 | | | | 287,330 | | | | 0.15 | % |
Morgan Stanley, 5.500%, 07/28/2021 | | | 2,333,000 | | | | 2,463,442 | | | | 1.28 | % |
Prudential Financial, Inc., 3.878%, 03/27/2028 | | | 400,000 | | | | 419,295 | | | | 0.22 | % |
The accompanying notes are an integral part of these financial statements.
CORPORATE BONDS | | Par | | | | | | % of | |
| | Amount | | | Value | | | Net Assets | |
Financials (Continued) | | | | | | | | | |
Raymond James Financial, Inc. | | | | | | | | | |
3.625%, 09/15/2026 | | | 1,500,000 | | | $ | 1,488,671 | | | | 0.77 | % |
5.625%, 04/01/2024 | | | 700,000 | | | | 775,859 | | | | 0.40 | % |
Synchrony Financial, 3.750%, 08/15/2021 | | | 1,200,000 | | | | 1,219,427 | | | | 0.63 | % |
Synovus Financial Corp., 3.125%, 11/01/2022 | | | 1,300,000 | | | | 1,285,375 | | | | 0.67 | % |
The Goldman Sachs Group, Inc. | | | | | | | | | | | | |
5.375%, 03/15/2020 | | | 600,000 | | | | 613,049 | | | | 0.32 | % |
6.000%, 06/15/2020 | | | 1,500,000 | | | | 1,551,668 | | | | 0.80 | % |
Willis North America, Inc., 3.600%, 05/15/2024 | | | 750,000 | | | | 758,555 | | | | 0.39 | % |
| | | | | | | 21,747,380 | | | | 11.26 | % |
| | | | | | | | | | | | |
Health Care – 3.00% | | | | | | | | | | | | |
Agilent Technologies, Inc., 5.000%, 07/15/2020 | | | 650,000 | | | | 667,175 | | | | 0.34 | % |
Amgen, Inc. | | | | | | | | | | | | |
3.450%, 10/01/2020 | | | 1,000,000 | | | | 1,010,498 | | | | 0.53 | % |
3.625%, 05/22/2024 | | | 250,000 | | | | 256,961 | | | | 0.13 | % |
Celgene Corp., 3.625%, 05/15/2024 | | | 1,600,000 | | | | 1,627,178 | | | | 0.84 | % |
Edwards Lifesciences Corp., 4.300%, 06/15/2028 | | | 1,450,000 | | | | 1,519,961 | | | | 0.79 | % |
Express Scripts Holding Co., 3.500%, 06/15/2024 | | | 700,000 | | | | 705,979 | | | | 0.37 | % |
| | | | | | | 5,787,752 | | | | 3.00 | % |
| | | | | | | | | | | | |
Industrials – 0.54% | | | | | | | | | | | | |
Rio Tinto Finance USA Ltd., 3.750%, 06/15/2025 (b) | | | 1,000,000 | | | | 1,049,664 | | | | 0.54 | % |
| | | | | | | | | | | | |
Information Technology – 0.64% | | | | | | | | | | | | |
Apple, Inc., 4.500%, 02/23/2036 | | | 250,000 | | | | 277,867 | | | | 0.14 | % |
Corning, Inc., 6.850%, 03/01/2029 | | | 275,000 | | | | 338,251 | | | | 0.18 | % |
Juniper Networks, Inc., 4.600%, 03/15/2021 | | | 600,000 | | | | 618,743 | | | | 0.32 | % |
| | | | | | | 1,234,861 | | | | 0.64 | % |
| | | | | | | | | | | | |
Materials – 1.45% | | | | | | | | | | | | |
AngloGold Ashanti Holdings PLC, 5.125%, 08/01/2022 (b) | | | 1,000,000 | | | | 1,039,085 | | | | 0.54 | % |
Newmont Goldcorp Corp. | | | | | | | | | | | | |
3.500%, 03/15/2022 | | | 1,000,000 | | | | 1,012,498 | | | | 0.52 | % |
3.625%, 06/09/2021 (e) | | | 750,000 | | | | 756,415 | | | | 0.39 | % |
| | | | | | | 2,807,998 | | | | 1.45 | % |
| | | | | | | | | | | | |
Retail Trade – 0.55% | | | | | | | | | | | | |
Macy’s Retail Holdings, Inc. | | | | | | | | | | | | |
4.375%, 09/01/2023 | | | 900,000 | | | | 919,733 | | | | 0.47 | % |
4.500%, 12/15/2034 | | | 175,000 | | | | 152,810 | | | | 0.08 | % |
| | | | | | | 1,072,543 | | | | 0.55 | % |
Total Corporate Bonds | | | | | | | | | | | | |
(Cost $43,473,823) | | | | | | | 44,219,207 | | | | 22.89 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
MORTGAGE BACKED SECURITIES – 5.21% | | Par | | | | | | % of | |
| | Amount | | | Value | | | Net Assets | |
Fannie Mae Pool | | | | | | | | | |
3.000%, 10/01/2043 | | | 2,384,043 | | | $ | 2,369,035 | | | | 1.23 | % |
3.500%, 01/01/2042 | | | 485,968 | | | | 494,362 | | | | 0.25 | % |
4.000%, 10/01/2041 | | | 543,426 | | | | 562,712 | | | | 0.29 | % |
4.000%, 12/01/2041 | | | 480,715 | | | | 497,776 | | | | 0.26 | % |
4.500%, 08/01/2020 | | | 11,477 | | | | 11,714 | | | | 0.01 | % |
6.000%, 10/01/2037 | | | 126,781 | | | | 141,701 | | | | 0.07 | % |
Fannie Mae REMICS | | | | | | | | | | | | |
Series 13-52, 1.250%, 06/25/2043 | | | 148,794 | | | | 133,255 | | | | 0.07 | % |
Series 12-22, 2.000%, 11/25/2040 | | | 125,226 | | | | 123,297 | | | | 0.06 | % |
Series 12-16, 2.000%, 11/25/2041 | | | 110,052 | | | | 107,670 | | | | 0.06 | % |
Series 10-134, 2.250%, 03/25/2039 | | | 91,431 | | | | 90,971 | | | | 0.05 | % |
Freddie Mac Gold Pool | | | | | | | | | | | | |
3.000%, 05/01/2042 | | | 893,689 | | | | 888,158 | | | | 0.46 | % |
3.000%, 09/01/2042 | | | 1,644,971 | | | | 1,634,791 | | | | 0.85 | % |
3.500%, 01/01/2048 | | | 1,638,191 | | | | 1,659,206 | | | | 0.86 | % |
5.000%, 05/01/2020 | | | 8,380 | | | | 8,506 | | | | 0.00 | % |
5.500%, 04/01/2037 | | | 66,720 | | | | 73,755 | | | | 0.04 | % |
Freddie Mac REMICS | | | | | | | | | | | | |
Series 4146, 1.500%, 10/15/2042 | | | 83,864 | | | | 83,128 | | | | 0.04 | % |
Series 4309, 2.000%, 10/15/2043 | | | 88,791 | | | | 86,224 | | | | 0.05 | % |
Series 3928, 2.500%, 08/15/2040 | | | 234,282 | | | | 236,493 | | | | 0.12 | % |
Series 3870, 2.750%, 01/15/2041 | | | 68,218 | | | | 68,042 | | | | 0.04 | % |
Series 4016, 3.000%, 09/15/2039 | | | 295,396 | | | | 295,720 | | | | 0.15 | % |
Series 4322, 3.000%, 05/15/2043 | | | 271,061 | | | | 274,594 | | | | 0.14 | % |
Government National Mortgage Association, 1.750%, 02/16/2043 | | | 233,090 | | | | 221,645 | | | | 0.11 | % |
| | | | | | | | | | | | |
Total Mortgage Backed Securities | | | | | | | | | | | | |
(Cost $10,107,110) | | | | | | | 10,062,755 | | | | 5.21 | % |
| | | | | | | | | | | | |
U.S. TREASURY OBLIGATIONS – 4.62% | | | | | | | | | | | | |
| | | | | | | | | | | | |
U.S. Treasury Bonds – 0.53% | | | | | | | | | | | | |
U.S. Treasury Bonds, 3.625%, 02/15/2044 | | | 900,000 | | | | 1,013,766 | | | | 0.53 | % |
| | | | | | | | | | | | |
U.S. Treasury Notes – 4.09% | | | | | | | | | | | | |
U.S. Treasury Notes | | | | | | | | | | | | |
2.625%, 11/15/2020 | | | 2,200,000 | | | | 2,209,969 | | | | 1.14 | % |
2.750%, 02/15/2024 | | | 1,925,000 | | | | 1,965,643 | | | | 1.02 | % |
3.000%, 10/31/2025 | | | 450,000 | | | | 466,681 | | | | 0.24 | % |
3.625%, 08/15/2019 | | | 3,250,000 | | | | 3,260,791 | | | | 1.69 | % |
| | | | | | | 7,903,084 | | | | 4.09 | % |
Total U.S. Treasury Obligations | | | | | | | | | | | | |
(Cost $8,858,136) | | | | | | | 8,916,850 | | | | 4.62 | % |
The accompanying notes are an integral part of these financial statements.
U.S. GOVERNMENT AGENCY ISSUES – 3.29% | | Par | | | | | | % of | |
| | Amount | | | Value | | | Net Assets | |
U.S. Government Agency Issues – 3.29% | | | | | | | | | |
Fannie Mae | | | | | | | | | |
1.500%, 08/10/2021 | | | 1,000,000 | | | $ | 982,947 | | | | 0.51 | % |
2.500%, 03/30/2026 (g) | | | 1,200,000 | | | | 1,200,454 | | | | 0.62 | % |
3.000%, 04/18/2028 (g) | | | 1,000,000 | | | | 1,001,450 | | | | 0.52 | % |
Federal Home Loan Banks | | | | | | | | | | | | |
1.250%, 10/17/2031 (g) | | | 1,250,000 | | | | 1,224,427 | | | | 0.63 | % |
2.000%, 10/27/2023 (g) | | | 1,200,000 | | | | 1,194,031 | | | | 0.62 | % |
2.750%, 07/11/2031 | | | 800,000 | | | | 762,345 | | | | 0.39 | % |
| | | | | | | 6,365,654 | | | | 3.29 | % |
Total U.S. Government Agency Issues | | | | | | | | | | | | |
(Cost $6,399,511) | | | | | | | 6,365,654 | | | | 3.29 | % |
| | | | | | | | | | | | |
INVESTMENT COMPANIES (EXCLUDING | | | | | | | | | | | | |
MONEY MARKET FUNDS) – 1.40% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Financials – 0.67% | | | | | | | | | | | | |
Apollo Investment Corp. | | | 10,090 | | | | 157,707 | | | | 0.08 | % |
Ares Capital Corp. | | | 10,130 | | | | 182,340 | | | | 0.09 | % |
BlackRock TCP Capital Corp. | | | 11,000 | | | | 159,500 | | | | 0.08 | % |
FS Investment Corp. | | | 21,350 | | | | 135,145 | | | | 0.07 | % |
Hercules Capital, Inc. | | | 13,115 | | | | 170,364 | | | | 0.09 | % |
Monroe Capital Corp. | | | 12,670 | | | | 155,714 | | | | 0.08 | % |
New Mountain Finance Corp. | | | 12,065 | | | | 169,634 | | | | 0.09 | % |
TPG Specialty Lending, Inc. | | | 8,965 | | | | 181,900 | | | | 0.09 | % |
| | | | | | | 1,312,304 | | | | 0.67 | % |
| | | | | | | | | | | | |
Other Investment Companies – 0.73% | | | | | | | | | | | | |
Guggenheim Credit Allocation Fund | | | 34,000 | | | | 730,660 | | | | 0.38 | % |
SPDR Barclays Capital High Yield Bond | | | 1,000 | | | | 36,270 | | | | 0.02 | % |
SPDR Barclays Short Term High Yield | | | 4,000 | | | | 109,440 | | | | 0.06 | % |
Vanguard High-Yield Corporate Fund | | | 89,820 | | | | 522,753 | | | | 0.27 | % |
| | | | | | | 1,399,123 | | | | 0.73 | % |
Total Investment Companies (Excluding | | | | | | | | | | | | |
Money Market Funds) | | | | | | | | | | | | |
(Cost $2,805,707) | | | | | | | 2,711,427 | | | | 1.40 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
SHORT-TERM INVESTMENTS – 1.83% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 1.83% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (c) | | | 3,531,123 | | | $ | 3,531,123 | | | | 1.83 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $3,531,123) | | | | | | | 3,531,123 | | | | 1.83 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $163,540,260) – 99.87% | | | | | | | 192,912,687 | | | | 99.87 | % |
Other Assets in Excess of Liabilities – 0.13% | | | | | | | 253,556 | | | | 0.13 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 193,166,243 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
PLC – Public Limited Company
REIT – Real Estate Investment Trust
(a) | Non-income-producing security. |
(b) | U.S.-traded security of a foreign corporation. |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
(d) | Investment in affiliated security. Quasar Distributors, LLC, which serves as the Fund’s distributor, is a subsidiary of U.S. Bancorp. Details of transactions with this affiliated company for the six-months ended April 30, 2019, are as follows: |
| | | Preferred Stocks | |
| | | U.S. Bancorp | |
| Beginning Cost – November 1, 2018 | | $ | 79,260 | |
| Purchase Cost | | $ | — | |
| Sales Cost | | $ | — | |
| Ending Cost – April 30, 2019 | | $ | 79,260 | |
| Dividend Income | | $ | 2,238 | |
| Net Change in Unrealized Appreciation/Depreciation | | $ | (716 | ) |
| Realized Gain/Loss | | $ | — | |
| Shares | | | 2,755 | |
| Market Value – April 30, 2019 | | $ | 73,696 | |
(e) | Rule 144A security. Security is exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. Rule 144A securities may be resold in transactions exempt from registration to qualified institutional investors. As of April 30, 2019, the market value of this security totaled $2,058,774, which represents 1.07% of net assets. |
(f) | Variable rate security; rate disclosed is the rate as of April 30, 2019. |
(g) | Step-up bond; rate disclosed is the rate as of April 30, 2019. |
The accompanying notes are an integral part of these financial statements.
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 7,679,285 | | | $ | — | | | $ | — | | | $ | 7,679,285 | |
Consumer Discretionary | | | 23,311,143 | | | | — | | | | — | | | | 23,311,143 | |
Consumer Staples | | | 10,499,900 | | | | — | | | | — | | | | 10,499,900 | |
Energy | | | 2,322,801 | | | | — | | | | — | | | | 2,322,801 | |
Financials | | | 25,679,290 | | | | — | | | | — | | | | 25,679,290 | |
Health Care | | | 1,702,217 | | | | — | | | | — | | | | 1,702,217 | |
Industrials | | | 14,367,012 | | | | — | | | | — | | | | 14,367,012 | |
Information Technology | | | 16,748,819 | | | | — | | | | — | | | | 16,748,819 | |
Materials | | | 9,029,754 | | | | — | | | | — | | | | 9,029,754 | |
Total Common Stocks | | $ | 111,340,221 | | | $ | — | | | $ | — | | | $ | 111,340,221 | |
Preferred Stocks | | | | | | | | | | | | | | | | |
Communication Services | | $ | 120,777 | | | $ | — | | | $ | — | | | $ | 120,777 | |
Consumer Staples | | | 192,988 | | | | — | | | | — | | | | 192,988 | |
Energy | | | 116,556 | | | | — | | | | — | | | | 116,556 | |
Financials | | | 3,658,871 | | | | — | | | | — | | | | 3,658,871 | |
Utilities | | | 100,224 | | | | — | | | | — | | | | 100,224 | |
Total Preferred Stocks | | $ | 4,189,416 | | | $ | — | | | $ | — | | | $ | 4,189,416 | |
REITS | | | | | | | | | | | | | | | | |
Financials | | $ | 1,576,034 | | | $ | — | | | $ | — | | | $ | 1,576,034 | |
Total REITS | | $ | 1,576,034 | | | $ | — | | | $ | — | | | $ | 1,576,034 | |
Corporate Bonds | | | | | | | | | | | | | | | | |
Communication Services | | $ | — | | | $ | 2,330,898 | | | $ | — | | | $ | 2,330,898 | |
Consumer Discretionary | | | — | | | | 1,023,961 | | | | — | | | | 1,023,961 | |
Consumer Staples | | | — | | | | 1,372,870 | | | | — | | | | 1,372,870 | |
Energy | | | — | | | | 5,791,280 | | | | — | | | | 5,791,280 | |
Financials | | | — | | | | 21,747,380 | | | | — | | | | 21,747,380 | |
Health Care | | | — | | | | 5,787,752 | | | | — | | | | 5,787,752 | |
Industrials | | | — | | | | 1,049,664 | | | | — | | | | 1,049,664 | |
Information Technology | | | — | | | | 1,234,861 | | | | — | | | | 1,234,861 | |
Materials | | | — | | | | 2,807,998 | | | | — | | | | 2,807,998 | |
Retail Trade | | | — | | | | 1,072,543 | | | | — | | | | 1,072,543 | |
Total Corporate Bonds | | $ | — | | | $ | 44,219,207 | | | $ | — | | | $ | 44,219,207 | |
Mortgage Backed Securities | | $ | — | | | $ | 10,062,755 | | | $ | — | | | $ | 10,062,755 | |
U.S. Treasury Obligations | | | | | | | | | | | | | | | | |
U.S. Treasury Bonds | | $ | — | | | $ | 1,013,766 | | | $ | — | | | $ | 1,013,766 | |
U.S. Treasury Notes | | | — | | | | 7,903,084 | | | | — | | | | 7,903,084 | |
Total U.S. Treasury Obligations | | $ | — | | | $ | 8,916,850 | | | $ | — | | | $ | 8,916,850 | |
U.S. Government Agency Issues | | $ | — | | | $ | 6,365,654 | | | $ | — | | | $ | 6,365,654 | |
Investment Companies (Excluding | | | | | | | | | | | | | | | | |
Money Market Funds) | | | | | | | | | | | | | | | | |
Financials | | $ | 1,312,304 | | | $ | — | | | $ | — | | | $ | 1,312,304 | |
Other Investment Companies | | | 1,399,123 | | | | — | | | | — | | | | 1,399,123 | |
Total Investment Companies (Excluding | | | | | | | | | | | | | | | | |
Money Market Funds) | | $ | 2,711,427 | | | $ | — | | | $ | — | | | $ | 2,711,427 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 3,531,123 | | | $ | — | | | $ | — | | | $ | 3,531,123 | |
Total Short-Term Investments | | $ | 3,531,123 | | | $ | — | | | $ | — | | | $ | 3,531,123 | |
Total Investments | | $ | 123,348,221 | | | $ | 69,564,466 | | | $ | — | | | $ | 192,912,687 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in unaffiliated securities, at value (cost $163,461,000) | | $ | 192,838,991 | |
Investments in affiliated securities, at value (cost $79,260) | | | 73,696 | |
Total investments in securities, at value (cost $163,540,260) | | | 192,912,687 | |
Dividends and interest receivable | | | 788,739 | |
Receivable for fund shares sold | | | 23,437 | |
Prepaid expenses and other assets | | | 25,358 | |
Total assets | | | 193,750,221 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 351,648 | |
Payable to advisor | | | 127,342 | |
Payable to administrator | | | 24,422 | |
Payable to auditor | | | 11,121 | |
Accrued distribution fees | | | 17,628 | |
Accrued service fees | | | 8,710 | |
Accrued trustees fees | | | 3,796 | |
Accrued expenses and other payables | | | 39,311 | |
Total liabilities | | | 583,978 | |
NET ASSETS | | $ | 193,166,243 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 156,861,012 | |
Total distributable earnings | | | 36,305,231 | |
Total net assets | | $ | 193,166,243 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 105,534,452 | |
Shares issued and outstanding | | | 6,812,902 | |
Net asset value, offering price, and redemption price per share | | $ | 15.49 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 87,631,791 | |
Shares issued and outstanding | | | 6,004,224 | |
Net asset value, offering price, and redemption price per share | | $ | 14.60 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income from unaffiliated securities | | $ | 1,502,701 | |
Dividend income from affiliated securities | | | 2,238 | |
Interest income | | | 1,242,032 | |
Total investment income | | | 2,746,971 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 794,709 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 126,118 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 31,273 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 93,677 | |
Distribution fees – Investor Class (See Note 5) | | | 82,251 | |
Service fees – Investor Class (See Note 5) | | | 54,834 | |
Federal and state registration fees | | | 20,083 | |
Compliance expense (See Note 5) | | | 12,846 | |
Reports to shareholders | | | 11,665 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 8,685 | |
Legal fees | | | 918 | |
Interest expense (See Note 7) | | | 11 | |
Other expenses | | | 9,409 | |
Total expenses | | | 1,257,601 | |
NET INVESTMENT INCOME | | $ | 1,489,370 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain on: | | | | |
Unaffiliated investments | | $ | 6,754,549 | |
Affiliated investments | | | — | |
Net change in unrealized appreciation/depreciation on: | | | | |
Unaffiliated investments | | | 3,178,416 | |
Affiliated investments | | | (716 | ) |
Net gain on investments | | | 9,932,249 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 11,421,619 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
(This Page Intentionally Left Blank.)
STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 1,489,370 | | | $ | 2,609,181 | |
Net realized gain on investments | | | 6,754,549 | | | | 17,838,930 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 3,177,700 | | | | (10,483,828 | ) |
Net increase in net assets resulting from operations | | | 11,421,619 | | | | 9,964,283 | |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (9,099,004 | ) | | | (8,985,666 | ) |
Distributable earnings – Institutional Class | | | (7,685,326 | ) | | | (7,053,813 | ) |
Total distributions | | | (16,784,330 | ) | | | (16,039,479 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 3,000,413 | | | | 7,048,624 | |
Proceeds from shares subscribed – Institutional Class | | | 6,836,331 | | | | 13,307,380 | |
Dividends reinvested – Investor Class | | | 8,860,237 | | | | 8,738,463 | |
Dividends reinvested – Institutional Class | | | 6,099,845 | | | | 5,575,964 | |
Cost of shares redeemed – Investor Class | | | (24,777,938 | ) | | | (46,331,304 | ) |
Cost of shares redeemed – Institutional Class | | | (20,673,386 | ) | | | (29,143,836 | ) |
Net decrease in net assets derived | | | | | | | | |
from capital share transactions | | | (20,654,498 | ) | | | (40,804,709 | ) |
TOTAL DECREASE IN NET ASSETS | | | (26,017,209 | ) | | | (46,879,905 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 219,183,452 | | | | 266,063,357 | |
End of period | | $ | 193,166,243 | | | $ | 219,183,452 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 201,365 | | | | 438,224 | |
Shares sold – Institutional Class | | | 486,855 | | | | 882,622 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 614,997 | | | | 550,174 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 448,745 | | | | 371,576 | |
Shares redeemed – Investor Class | | | (1,671,725 | ) | | | (2,885,470 | ) |
Shares redeemed – Institutional Class | | | (1,487,369 | ) | | | (1,918,909 | ) |
Net decrease in shares outstanding | | | (1,407,132 | ) | | | (2,561,783 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 15.82 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.09 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.79 | |
Total from investment operations | | | 0.88 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.08 | ) |
Dividends from net realized gains | | | (1.13 | ) |
Total distributions | | | (1.21 | ) |
Net asset value, end of period | | $ | 15.49 | |
| | | | |
TOTAL RETURN | | | 6.24 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 105.53 | |
Ratio of expenses to average net assets | | | 1.45 | %(3) |
Ratio of net investment income to average net assets | | | 1.32 | %(3) |
Portfolio turnover rate(4) | | | 6 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 16.24 | | | $ | 15.61 | | | $ | 16.15 | | | $ | 16.68 | | | $ | 15.77 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.16 | | | | 0.14 | | | | 0.14 | | | | 0.13 | | | | 0.16 | |
| 0.40 | | | | 1.95 | | | | (0.16 | ) | | | 0.11 | | | | 1.41 | |
| 0.56 | | | | 2.09 | | | | (0.02 | ) | | | 0.24 | | | | 1.57 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.14 | ) | | | (0.12 | ) | | | (0.13 | ) | | | (0.13 | ) | | | (0.16 | ) |
| (0.84 | ) | | | (1.34 | ) | | | (0.39 | ) | | | (0.64 | ) | | | (0.50 | ) |
| (0.98 | ) | | | (1.46 | ) | | | (0.52 | ) | | | (0.77 | ) | | | (0.66 | ) |
$ | 15.82 | | | $ | 16.24 | | | $ | 15.61 | | | $ | 16.15 | | | $ | 16.68 | |
| | | | | | | | | | | | | | | | | | |
| 3.44 | % | | | 14.16 | % | | | (0.12 | )% | | | 1.43 | % | | | 10.28 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 121.32 | | | $ | 155.33 | | | $ | 202.04 | | | $ | 292.84 | | | $ | 284.45 | |
| 1.42 | % | | | 1.43 | % | | | 1.43 | % | | | 1.38 | % | | | 1.33 | % |
| 0.89 | % | | | 0.78 | % | | | 0.84 | % | | | 0.83 | % | | | 1.01 | % |
| 18 | % | | | 15 | % | | | 24 | % | | | 39 | % | | | 28 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 14.93 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.12 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.75 | |
Total from investment operations | | | 0.87 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.13 | ) |
Dividends from net realized gains | | | (1.07 | ) |
Total distributions | | | (1.20 | ) |
Net asset value, end of period | | $ | 14.60 | |
| | | | |
TOTAL RETURN | | | 6.47 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 87.63 | |
Ratio of expenses to average net assets | | | 1.04 | %(3) |
Ratio of net investment income to average net assets | | | 1.73 | %(3) |
Portfolio turnover rate(4) | | | 6 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 15.34 | | | $ | 14.76 | | | $ | 15.28 | | | $ | 15.80 | | | $ | 14.97 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.19 | | | | 0.16 | | | | 0.18 | | | | 0.19 | | | | 0.20 | |
| 0.39 | | | | 1.87 | | | | (0.13 | ) | | | 0.09 | | | | 1.33 | |
| 0.58 | | | | 2.03 | | | | 0.05 | | | | 0.28 | | | | 1.53 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.20 | ) | | | (0.18 | ) | | | (0.20 | ) | | | (0.19 | ) | | | (0.20 | ) |
| (0.79 | ) | | | (1.27 | ) | | | (0.37 | ) | | | (0.61 | ) | | | (0.50 | ) |
| (0.99 | ) | | | (1.45 | ) | | | (0.57 | ) | | | (0.80 | ) | | | (0.70 | ) |
$ | 14.93 | | | $ | 15.34 | | | $ | 14.76 | | | $ | 15.28 | | | $ | 15.80 | |
| | | | | | | | | | | | | | | | | | |
| 3.86 | % | | | 14.60 | % | | | 0.30 | % | | | 1.75 | % | | | 10.60 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 97.86 | | | $ | 110.74 | | | $ | 129.91 | | | $ | 168.84 | | | $ | 102.10 | |
| 1.02 | % | | | 1.05 | % | | | 1.03 | % | | | 1.04 | % | | | 1.05 | % |
| 1.28 | % | | | 1.16 | % | | | 1.23 | % | | | 1.18 | % | | | 1.29 | % |
| 18 | % | | | 15 | % | | | 24 | % | | | 39 | % | | | 28 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Equity and Income Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is long-term capital growth and current income. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
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b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
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c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
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e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
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f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
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g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
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h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
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i). | REIT Equity Securities – The Fund may invest in the equity securities of real estate investment trusts (REITs). Distributions received from REITs may be classified as dividends, capital gains, or return of capital. Investments in REITs may require the Fund to accrue and distribute income not yet received. To generate sufficient cash to make the requisite distributions, the Fund may be required to sell securities in its portfolio (including when it is not advantageous to do so) that it otherwise would have continued to hold. At other times, investments in a REIT may result in the Fund’s receipt of cash in excess of the REIT’s earnings. If the Fund distributes these amounts, these distributions could constitute a return of capital to Fund shareholders for U.S. federal income tax purposes. Dividends received by the Fund from a REIT generally will not constitute qualified dividend income and will not qualify for the dividends-received deduction. |
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j). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for |
HENNESSY FUNDS | 1-800-966-4354 | |
| Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
NOTES TO THE FINANCIAL STATEMENTS |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
HENNESSY FUNDS | 1-800-966-4354 | |
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $8,390,294 and $45,453,777, respectively.
Purchases and sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019, were $1,498,770 and $2,154,541, respectively.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor oversees the provision of investment advice and furnishes office space, facilities, and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.80%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Advisor has delegated the day-to-day management of the equity allocation of the Fund to a sub-advisor, The London Company of Virginia, LLC and has delegated the day-to-day management of the fixed income allocation of the Fund to a sub-advisor, FCI Advisors. The Advisor pays the sub-advisory fees from its own assets, and these fees are not an additional expense of the Fund. During the six months ended April 30, 2019, the Advisor (not the Fund) paid a sub-advisory fee at the rate of 0.33% of the daily net assets of the equity allocation and 0.27% of the daily net assets of the fixed income allocation.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain
HENNESSY FUNDS | 1-800-966-4354 | |
general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $425 and 5.25%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $77,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 192,870,478 | |
| Gross tax unrealized appreciation | | $ | 30,737,666 | |
| Gross tax unrealized depreciation | | | (4,551,004 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 26,186,662 | |
| Undistributed ordinary income | | $ | 240,336 | |
| Undistributed long-term capital gains | | | 15,240,944 | |
| Total distributable earnings | | $ | 15,481,280 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 41,667,942 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 1,543,337 | | | $ | 2,623,910 | |
| Long-term capital gain | | | 15,240,993 | | | | 13,415,569 | |
| | | $ | 16,784,330 | | | $ | 16,039,479 | |
(1) Ordinary income includes short-term capital gain.
NOTES TO THE FINANCIAL STATEMENTS |
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,062.40 | $7.41 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,017.60 | $7.25 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,064.70 | $5.32 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.64 | $5.21 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.45% for Investor Class shares or 1.04% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 100.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
Board Approval of Investment Advisory
Agreements
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”) and the sub-advisory agreement for the equity allocation of the Fund between the Advisor and The London Company, LLC, and the sub-advisory agreement for the fixed income allocation of the Fund between the Advisor and FCI Advisors (with The London Company, LLC and FCI Advisors, each herein referred to individually as a “Sub-Advisor” and together as the “Sub-Advisors”). As part of the process of approving the continuation of the advisory and sub-advisory agreements, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory and sub-advisory agreements. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory and sub-advisory agreements.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory and sub-advisory agreements. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory and sub-advisory agreements and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory and sub-advisory agreements and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor and the Sub-Advisors to the Fund and the distinction between the Advisor-provided services and the Sub-Advisor-provided services; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | Summaries of the key terms of the advisory agreement and sub-advisory agreements; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q; |
| | |
| (9) | A completed questionnaire from each Sub-Advisor and a summary thereof; |
| | |
| (10) | Summaries of each Sub-Advisor’s questionnaire and relevant information from such Sub-Advisor’s Form ADV Parts I and II; |
| | |
| (11) | Each Sub-Advisor’s Code of Ethics; and |
| | |
| (12) | Financial information for the holding company of each Sub-Advisor. |
HENNESSY FUNDS | 1-800-966-4354 | |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory and sub-advisory agreements. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
Prior to approving the continuation of the advisory and sub-advisory agreements, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor and the Sub-Advisors; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor and the Sub-Advisors; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor and the Sub-Advisors from serving as an investment advisor to the Fund (other than the advisory and sub-advisory fees). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor oversees the Sub-Advisors for the Fund, and the Sub-Advisors act as the portfolio managers for the Fund. |
| | | |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Sub-Advisors and the Fund’s other service providers, conducts on-site visits to the Sub-Advisors and the Fund’s other service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
| | (e) | The Advisor oversees the selection and continued employment of each Sub-Advisor, reviews the Fund’s investment performance, and monitors each Sub-Advisor’s adherence to the Fund’s investment objectives, policies, and restrictions. |
| | | |
| | (f) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (g) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
| | | |
| | (h) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (i) | For each annual report of the Fund, the Advisor reviews the written summaries prepared by the Sub-Advisors of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (j) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (k) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (l) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (m) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees considered the services identified below that are provided by each Sub-Advisor: |
| | (a) | Each Sub-Advisor acts as the portfolio manager for the Fund. In this capacity, each Sub-Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | Each Sub-Advisor ensures that its compliance program includes policies and procedures relevant to the Fund and the Sub-Advisor’s duties as a portfolio manager to the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (c) | For each annual report of the Fund, each Sub-Advisor prepares a written summary of the Fund’s performance (with respect to the equity allocation or the fixed income allocation, as applicable) during the most recent 12-month period. |
| | | |
| | (d) | Each Sub-Advisor provides a quarterly compliance certification to the Board regarding trading and allocation practices, supervisory matters, the Sub-Advisor’s compliance program (including its code of ethics), compliance with the Fund’s policies, and general firm updates. |
| (3) | The Trustees considered the distinction between the services performed by the Advisor and the Sub-Advisors. The Trustees noted that the management of the Fund, including the oversight of the Sub-Advisors, involves more comprehensive and substantive duties than the duties of the Sub-Advisors. Specifically, the Trustees considered the lists of services identified above and concluded that the services performed by the Advisor for the Fund require a higher level of service and oversight than the services performed by the Sub-Advisors. Based on this determination, the Trustees concluded that the differential in advisory fees between the Advisor and the Sub-Advisors is reasonable. |
| | |
| (4) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor and the Sub-Advisors manage the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (5) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (6) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees determined that it did not appear that the Advisor was realizing significant economies of scale and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
| (7) | The Trustees considered the profitability of the Advisor and the Sub-Advisors, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor and the Sub-Advisors are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (8) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (9) | The Trustees considered any benefits to the Advisor and the Sub-Advisors from serving as an advisor to the Fund (other than the advisory and sub-advisory fees). The Trustees noted that the Advisor and the Sub-Advisors may derive ancillary benefits from, by way of example, their association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor and the Sub-Advisors from their relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ findings that (i) the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s and the Sub-Advisors’ own efforts in the performance of their duties under the advisory and sub-advisory agreements and (ii) although the Sub-Advisors could derive benefits from the conversion of Fund shareholders into separate account clients, the Fund also could benefit from potential institutional shareholders who might choose to invest in the Fund. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor and the Sub-Advisors, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s and the Sub-Advisors’ written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory and sub-advisory agreements.
HENNESSY FUNDS | 1-800-966-4354 | |
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For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY BALANCED FUND
Investor Class HBFBX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
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Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 8 |
Statement of Operations | 9 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 14 |
Expense Example | 22 |
Proxy Voting Policy and Proxy Voting Records | 24 |
Availability of Quarterly Portfolio Schedule | 24 |
Federal Tax Distribution Information | 24 |
Important Notice Regarding Delivery of Shareholder Documents | 24 |
Electronic Delivery | 24 |
Board Approval of Investment Advisory Agreement | 25 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Balanced Fund (HBFBX) | 5.33% | 7.23% | 4.90% | 7.52% |
| 50/50 Blended DJIA/Treasury Index | 4.55% | 7.79% | 6.77% | 8.03% |
| Dow Jones Industrial Average | 7.14% | 12.63% | 12.60% | 15.43% |
Expense ratio: 1.85%
(1) Periods of less than one year are not annualized.
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The 50/50 Blended DJIA/Treasury Index consists of 50% common stocks represented by the Dow Jones Industrial Average and 50% short-duration Treasury securities represented by the ICE BofAML 1-Year U.S. Treasury Note Index. The Dow Jones Industrial Average is commonly used to measure the performance of U.S. stocks. The ICE BofAML 1-Year U.S. Treasury Note Index comprises Treasury securities maturing in approximately one year. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
The expense ratio presented is from the most recent prospectus. The expense ratio for the current reporting period is available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY BALANCED FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
International Business Machines Corp. | 5.07% |
Exxon Mobil Corp. | 4.82% |
Chevron Corp. | 4.52% |
JPMorgan Chase & Co. | 4.33% |
The Coca-Cola Co. | 4.29% |
Verizon Communications, Inc. | 4.26% |
Merck & Co., Inc. | 4.23% |
Cisco Systems, Inc. | 3.95% |
Pfizer, Inc. | 3.94% |
The Procter & Gamble Co. | 3.47% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 47.11% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 4.26% | | | | | | | | | |
Verizon Communications, Inc. | | | 9,500 | | | $ | 543,305 | | | | 4.26 | % |
| | | | | | | | | | | | |
Consumer Staples – 8.35% | | | | | | | | | | | | |
The Coca-Cola Co. | | | 11,150 | | | | 547,019 | | | | 4.29 | % |
The Procter & Gamble Co. | | | 4,150 | | | | 441,892 | | | | 3.47 | % |
Walgreens Boots Alliance, Inc. | | | 1,400 | | | | 74,998 | | | | 0.59 | % |
| | | | | | | 1,063,909 | | | | 8.35 | % |
| | | | | | | | | | | | |
Energy – 9.34% | | | | | | | | | | | | |
Chevron Corp. | | | 4,800 | | | | 576,288 | | | | 4.52 | % |
Exxon Mobil Corp. | | | 7,650 | | | | 614,142 | | | | 4.82 | % |
| | | | | | | 1,190,430 | | | | 9.34 | % |
| | | | | | | | | | | | |
Financials – 4.33% | | | | | | | | | | | | |
JPMorgan Chase & Co. | | | 4,750 | | | | 551,238 | | | | 4.33 | % |
| | | | | | | | | | | | |
Health Care – 8.17% | | | | | | | | | | | | |
Merck & Co., Inc. | | | 6,850 | | | | 539,163 | | | | 4.23 | % |
Pfizer, Inc. | | | 12,350 | | | | 501,534 | | | | 3.94 | % |
| | | | | | | 1,040,697 | | | | 8.17 | % |
| | | | | | | | | | | | |
Industrials – 0.91% | | | | | | | | | | | | |
3M Co. | | | 400 | | | | 75,804 | | | | 0.59 | % |
General Electric Co. | | | 3,950 | | | | 40,171 | | | | 0.32 | % |
| | | | | | | 115,975 | | | | 0.91 | % |
| | | | | | | | | | | | |
Information Technology – 11.16% | | | | | | | | | | | | |
Cisco Systems, Inc. | | | 8,988 | | | | 502,879 | | | | 3.95 | % |
Intel Corp. | | | 5,350 | | | | 273,064 | | | | 2.14 | % |
International Business Machines Corp. | | | 4,600 | | | | 645,242 | | | | 5.07 | % |
| | | | | | | 1,421,185 | | | | 11.16 | % |
| | | | | | | | | | | | |
Materials – 0.59% | | | | | | | | | | | | |
DowDuPont, Inc. | | | 1,950 | | | | 74,977 | | | | 0.59 | % |
| | | | | | | | | | | | |
Total Common Stocks | | | | | | | | | | | | |
(Cost $4,961,668) | | | | | | | 6,001,716 | | | | 47.11 | % |
The accompanying notes are an integral part of these financial statements.
SHORT-TERM INVESTMENTS – 52.33% | | Number of Shares/ | | | | | | % of | |
| | Par Amount | | | Value | | | Net Assets | |
Money Market Funds – 2.66% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (a) | | | 339,393 | | | $ | 339,393 | | | | 2.66 | % |
| | | | | | | | | | | | |
U.S. Treasury Bills – 49.67% | | | | | | | | | | | | |
2.395%, 05/23/2019 (b) | | | 1,000,000 | | | | 998,668 | | | | 7.84 | % |
2.410%, 06/20/2019 (b) | | | 800,000 | | | | 797,483 | | | | 6.26 | % |
2.380%, 07/18/2019 (b) | | | 400,000 | | | | 397,947 | | | | 3.12 | % |
2.380%, 11/07/2019 (b) | | | 700,000 | | | | 691,281 | | | | 5.43 | % |
2.635%, 12/05/2019 (b) | | | 1,000,000 | | | | 986,103 | | | | 7.74 | % |
2.515%, 01/30/2020 (b) | | | 2,500,000 | | | | 2,455,889 | | | | 19.28 | % |
| | | | | | | 6,327,371 | | | | 49.67 | % |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $6,661,195) | | | | | | | 6,666,764 | | | | 52.33 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $11,622,863) – 99.44% | | | | | | | 12,668,480 | | | | 99.44 | % |
Other Assets in Excess of Liabilities – 0.56% | | | | | | | 71,143 | | | | 0.56 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 12,739,623 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
(b) | The rate listed is the discount rate at issue. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 543,305 | | | $ | — | | | $ | — | | | $ | 543,305 | |
Consumer Staples | | | 1,063,909 | | | | — | | | | — | | | | 1,063,909 | |
Energy | | | 1,190,430 | | | | — | | | | — | | | | 1,190,430 | |
Financials | | | 551,238 | | | | — | | | | — | | | | 551,238 | |
Health Care | | | 1,040,697 | | | | — | | | | — | | | | 1,040,697 | |
Industrials | | | 115,975 | | | | — | | | | — | | | | 115,975 | |
Information Technology | | | 1,421,185 | | | | — | | | | — | | | | 1,421,185 | |
Materials | | | 74,977 | | | | — | | | | — | | | | 74,977 | |
Total Common Stocks | | $ | 6,001,716 | | | $ | — | | | $ | — | | | $ | 6,001,716 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 339,393 | | | $ | — | | | $ | — | | | $ | 339,393 | |
U.S. Treasury Bills | | | — | | | | 6,327,371 | | | | — | | | | 6,327,371 | |
Total Short-Term Investments | | $ | 339,393 | | | $ | 6,327,371 | | | $ | — | | | $ | 6,666,764 | |
Total Investments | | $ | 6,341,109 | | | $ | 6,327,371 | | | $ | — | | | $ | 12,668,480 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $11,622,863) | | $ | 12,668,480 | |
Dividends and interest receivable | | | 10,918 | |
Receivable for securities sold | | | 342,322 | |
Receivable for fund shares sold | | | 80 | |
Prepaid expenses and other assets | | | 18,247 | |
Total assets | | | 13,040,047 | |
| | | | |
LIABILITIES: | | | | |
Payable for securities purchased | | | 224,815 | |
Payable to advisor | | | 6,383 | |
Payable to auditor | | | 11,590 | |
Accrued distribution fees | | | 46,178 | |
Accrued service fees | | | 1,064 | |
Accrued trustees fees | | | 4,286 | |
Accrued expenses and other payables | | | 6,108 | |
Total liabilities | | | 300,424 | |
NET ASSETS | | $ | 12,739,623 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 11,627,966 | |
Total distributable earnings | | | 1,111,657 | |
Total net assets | | $ | 12,739,623 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 12,739,623 | |
Shares issued and outstanding | | | 1,030,611 | |
Net asset value, offering price, and redemption price per share | | $ | 12.36 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income | | $ | 109,033 | |
Interest income | | | 76,500 | |
Total investment income | | | 185,533 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 38,038 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 10,944 | |
Federal and state registration fees | | | 10,533 | |
Trustees’ fees and expenses | | | 8,323 | |
Distribution fees – Investor Class (See Note 5) | | | 9,509 | |
Service fees – Investor Class (See Note 5) | | | 6,339 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 5,993 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 3,804 | |
Reports to shareholders | | | 2,296 | |
Interest expense (See Note 7) | | | 2 | |
Other expenses | | | 2,080 | |
Total expenses | | | 110,707 | |
NET INVESTMENT INCOME | | $ | 74,826 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain on investments | | $ | 64,007 | |
Net change in unrealized appreciation/depreciation on investments | | | 531,512 | |
Net gain on investments | | | 595,519 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 670,345 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
(This Page Intentionally Left Blank.)
STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 74,826 | | | $ | 83,332 | |
Net realized gain on investments | | | 64,007 | | | | 591,543 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 531,512 | | | | (256,449 | ) |
Net increase in net assets resulting from operations | | | 670,345 | | | | 418,426 | |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (617,688 | ) | | | (931,750 | ) |
Total distributions | | | (617,688 | ) | | | (931,750 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 1,768,438 | | | | 501,087 | |
Dividends reinvested – Investor Class | | | 610,303 | | | | 914,566 | |
Cost of shares redeemed – Investor Class | | | (1,312,346 | ) | | | (1,520,707 | ) |
Net increase (decrease) in net assets derived | | | | | | | | |
from capital share transactions | | | 1,066,395 | | | | (105,054 | ) |
TOTAL INCREASE (DECREASE) IN NET ASSETS | | | 1,119,052 | | | | (618,378 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 11,620,571 | | | | 12,238,949 | |
End of period | | $ | 12,739,623 | | | $ | 11,620,571 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 145,029 | | | | 39,254 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 51,201 | | | | 75,304 | |
Shares redeemed – Investor Class | | | (107,331 | ) | | | (123,009 | ) |
Net increase (decrease) in shares outstanding | | | 88,899 | | | | (8,451 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 12.34 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.07 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.56 | |
Total from investment operations | | | 0.63 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.06 | ) |
Dividends from net realized gains | | | (0.55 | ) |
Total distributions | | | (0.61 | ) |
Net asset value, end of period | | $ | 12.36 | |
| | | | |
TOTAL RETURN | | | 5.33 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 12.74 | |
Ratio of expenses to average net assets | | | 1.75 | %(3) |
Ratio of net investment income to average net assets | | | 1.18 | %(3) |
Portfolio turnover rate | | | 22 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 12.88 | | | $ | 12.68 | | | $ | 12.37 | | | $ | 12.98 | | | $ | 12.90 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.09 | | | | 0.06 | | | | 0.04 | | | | 0.03 | | | | 0.02 | |
| 0.33 | | | | 1.09 | | | | 0.58 | | | | (0.01 | ) | | | 0.51 | |
| 0.42 | | | | 1.15 | | | | 0.62 | | | | 0.02 | | | | 0.53 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.08 | ) | | | (0.05 | ) | | | (0.04 | ) | | | (0.03 | ) | | | (0.01 | ) |
| (0.88 | ) | | | (0.90 | ) | | | (0.27 | ) | | | (0.60 | ) | | | (0.44 | ) |
| (0.96 | ) | | | (0.95 | ) | | | (0.31 | ) | | | (0.63 | ) | | | (0.45 | ) |
$ | 12.34 | | | $ | 12.88 | | | $ | 12.68 | | | $ | 12.37 | | | $ | 12.98 | |
| | | | | | | | | | | | | | | | | | |
| 3.46 | % | | | 9.56 | % | | | 5.20 | % | | | 0.11 | % | | | 4.26 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 11.62 | | | $ | 12.24 | | | $ | 12.08 | | | $ | 11.63 | | | $ | 12.54 | |
| 1.84 | % | | | 1.82 | % | | | 1.68 | % | | | 1.68 | % | | | 1.75 | % |
| 0.70 | % | | | 0.45 | % | | | 0.33 | % | | | 0.20 | % | | | 0.17 | % |
| 21 | % | | | 31 | % | | | 51 | % | | | 34 | % | | | 23 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Balanced Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is a combination of capital appreciation and current income. The Fund is a non-diversified fund and offers Investor Class shares.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
| |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. |
NOTES TO THE FINANCIAL STATEMENTS |
| Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. |
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e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
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f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
HENNESSY FUNDS | 1-800-966-4354 | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
| |
| The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a |
NOTES TO THE FINANCIAL STATEMENTS |
significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $1,349,176 and $1,520,830, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.60%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Board has approved a Shareholder Servicing Agreement for the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
HENNESSY FUNDS | 1-800-966-4354 | |
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain
NOTES TO THE FINANCIAL STATEMENTS |
general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $72 and 5.50%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $13,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 11,194,398 | |
| Gross tax unrealized appreciation | | $ | 888,065 | |
| Gross tax unrealized depreciation | | | (385,166 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 502,899 | |
| Undistributed ordinary income | | $ | 7,891 | |
| Undistributed long-term capital gains | | | 548,210 | |
| Total distributable earnings | | $ | 556,101 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 1,059,000 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 69,469 | | | $ | 144,183 | |
| Long-term capital gain | | | 548,219 | | | | 787,567 | |
| | | $ | 617,688 | | | $ | 931,750 | |
(1) Ordinary income includes short-term capital gain.
HENNESSY FUNDS | 1-800-966-4354 | |
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
NOTES TO THE FINANCIAL STATEMENTS |
(This Page Intentionally Left Blank.)
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,053.30 | $8.91 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,016.12 | $8.75 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.75%, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 100.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 43.12%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor to the Fund; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | A summary of the key terms of the advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
HENNESSY FUNDS | 1-800-966-4354 | |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
HENNESSY FUNDS | 1-800-966-4354 | |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
(This Page Intentionally Left Blank.)
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY BP ENERGY FUND
Investor Class HNRGX
Institutional Class HNRIX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 12 |
Financial Highlights | 14 |
Notes to the Financial Statements | 18 |
Expense Example | 26 |
Proxy Voting Policy and Proxy Voting Records | 28 |
Availability of Quarterly Portfolio Schedule | 28 |
Important Notice Regarding Delivery of Shareholder Documents | 28 |
Electronic Delivery | 28 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Since Inception |
| | Months(1) | Year | Years | (12/31/13)
|
| Hennessy BP Energy Fund – | | | | |
| Investor Class (HNRGX) | -5.68% | -18.99% | -4.80% | -2.22% |
| Hennessy BP Energy Fund – | | | | |
| Institutional Class (HNRIX) | -5.57% | -18.74% | -4.55% | -1.98% |
| S&P 500® Energy Index | 0.07% | -7.29% | -3.76% | -2.47% |
| S&P North American Natural | | | | |
| Resources Sector Index | 1.45% | -9.11% | -4.95% | -3.36% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 11.40% |
Expense ratios: 1.82% (Investor Class); 1.57% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for periods on or prior to October 26, 2018, is that of the BP Capital TwinLine Energy Fund.
The S&P 500® Energy Index is commonly used to measure the performance of U.S. stocks in the Energy Sector. The S&P North American Natural Resources Sector Index is commonly used to measure the performance of U.S. stocks in the Energy and Materials sectors. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY BP ENERGY FUND
(% of Total Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % TOTAL ASSETS |
Diamondback Energy, Inc. | 3.96% |
Marathon Petroleum Corp. | 3.77% |
Valero Energy Corp. | 3.75% |
Parsley Energy, Inc., Class A | 3.74% |
Energy Transfer LP | 3.72% |
WPX Energy, Inc. | 3.66% |
Delek U.S. Holdings, Inc. | 3.59% |
Concho Resources, Inc. | 3.51% |
The Williams Companies, Inc. | 3.46% |
Targa Resources Corp. | 3.29% |
Note: The Fund concentrates its investments in the Energy industry. For presentation purposes, the Fund uses custom categories.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 82.99% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Building Materials – 2.59% | | | | | | | | | |
Summit Materials, Inc., – Class A (a) | | | 105,200 | | | $ | 1,843,104 | | | | 2.59 | % |
| | | | | | | | | | | | |
Chemicals – 4.59% | | | | | | | | | | | | |
Huntsman Corp. | | | 73,917 | | | | 1,643,914 | | | | 2.31 | % |
Westlake Chemical Corp. | | | 23,338 | | | | 1,627,826 | | | | 2.28 | % |
| | | | | | | 3,271,740 | | | | 4.59 | % |
| | | | | | | | | | | | |
Downstream – 11.16% | | | | | | | | | | | | |
Delek U.S. Holdings, Inc. | | | 69,416 | | | | 2,572,557 | | | | 3.60 | % |
Marathon Petroleum Corp. | | | 44,379 | | | | 2,701,350 | | | | 3.79 | % |
Valero Energy Corp. | | | 29,650 | | | | 2,688,069 | | | | 3.77 | % |
| | | | | | | 7,961,976 | | | | 11.16 | % |
| | | | | | | | | | | | |
Exploration & Production – 34.57% | | | | | | | | | | | | |
Antero Resources Corp. (a) | | | 99,890 | | | | 724,202 | | | | 1.01 | % |
Callon Petroleum Co. (a) | | | 207,991 | | | | 1,562,012 | | | | 2.19 | % |
Concho Resources, Inc. | | | 21,783 | | | | 2,513,323 | | | | 3.52 | % |
Continental Resources, Inc. (a) | | | 46,302 | | | | 2,129,429 | | | | 2.99 | % |
Diamondback Energy, Inc. | | | 26,644 | | | | 2,834,655 | | | | 3.97 | % |
Encana Corp. (b) | | | 245,715 | | | | 1,702,805 | | | | 2.39 | % |
Marathon Oil Corp. | | | 136,147 | | | | 2,319,945 | | | | 3.25 | % |
Oasis Petroleum, Inc. (a) | | | 220,845 | | | | 1,347,155 | | | | 1.89 | % |
Occidental Petroleum Corp. | | | 37,763 | | | | 2,223,485 | | | | 3.12 | % |
Parsley Energy, Inc., Class A (a) | | | 134,229 | | | | 2,679,211 | | | | 3.76 | % |
Pioneer Natural Resources Co. | | | 12,017 | | | | 2,000,350 | | | | 2.80 | % |
WPX Energy, Inc. (a) | | | 188,806 | | | | 2,622,515 | | | | 3.68 | % |
| | | | | | | 24,659,087 | | | | 34.57 | % |
| | | | | | | | | | | | |
Industrials – 2.52% | | | | | | | | | | | | |
Greenbrier Companies, Inc. | | | 50,663 | | | | 1,800,056 | | | | 2.52 | % |
| | | | | | | | | | | | |
Metals & Mining – 5.42% | | | | | | | | | | | | |
Alcoa Corp. (a) | | | 70,968 | | | | 1,893,426 | | | | 2.65 | % |
Newmont Mining Corp | | | 63,550 | | | | 1,973,863 | | | | 2.77 | % |
| | | | | | | 3,867,289 | | | | 5.42 | % |
| | | | | | | | | | | | |
Midstream – 6.78% | | | | | | | | | | | | |
Targa Resources Corp. | | | 58,675 | | | | 2,355,801 | | | | 3.30 | % |
The Williams Companies, Inc. | | | 87,554 | | | | 2,480,405 | | | | 3.48 | % |
| | | | | | | 4,836,206 | | | | 6.78 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Oil Services – 15.36% | | | | | | | | | |
Fluor Corp. | | | 26,452 | | | $ | 1,050,938 | | | | 1.48 | % |
Forum Energy Technologies, Inc. (a) | | | 88,535 | | | | 529,439 | | | | 0.74 | % |
Halliburton Co. | | | 65,742 | | | | 1,862,471 | | | | 2.61 | % |
MRC Global, Inc. (a) | | | 118,875 | | | | 2,060,104 | | | | 2.89 | % |
Patterson-UTI Energy, Inc. | | | 147,060 | | | | 1,998,546 | | | | 2.80 | % |
ProPetro Holding Corp. (a) | | | 79,839 | | | | 1,766,837 | | | | 2.48 | % |
Quanta Services, Inc. | | | 41,474 | | | | 1,683,844 | | | | 2.36 | % |
| | | | | | | 10,952,179 | | | | 15.36 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $64,735,016) | | | | | | | 59,191,637 | | | | 82.99 | % |
| | | | | | | | | | | | |
PARTNERSHIPS & TRUSTS – 11.93% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Midstream – 11.93% | | | | | | | | | | | | |
Energy Transfer LP | | | 176,256 | | | | 2,664,987 | | | | 3.74 | % |
Enterprise Products Partners LP | | | 74,879 | | | | 2,143,786 | | | | 3.00 | % |
MPLX LP | | | 48,794 | | | | 1,574,094 | | | | 2.21 | % |
Plains All American Pipeline LP | | | 91,740 | | | | 2,123,781 | | | | 2.98 | % |
| | | | | | | 8,506,648 | | | | 11.93 | % |
Total Partnerships & Trusts | | | | | | | | | | | | |
(Cost $8,407,817) | | | | | | | 8,506,648 | | | | 11.93 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
SHORT-TERM INVESTMENTS – 4.84% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 4.84% | | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds, | | | | | | | | | |
Government Portfolio, 2.34% (c) | | | 3,451,931 | | | $ | 3,451,931 | | | | 4.84 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $3,451,931) | | | | | | | 3,451,931 | | | | 4.84 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $76,594,764) – 99.76% | | | | | | | 71,150,216 | | | | 99.76 | % |
Other Assets in Excess of Liabilities – 0.24% | | | | | | | 172,779 | | | | 0.24 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 71,322,995 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | Non-income-producing security. |
(b) | U.S.-traded security of a foreign corporation. |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Building Materials | | $ | 1,843,104 | | | $ | — | | | $ | — | | | $ | 1,843,104 | |
Chemicals | | | 3,271,740 | | | | — | | | | — | | | | 3,271,740 | |
Downstream | | | 7,961,976 | | | | — | | | | — | | | | 7,961,976 | |
Exploration & Production | | | 24,659,087 | | | | — | | | | — | | | | 24,659,087 | |
Industrials | | | 1,800,056 | | | | — | | | | — | | | | 1,800,056 | |
Metals & Mining | | | 3,867,289 | | | | — | | | | — | | | | 3,867,289 | |
Midstream | | | 4,836,206 | | | | — | | | | — | | | | 4,836,206 | |
Oil Services | | | 10,952,179 | | | | — | | | | — | | | | 10,952,179 | |
Total Common Stocks | | $ | 59,191,637 | | | $ | — | | | $ | — | | | $ | 59,191,637 | |
Partnerships & Trusts | | | | | | | | | | | | | | | | |
Midstream | | $ | 8,506,648 | | | $ | — | | | $ | — | | | $ | 8,506,648 | |
Total Partnerships & Trusts | | $ | 8,506,648 | | | $ | — | | | $ | — | | | $ | 8,506,648 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 3,451,931 | | | $ | — | | | $ | — | | | $ | 3,451,931 | |
Total Short-Term Investments | | $ | 3,451,931 | | | $ | — | | | $ | — | | | $ | 3,451,931 | |
Total Investments | | $ | 71,150,216 | | | $ | — | | | $ | — | | | $ | 71,150,216 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $76,594,764) | | $ | 71,150,216 | |
Dividends and interest receivable | | | 17,072 | |
Return of capital receivable | | | 119,180 | |
Receivable for fund shares sold | | | 15,660 | |
Receivable for securities sold | | | 332,128 | |
Prepaid expenses and other assets | | | 23,590 | |
Total assets | | | 71,657,846 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 190,181 | |
Payable to advisor | | | 76,419 | |
Payable to administrator | | | 8,397 | |
Payable to auditor | | | 12,932 | |
Accrued distribution fees | | | 4,888 | |
Accrued service fees | | | 1,050 | |
Accrued trustees fees | | | 4,480 | |
Accrued expenses and other payables | | | 36,504 | |
Total liabilities | | | 334,851 | |
NET ASSETS | | $ | 71,322,995 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 87,917,756 | |
Total distributable earnings | | | (16,594,761 | ) |
Total net assets | | $ | 71,322,995 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 12,174,365 | |
Shares issued and outstanding | | | 704,484 | |
Net asset value, offering price, and redemption price per share | | $ | 17.28 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 59,148,630 | |
Shares issued and outstanding | | | 3,385,591 | |
Net asset value, offering price, and redemption price per share | | $ | 17.47 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Distributions received from master limited partnerships | | $ | 409,000 | |
Return of capital on distributions received | | | (409,000 | ) |
Dividend income from common stock(1) | | | 478,924 | |
Interest income | | | 20,544 | |
Total investment income | | | 499,468 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 474,285 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 12,554 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 35,296 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 35,777 | |
Federal and state registration fees | | | 17,543 | |
Audit fees | | | 12,932 | |
Compliance expense (See Note 5) | | | 12,851 | |
Distribution fees – Investor Class (See Note 5) | | | 10,760 | |
Reports to shareholders | | | 8,292 | |
Trustees’ fees and expenses | | | 8,242 | |
Interest expense (See Note 7) | | | 8,072 | |
Service fees – Investor Class (See Note 5) | | | 7,173 | |
Legal fees | | | 538 | |
Other expenses | | | 2,495 | |
Total expenses | | | 646,810 | |
NET INVESTMENT LOSS | | $ | (147,342 | ) |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized loss on investments | | $ | (9,503,736 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 2,117,107 | |
Net loss on investments | | | (7,386,629 | ) |
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (7,533,971 | ) |
(1) | Net of foreign taxes withheld of $3,904. |
The accompanying notes are an integral part of these financial statements.
(This Page Intentionally Left Blank.)
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statements of Changes in Net Assets |
OPERATIONS:
Net investment loss
Net realized gain (loss) on investments
Net change in unrealized appreciation/depreciation on investments
Net decrease in net assets resulting from operations
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares subscribed – Investor Class
Proceeds from shares subscribed – Class C(2)
Proceeds from shares subscribed – Institutional Class
Proceeds from shares sold in connection with the conversion of Class C shares into Investor Class shares(2)
Dividends reinvested – Investor Class
Dividends reinvested – Institutional Class
Cost of shares redeemed – Investor Class
Cost of shares redeemed – Class C(2)
Cost of shares redeemed – Institutional Class
Cost of shares redeemed in connection with the conversion of Class C shares into Investor Class shares(2)
Net increase (decrease) in net assets derived from capital share transactions
TOTAL INCREASE (DECREASE) IN NET ASSETS
NET ASSETS:
Beginning of period
End of period
CHANGES IN SHARES OUTSTANDING:
Shares sold – Investor Class
Shares sold – Class C(2)
Shares sold – Institutional Class
Shares sold in connection with the conversion of Class C shares into Investor Class shares(2)
Shares redeemed in connection with the conversion of Class C shares into Investor Class shares(2)
Shares issued to holders as reinvestment of dividends – Institutional Class(2)
Shares redeemed – Investor Class
Shares redeemed – Class C(2)
Shares redeemed – Institutional Class
Net decrease in shares outstanding
(1) | The period ended October 31, 2018, consists of 11 months due to the Fund’s fiscal year end change from November 30 to October 31, effective October 26, 2018. |
(2) | Effective November 28, 2017, Class C shares converted into Class A shares (redesignated as Investor Class shares). |
(3) | Includes accumulated net investment loss of $(3,269,605). |
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF CHANGES IN NET ASSETS |
Six Months Ended | | | | | | | |
April 30, 2019 | | | Eleven Months Ended | | | Year Ended | |
(Unaudited) | | | October 31, 2018(1) | | | November 30, 2017 | |
| | | | | | | |
$ | (147,342 | ) | | $ | (1,016,734 | ) | | $ | (1,504,624 | ) |
| (9,503,736 | ) | | | 12,791,029 | | | | 14,710,227 | |
| 2,117,107 | | | | (15,177,094 | ) | | | (20,430,679 | ) |
| (7,533,971 | ) | | | (3,402,799 | ) | | | (7,225,076 | ) |
| | | | | | | | | | |
| 473,218 | | | | 4,580,057 | | | | 4,800,150 | |
| — | | | | — | | | | 1,716,520 | |
| 13,037,442 | | | | 27,159,764 | | | | 38,623,311 | |
| — | | | | — | | | | 7,420,979 | |
| — | | | | — | | | | — | |
| — | | | | — | | | | — | |
| (5,230,061 | ) | | | (8,125,374 | ) | | | (8,176,184 | ) |
| — | | | | — | | | | (4,155,967 | ) |
| (26,385,647 | ) | | | (68,363,869 | ) | | | (37,713,776 | ) |
| — | | | | — | | | | (7,420,979 | ) |
| (18,105,048 | ) | | | (44,749,422 | ) | | | (4,905,946 | ) |
| (25,639,019 | ) | | | (48,152,221 | ) | | | (12,131,002 | ) |
| | | | | | | | | | |
| 96,962,014 | | | | 145,114,235 | | | | 157,245,257 | |
$ | 71,322,995 | | | $ | 96,962,014 | | | $ | 145,114,235 | (3) |
| | | | | | | | | | |
| 28,185 | | | | 216,063 | | | | 244,584 | |
| — | | | | — | | | | 88,930 | |
| 798,685 | | | | 1,279,785 | | | | 2,010,365 | |
| — | | | | — | | | | 389,181 | |
| — | | | | — | | | | (394,345 | ) |
| — | | | | — | | | | — | |
| (314,486 | ) | | | (389,081 | ) | | | (425,815 | ) |
| — | | | | — | | | | (219,288 | ) |
| (1,673,737 | ) | | | (3,263,694 | ) | | | (1,916,043 | ) |
| (1,161,353 | ) | | | (2,156,927 | ) | | | (222,431 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 18.32 | |
| | | | |
Income from investment operations: | | | | |
Net investment loss(3) | | | (0.05 | ) |
Net realized and unrealized gains (losses) on investments | | | (0.99 | ) |
Total from investment operations | | | (1.04 | ) |
| | | | |
Less distributions: | | | | |
Dividends from net realized gains | | | — | |
Total distributions | | | — | |
Net asset value, end of period | | $ | 17.28 | |
| | | | |
TOTAL RETURN | | | (5.68 | )%(4) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 12.17 | |
Ratio of expenses to average net assets | | | 1.93 | %(5) |
Ratio of net investment loss to average net assets | | | (0.63 | )%(5) |
Portfolio turnover rate(6) | | | 34 | %(4) |
(1) | The period ended October 31, 2018, consists of 11 months due to the Fund’s fiscal year end change from November 30 to October 31, effective October 26, 2018. |
(2) | Fund commenced operations on December 31, 2013. |
(3) | Calculated using the average shares outstanding method. |
(4) | Not annualized. |
(5) | Annualized. |
(6) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Period Ended | | | Year Ended November 30, | | | Period Ended | |
October 31, | | | | | November 30, | |
2018(1) | | | 2017 | | | 2016 | | | 2015 | | | 2014(2) | |
| | | | | | | | | | | | | |
$ | 19.47 | | | $ | 20.54 | | | $ | 16.41 | | | $ | 20.45 | | | $ | 20.00 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.20 | ) | | | (0.23 | ) | | | (0.15 | ) | | | (0.10 | ) | | | (0.11 | ) |
| (0.95 | ) | | | (0.84 | ) | | | 4.28 | | | | (3.46 | ) | | | 0.56 | |
| (1.15 | ) | | | (1.07 | ) | | | 4.13 | | | | (3.56 | ) | | | 0.45 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | — | | | | (0.48 | ) | | | — | |
| — | | | | — | | | | — | | | | (0.48 | ) | | | — | |
$ | 18.32 | | | $ | 19.47 | | | $ | 20.54 | | | $ | 16.41 | | | $ | 20.45 | |
| | | | | | | | | | | | | | | | | | |
| (5.91 | )%(4) | | | (5.21 | )% | | | 25.17 | % | | | (17.57 | )% | | | 2.25 | %(4) |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 18.16 | | | $ | 22.66 | | | $ | 19.64 | | | $ | 18.72 | | | $ | 15.14 | |
| 1.82 | %(5) | | | 1.87 | % | | | 1.89 | % | | | 1.87 | % | | | 1.98 | %(5) |
| (1.05 | )%(5) | | | (1.21 | )% | | | (0.92 | )% | | | (0.51 | )% | | | (0.53 | )%(5) |
| 72 | %(4) | | | 84 | % | | | 83 | % | | | 79 | % | | | 72 | %(4) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 18.50 | |
| | | | |
Income from investment operations: | | | | |
Net investment loss(3) | | | (0.03 | ) |
Net realized and unrealized gains (losses) on investments | | | (1.00 | ) |
Total from investment operations | | | (1.03 | ) |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | — | |
Total distributions | | | — | |
Net asset value, end of period | | $ | 17.47 | |
| | | | |
TOTAL RETURN | | | (5.57 | )%(4) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 59.15 | |
Ratio of expenses to average net assets | | | 1.63 | %(5) |
Ratio of net investment loss to average net assets | | | (0.31 | )%(5) |
Portfolio turnover rate(6) | | | 34 | %(4) |
(1) | The period ended October 31, 2018, consists of 11 months due to the Fund’s fiscal year end change from November 30 to October 31, effective October 26, 2018. |
(2) | Fund commenced operations on December 31, 2013. |
(3) | Calculated using the average shares outstanding method. |
(4) | Not annualized. |
(5) | Annualized. |
(6) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Period Ended | | | Year Ended November 30, | | | Period Ended | |
October 31, | | | | | November 30, | |
2018(1) | | | 2017 | | | 2016 | | | 2015 | | | 2014(2) | |
| | | | | | | | | | | | | |
$ | 19.61 | | | $ | 20.64 | | | $ | 16.46 | | | $ | 20.45 | | | $ | 20.00 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.15 | ) | | | (0.19 | ) | | | (0.11 | ) | | | (0.04 | ) | | | (0.06 | ) |
| (0.96 | ) | | | (0.84 | ) | | | 4.32 | | | | (3.47 | ) | | | 0.51 | |
| (1.11 | ) | | | (1.03 | ) | | | 4.21 | | | | (3.51 | ) | | | 0.45 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | — | | | | (0.03 | ) | | | — | | | | — | |
| — | | | | — | | | | — | | | | (0.48 | ) | | | — | |
| — | | | | — | | | | (0.03 | ) | | | (0.48 | ) | | | — | |
$ | 18.50 | | | $ | 19.61 | | | $ | 20.64 | | | $ | 16.46 | | | $ | 20.45 | |
| | | | | | | | | | | | | | | | | | |
| (5.66 | )%(4) | | | (4.99 | )% | | | 25.61 | % | | | (17.32 | )% | | | 2.25 | %(4) |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 78.81 | | | $ | 122.45 | | | $ | 126.92 | | | $ | 100.05 | | | $ | 68.31 | |
| 1.57 | %(5) | | | 1.62 | % | | | 1.60 | % | | | 1.54 | % | | | 1.73 | %(5) |
| (0.79 | )%(5) | | | (0.98 | )% | | | (0.65 | )% | | | (0.20 | )% | | | (0.28 | )%(5) |
| 72 | %(4) | | | 84 | % | | | 83 | % | | | 79 | % | | | 72 | %(4) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy BP Energy Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. Pursuant to a reorganization that took place after the close of business on October 26, 2018, the Fund is the legal, accounting, and performance information successor to the BP Capital TwinLine Energy Fund (the “Predecessor Fund”). Prior to October 26, 2018, the Fund had no investment operations. As a result of the reorganization, holders of Class A shares of the Predecessor Fund received Investor Class shares of the Fund, and holders of Class I shares of the Predecessor Fund received Institutional Class shares of the Fund. The investment objective of the Fund is to seek total return. The Fund is a diversified fund. Effective October 26, 2018, the Fund changed its fiscal year end from November 30 to October 31.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
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b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes and investments in companies organized as partnerships for tax purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
NOTES TO THE FINANCIAL STATEMENTS |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
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d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. Distributions received from the Fund’s investments in master limited partnerships (“MLPs”) generally are comprised of ordinary income, capital gains, and return of capital. The Fund records investment income on the ex-date of the distributions. For financial statement purposes, the Fund uses return of capital and income estimates to allocate the dividend income received. Such estimates are based on historical information available from the MLPs and other industry sources. These estimates may subsequently be revised based on information received from the MLPs after their tax reporting periods are concluded, as the actual character of these distributions is not known until after the fiscal year end of the Fund. |
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e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
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f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
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g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
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h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
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i). | Partnership Accounting Policy – To the extent the Fund receives distributions from underlying partnerships in which it invests, the Fund records its pro rata share of income/loss and capital gains/losses and accordingly adjusts the cost basis of the underlying partnerships for return of capital. |
HENNESSY FUNDS | 1-800-966-4354 | |
j). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
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| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
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| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, MLPs, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives |
NOTES TO THE FINANCIAL STATEMENTS |
| rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
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| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures
HENNESSY FUNDS | 1-800-966-4354 | |
adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $25,730,309 and $46,345,831, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor oversees the provision of investment advice and furnishes office space, facilities, and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 1.25%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations. The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, BP Capital Fund Advisors, LLC (“BP Capital”). The Advisor pays the sub-advisory fees from its own assets, and these fees are not an additional expense of the Fund. During the six months ended April 30, 2019, the Advisor (not the Fund) paid a sub-advisory fee at the rate of 0.40% of the daily net assets of the Fund.
The Advisor has contractually agreed to limit total annual operating expenses to 2.00% of the Fund’s net assets for Investor Class shares and 1.75% of the Fund’s net assets for Institutional Class shares (in each case, excluding all federal, state, and local taxes,
NOTES TO THE FINANCIAL STATEMENTS |
interest, brokerage commissions, dividend and interest expenses on short sales, extraordinary items, and acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities) through October 25, 2020.
For three years following the date on which expenses were waived or incurred, the Advisor may recoup waived or reimbursed expenses from the Fund if total operating expenses, including such recoupment, does not exceed the expense limitation in effect (i) at the time the Advisor waived or reimbursed such expenses and (ii) at the time the Advisor recoups such expenses. There are no recoverable amounts, and the Advisor did not recoup expenses during the six months ended April 30, 2019.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
HENNESSY FUNDS | 1-800-966-4354 | |
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $309,028 and 5.39%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $5,978,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal period end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 105,533,525 | |
| Gross tax unrealized appreciation | | $ | 6,621,959 | |
| Gross tax unrealized depreciation | | | (14,882,125 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | (8,260,166 | ) |
| Undistributed ordinary income | | $ | — | |
| Undistributed long-term capital gains | | | — | |
| Total distributable earnings | | $ | — | |
| Other accumulated gain/(loss) | | $ | (800,624 | ) |
| Total accumulated gain/(loss) | | $ | (9,060,790 | ) |
NOTES TO THE FINANCIAL STATEMENTS |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales and partnership adjustments.
As of October 31, 2018, the Fund had short-term unlimited capital losses of $321,596 to offset future capital gains. During the 11-month period ended October 31, 2018, the capital losses utilized by the Fund were $12,205,155.
Capital losses sustained in fiscal year 2012 and beyond will not expire and may be carried over by the Fund without limitation, but will retain the character of the original loss. Furthermore, any loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012. As a result of this ordering rule, capital loss carryforwards incurred prior to fiscal year 2012 may be more likely to expire unused. Capital losses sustained prior to fiscal year 2012 can be carried forward for eight years and can be carried forward as short-term capital losses regardless of the character of the original loss.
As of October 31, 2018, the Fund deferred, on a tax basis, a late-year ordinary loss of $479,028. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date), the 11-month period ended October 31, 2018, and fiscal year 2017, the Fund did not pay any distributions.
9). AGREEMENT AND PLAN OF REORGANIZATION
On October 22, 2018, shareholders of the Predecessor Fund approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and Professionally Managed Portfolios, a Massachusetts business Trust, on behalf of the Predecessor Fund. The Agreement and Plan of Reorganization provided for the transfer of all of the assets of the Predecessor Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Predecessor Fund by the Fund. The Fund was created to carry out the reorganization and has a substantially similar investment objective and substantially similar principal investment strategies as the Predecessor Fund. The following table illustrates the specifics of the reorganization of the Predecessor Fund into the Fund:
| | | | Shares Issued to | | | Net Assets of the Fund | | | |
| Predecessor Fund | | | Shareholders of the | | | | | | Combined | | Tax Status | |
| Net Assets | | | Predecessor Fund | | | Pre-Merger | | | (Post-Merger) | | of Transfer | |
| $ | 96,818,691 | (1) | | 5,275,159 | | | $ | 0 | | | $ | 96,818,691 | | Non-taxable | |
| (1) | Includes accumulated net investment loss, accumulated realized gains, and unrealized appreciation in the amounts of $(4,224,600), $(821,745), and $(8,461,891), respectively. |
10). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $ 943.20 | $9.30 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,015.22 | $9.64 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $ 944.30 | $7.86 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,016.71 | $8.15 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.93% for Investor Class shares or 1.63% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — ELECTRONIC DELIVERY |
(This Page Intentionally Left Blank.)
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
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SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY BP MIDSTREAM FUND
Investor Class HMSFX
Institutional Class HMSIX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 8 |
Statement of Operations | 9 |
Statements of Changes in Net Assets | 10 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 26 |
Proxy Voting Policy and Proxy Voting Records | 28 |
Availability of Quarterly Portfolio Schedule | 28 |
Federal Tax Distribution Information | 28 |
Important Notice Regarding Delivery of Shareholder Documents | 28 |
Electronic Delivery | 28 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Since Inception |
| | Months(1) | Year | Years | (12/31/13)
|
| Hennessy BP Midstream Fund – | | | | |
| Investor Class (HMSFX) | 3.60% | 1.63% | -4.35% | -2.76% |
| Hennessy BP Midstream Fund – | | | | |
| Institutional Class (HMSIX) | 3.79% | 1.91% | -4.10% | -2.50% |
| Alerian MLP Index | 3.61% | 5.08% | -5.78% | -4.36% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 11.40% |
Expense ratios:
| Gross 1.86%, Net 1.78%(2) (Investor Class); |
| Gross 1.58%, Net 1.52%(2) (Institutional Class) |
(1) | Periods of less than one year are not annualized. |
(2) | The Fund’s investment advisor has contractually agreed to limit expenses until October 25, 2020. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for periods on or prior to October 26, 2018, is that of the BP Capital TwinLine MLP Fund.
The Alerian MLP Index is of companies that earn a majority of their cash flow from midstream activities involving energy commodities. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY BP MIDSTREAM FUND
(% of Total Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % TOTAL ASSETS |
Energy Transfer LP | 15.47% |
Enterprise Products Partners | 10.12% |
The Williams Companies, Inc. | 8.51% |
Targa Resources Corp. | 6.96% |
Kinder Morgan, Inc. | 5.95% |
Shell Midstream Partners LP | 5.24% |
Plains All American Pipeline LP | 4.89% |
MPLX LP | 4.73% |
Magellan Midstream Partners | 4.48% |
Phillips 66 Partners LP | 4.24% |
Note: The Fund concentrates its investments in the Energy industry. For presentation purposes, the Fund uses custom categories.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 35.06% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Exploration & Production – 2.44% | | | | | | | | | |
Occidental Petroleum Corp. | | | 25,000 | | | $ | 1,472,000 | | | | 2.44 | % |
| | | | | | | | | | | | |
Gathering & Processing – 14.23% | | | | | | | | | | | | |
Antero Midstream Corp. | | | 204,666 | | | | 2,498,972 | | | | 4.13 | % |
EnLink Midstream LLC | | | 152,414 | | | | 1,781,717 | | | | 2.95 | % |
Targa Resources Corp. | | | 107,564 | | | | 4,318,694 | | | | 7.15 | % |
| | | | | | | 8,599,383 | | | | 14.23 | % |
| | | | | | | | | | | | |
Natural Gas/NGL Transportation – 18.39% | | | | | | | | | | | | |
Kinder Morgan, Inc. | | | 185,940 | | | | 3,694,628 | | | | 6.12 | % |
ONEOK, Inc. | | | 31,326 | | | | 2,127,975 | | | | 3.52 | % |
The Williams Companies, Inc. | | | 186,552 | | | | 5,285,018 | | | | 8.75 | % |
| | | | | | | 11,107,621 | | | | 18.39 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $21,580,202) | | | | | | | 21,179,004 | | | | 35.06 | % |
| | | | | | | | | | | | |
PARTNERSHIPS & TRUSTS – 60.96% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Crude Oil & Refined Products – 23.54% | | | | | | | | | | | | |
Andeavor Logistics LP | | | 39,262 | | | | 1,316,455 | | | | 2.18 | % |
BP Midstream Partners LP | | | 83,261 | | | | 1,203,954 | | | | 1.99 | % |
Magellan Midstream Partners LP | | | 44,801 | | | | 2,778,110 | | | | 4.60 | % |
Phillips 66 Partners LP | | | 53,119 | | | | 2,630,984 | | | | 4.36 | % |
Plains All American Pipeline LP | | | 131,226 | | | | 3,037,882 | | | | 5.03 | % |
Shell Midstream Partners LP | | | 161,764 | | | | 3,253,074 | | | | 5.38 | % |
| | | | | | | 14,220,459 | | | | 23.54 | % |
| | | | | | | | | | | | |
Gathering & Processing – 9.05% | | | | | | | | | | | | |
CNX Midstream Partners LP | | | 163,460 | | | | 2,535,264 | | | | 4.19 | % |
MPLX LP | | | 90,949 | | | | 2,934,015 | | | | 4.86 | % |
| | | | | | | 5,469,279 | | | | 9.05 | % |
| | | | | | | | | | | | |
Natural Gas/NGL Transportation – 28.37% | | | | | | | | | | | | |
Energy Transfer LP | | | 635,015 | | | | 9,601,423 | | | | 15.89 | % |
Enterprise Products Partners LP | | | 219,306 | | | | 6,278,731 | | | | 10.40 | % |
Tallgrass Energy LP | | | 52,100 | | | | 1,257,694 | | | | 2.08 | % |
| | | | | | | 17,137,848 | | | | 28.37 | % |
Total Partnerships & Trusts | | | | | | | | | | | | |
(Cost $35,756,619) | | | | | | | 36,827,586 | | | | 60.96 | % |
The accompanying notes are an integral part of these financial statements.
SHORT-TERM INVESTMENTS – 5.75% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 5.75% | | | | | | | | | |
Morgan Stanley Institutional Liquidity Funds – | | | | | | | | | |
Government Portfolio, 2.34% (a) | | | 3,472,874 | | | $ | 3,472,874 | | | | 5.75 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $3,472,874) | | | | | | | 3,472,874 | | | | 5.75 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $60,809,695) – 101.77% | | | | | | | 61,479,464 | | | | 101.77 | % |
Liabilities in Excess of Other Assets – (1.77)% | | | | | | | (1,066,505 | ) | | | (1.77 | )% |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 60,412,959 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Exploration & Production | | $ | 1,472,000 | | | $ | — | | | $ | — | | | $ | 1,472,000 | |
Gathering & Processing | | | 8,599,383 | | | | — | | | | — | | | | 8,599,383 | |
Natural Gas/NGL Transportation | | | 11,107,621 | | | | — | | | | — | | | | 11,107,621 | |
Total Common Stocks | | $ | 21,179,004 | | | $ | — | | | $ | — | | | $ | 21,179,004 | |
Partnerships & Trusts | | | | | | | | | | | | | | | | |
Crude Oil & Refined Products | | $ | 14,220,459 | | | $ | — | | | $ | — | | | $ | 14,220,459 | |
Gathering & Processing | | | 5,469,279 | | | | — | | | | — | | | | 5,469,279 | |
Natural Gas/NGL Transportation | | | 17,137,848 | | | | — | | | | — | | | | 17,137,848 | |
Total Partnerships & Trusts | | $ | 36,827,586 | | | $ | — | | | $ | — | | | $ | 36,827,586 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 3,472,874 | | | $ | — | | | $ | — | | | $ | 3,472,874 | |
Total Short-Term Investments | | $ | 3,472,874 | | | $ | — | | | $ | — | | | $ | 3,472,874 | |
Total Investments | | $ | 61,479,464 | | | $ | — | | | $ | — | | | $ | 61,479,464 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $60,809,695) | | $ | 61,479,464 | |
Dividends and interest receivable | | | 178,765 | |
Return of capital receivable | | | 343,877 | |
Receivable for fund shares sold | | | 44,657 | |
Prepaid expenses and other assets | | | 23,556 | |
Total assets | | | 62,070,319 | |
| | | | |
LIABILITIES: | | | | |
Payable for securities purchased | | | 1,467,693 | |
Payable for fund shares redeemed | | | 37,097 | |
Payable to advisor | | | 51,172 | |
Payable to administrator | | | 6,842 | |
Payable to auditor | | | 31,242 | |
Accrued distribution fees | | | 6,858 | |
Accrued service fees | | | 1,538 | |
Accrued franchise and income tax | | | 14,500 | |
Accrued trustees fees | | | 4,498 | |
Accrued expenses and other payables | | | 35,920 | |
Total liabilities | | | 1,657,360 | |
NET ASSETS | | $ | 60,412,959 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 81,986,378 | |
Total distributable earnings | | | (21,573,419 | ) |
Total net assets | | $ | 60,412,959 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 20,200,259 | |
Shares issued and outstanding | | | 1,603,873 | |
Net asset value, offering price, and redemption price per share | | $ | 12.59 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 40,212,700 | |
Shares issued and outstanding | | | 3,144,954 | |
Net asset value, offering price, and redemption price per share | | $ | 12.79 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF ASSETS AND LIABILITIES/STATEMENTS OF OPERATIONS |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Distributions received from master limited partnerships | | $ | 1,970,912 | |
Return of capital on distributions received | | | (1,970,912 | ) |
Dividend income | | | 449,988 | |
Interest income | | | 8,172 | |
Total investment income | | | 458,160 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 354,370 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 19,969 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 35,142 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 30,344 | |
Distribution fees – Investor Class (See Note 5) | | | 14,278 | |
Service fees – Investor Class (See Note 5) | | | 9,519 | |
Federal and state registration fees | | | 23,203 | |
Reports to shareholders | | | 7,912 | |
Compliance expense (See Note 5) | | | 12,851 | |
Audit fees | | | 20,261 | |
Trustees’ fees and expenses | | | 8,237 | |
Legal fees | | | 543 | |
Interest expense (See Note 7) | | | 18,333 | |
State franchise tax refund, net of income tax expense | | | (15,895 | ) |
Other expenses | | | 2,406 | |
Total expenses before reimbursement by advisor | | | 541,473 | |
Expense reimbursement by advisor – Investor Class (See Note 5) | | | (13,561 | ) |
Expense reimbursement by advisor – Institutional Class (See Note 5) | | | (18,357 | ) |
Net expenses | | | 509,555 | |
NET INVESTMENT LOSS | | $ | (51,395 | ) |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized loss on investments | | $ | (4,420,216 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 6,171,369 | |
Net gain on investments | | | 1,751,153 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 1,699,758 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statements of Changes in Net Assets |
OPERATIONS:
Net investment loss
Net realized gain (loss) on investments
Net change in unrealized appreciation/depreciation on investments
Net increase (decrease) in net assets resulting from operations
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Return of capital – Investor Class
Return of capital – Class C(2)
Return of capital – Institutional Class
Total distributions
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares subscribed – Investor Class
Proceeds from shares subscribed – Class C(2)
Proceeds from shares subscribed – Institutional Class
Proceeds from shares sold in connection with the conversion of Class C shares into Investor Class shares(2)
Dividends reinvested – Investor Class
Dividends reinvested – Class C(2)
Dividends reinvested – Institutional Class
Cost of shares redeemed – Investor Class
Cost of shares redeemed – Class C(2)
Cost of shares redeemed – Institutional Class
Cost of shares redeemed in connection with the conversion of Class C shares into Investor Class shares(2)
Net increase (decrease) in net assets derived from capital share transactions
TOTAL INCREASE (DECREASE) IN NET ASSETS
NET ASSETS:
Beginning of period
End of period
CHANGES IN SHARES OUTSTANDING:
Shares sold – Investor Class
Shares sold – Class C(2)
Shares sold – Institutional Class
Shares sold in connection with the conversion of Class C shares into Investor Class shares(2)
Shares issued to holders as reinvestment of dividends – Investor Class
Shares issued to holders as reinvestment of dividends – Class C(2)
Shares issued to holders as reinvestment of dividends – Institutional Class
Shares redeemed – Investor Class
Shares redeemed – Class C(2)
Shares redeemed – Institutional Class
Shares redeemed in connection with the conversion of Class C shares into Investor Class shares(2)
Net increase (decrease) in shares outstanding
(1) | The period ended October 31, 2018, consists of 11 months due to the Fund’s fiscal year end change from November 30 to October 31, effective October 26, 2018. |
(2) | Effective November 28, 2017, Class C shares converted into Class A shares (redesignated as Investor Class shares). |
(3) | Includes accumulated net investment loss of $(1,594,345). |
The accompanying notes are an integral part of these financial statements.
STATEMENTS OF CHANGES IN NET ASSETS |
Six Months Ended | | | | | | | |
April 30, 2019 | | | Eleven Months Ended | | | Year Ended | |
(Unaudited) | | | October 31, 2018(1) | | | November 30, 2017 | |
| | | | | | | |
$ | (51,395 | ) | | $ | (1,116,192 | ) | | $ | (979,009 | ) |
| (4,420,216 | ) | | | (4,616,225 | ) | | | 2,579,686 | |
| 6,171,369 | | | | (2,268,476 | ) | | | (7,705,161 | ) |
| 1,699,758 | | | | (8,000,893 | ) | | | (6,104,484 | ) |
| | | | | | | | | | |
| (793,637 | ) | | | (1,237,326 | ) | | | (878,781 | ) |
| — | | | | — | | | | (159,349 | ) |
| (1,916,989 | ) | | | (6,588,759 | ) | | | (3,683,962 | ) |
| (2,710,626 | ) | | | (7,826,085 | ) | | | (4,722,092 | ) |
| | | | | | | | | | |
| 3,704,769 | | | | 12,908,692 | | | | 9,320,726 | |
| — | | | | — | | | | 881,860 | |
| 10,006,611 | | | | 61,536,519 | | | | 65,450,965 | |
| — | | | | — | | | | 2,418,423 | |
| 777,193 | | | | 1,178,239 | | | | 824,902 | |
| — | | | | — | | | | 134,926 | |
| 1,882,113 | | | | 5,538,251 | | | | 2,907,358 | |
| (4,155,749 | ) | | | (8,575,706 | ) | | | (7,382,602 | ) |
| — | | | | — | | | | (395,943 | ) |
| (32,788,440 | ) | | | (74,214,680 | ) | | | (10,344,313 | ) |
| — | | | | — | | | | (2,418,423 | ) |
| (20,573,503 | ) | | | (1,628,685 | ) | | | 61,397,879 | |
| (21,584,371 | ) | | | (17,455,663 | ) | | | 50,571,303 | |
| | | | | | | | | | |
| 81,997,330 | | | | 99,452,993 | | | | 48,881,690 | |
$ | 60,412,959 | | | $ | 81,997,330 | | | $ | 99,452,993 | (3) |
| | | | | | | | | | |
| 295,158 | | | | 943,640 | | | | 172,119 | |
| — | | | | — | | | | 54,624 | |
| 836,598 | | | | 4,254,660 | | | | 4,105,091 | |
| — | | | | — | | | | 582,014 | |
| 62,340 | | | | 84,132 | | | | 51,651 | |
| — | | | | — | | | | 8,532 | |
| 148,612 | | | | 391,738 | | | | 180,611 | |
| (338,787 | ) | | | (605,087 | ) | | | (455,427 | ) |
| — | | | | — | | | | (25,294 | ) |
| (2,665,356 | ) | | | (5,454,423 | ) | | | (646,034 | ) |
| — | | | | — | | | | (174,005 | ) |
| (1,661,435 | ) | | | (385,340 | ) | | | 3,853,882 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 12.66 | |
| | | | |
Income from investment operations: | | | | |
Net investment loss(3)(4) | | | (0.01 | ) |
Net realized and unrealized gains (losses) on investments | | | 0.46 | |
Total from investment operations | | | 0.45 | |
| | | | |
Less distributions: | | | | |
Dividends from return of capital | | | (0.52 | ) |
Total distributions | | | (0.52 | ) |
Net asset value, end of period | | $ | 12.59 | |
| | | | |
TOTAL RETURN | | | 3.60 | %(5) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 20.20 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement | | | 1.90 | %(6) |
After expense reimbursement | | | 1.76 | %(6) |
Ratio of net investment income to average net assets: | | | | |
Before expense reimbursement(4) | | | (0.40 | )%(6) |
After expense reimbursement(4) | | | (0.26 | )%(6) |
Portfolio turnover rate(8) | | | 21 | %(5) |
(1) | The period ended October 31, 2018, consists of 11 months due to the Fund’s fiscal year end change from November 30 to October 31, effective October 26, 2018. |
(2) | Fund commenced operations on December 31, 2013. |
(3) | Calculated using the average shares outstanding method. |
(4) | Includes current and deferred tax benefit/expense from net investment income/loss only. |
(5) | Not annualized. |
(6) | Annualized. |
(7) | Includes an estimated deferred tax expense/benefit of -1.32% for fiscal year 2015 or 3.98% for the period ended November 30, 2014. See Note 2.b in the Notes to the Financial Statements. |
(8) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Period Ended | | | Year Ended November 30, | | | Period Ended | |
October 31, | | | | | November 30, | |
2018(1) | | | 2017 | | | 2016 | | | 2015 | | | 2014(2) | |
| | | | | | | | | | | | | |
$ | 14.51 | | | $ | 16.54 | | | $ | 15.45 | | | $ | 22.25 | | | $ | 20.00 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.16 | ) | | | (0.22 | ) | | | (0.17 | ) | | | (0.20 | ) | | | (0.20 | ) |
| (0.66 | ) | | | (0.78 | ) | | | 2.29 | | | | (5.60 | ) | | | 2.87 | |
| (0.82 | ) | | | (1.00 | ) | | | 2.12 | | | | (5.80 | ) | | | 2.67 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (1.03 | ) | | | (1.03 | ) | | | (1.03 | ) | | | (1.00 | ) | | | (0.42 | ) |
| (1.03 | ) | | | (1.03 | ) | | | (1.03 | ) | | | (1.00 | ) | | | (0.42 | ) |
$ | 12.66 | | | $ | 14.51 | | | $ | 16.54 | | | $ | 15.45 | | | $ | 22.25 | |
| | | | | | | | | | | | | | | | | | |
| (6.15 | )%(5) | | | (6.49 | )% | | | 14.78 | % | | | (27.17 | )% | | | 13.37 | %(5) |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 20.07 | | | $ | 16.86 | | | $ | 13.43 | | | $ | 8.76 | | | $ | 7.17 | |
| | | | | | | | | | | | | | | | | | |
| 1.83 | %(6) | | | 1.91 | % | | | 2.21 | % | | | 1.38 | %(7) | | | 8.02 | %(6)(7) |
| 1.75 | %(6) | | | 1.77 | % | | | 1.74 | % | | | 0.42 | %(7) | | | 5.73 | %(6)(7) |
| | | | | | | | | | | | | | | | | | |
| (1.34 | )%(6) | | | (1.50 | )% | | | (1.60 | )% | | | (1.97 | )% | | | (3.28 | )%(6) |
| (1.26 | )%(6) | | | (1.36 | )% | | | (1.13 | )% | | | (1.01 | )% | | | (0.99 | )%(6) |
| 64 | %(5) | | | 63 | % | | | 139 | % | | | 96 | % | | | 70 | %(5) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 12.83 | |
| | | | |
Income from investment operations: | | | | |
Net investment loss(3)(4) | | | (0.01 | ) |
Net realized and unrealized gains (losses) on investments | | | 0.49 | |
Total from investment operations | | | 0.48 | |
| | | | |
Less distributions: | | | | |
Dividends from return of capital | | | (0.52 | ) |
Total distributions | | | (0.52 | ) |
Net asset value, end of period | | $ | 12.79 | |
| | | | |
TOTAL RETURN | | | 3.79 | %(5) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 40.21 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement | | | 1.59 | %(6) |
After expense reimbursement | | | 1.51 | %(6) |
Ratio of net investment income to average net assets: | | | | |
Before expense reimbursement(4) | | | (0.20 | )%(6) |
After expense reimbursement(4) | | | (0.12 | )%(6) |
Portfolio turnover rate(8) | | | 21 | %(5) |
(1) | The period ended October 31, 2018, consists of 11 months due to the Fund’s fiscal year end change from November 30 to October 31, effective October 26, 2018. |
(2) | Fund commenced operations on December 31, 2013. |
(3) | Calculated using the average shares outstanding method. |
(4) | Includes current and deferred tax benefit/expense from net investment income/loss only. |
(5) | Not annualized. |
(6) | Annualized. |
(7) | Includes an estimated deferred tax expense/benefit of -1.32% for fiscal year 2015 or 3.98% for the period ended November 30, 2014. See Note 2.b in the Notes to the Financial Statements. |
(8) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Period Ended | | | Year Ended November 30, | | | Period Ended | |
October 31, | | | | | November 30, | |
2018(1) | | | 2017 | | | 2016 | | | 2015 | | | 2014(2) | |
| | | | | | | | | | | | | |
$ | 14.66 | | | $ | 16.66 | | | $ | 15.53 | | | $ | 22.28 | | | $ | 20.00 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.14 | ) | | | (0.18 | ) | | | (0.12 | ) | | | (0.14 | ) | | | (0.15 | ) |
| (0.66 | ) | | | (0.79 | ) | | | 2.28 | | | | (5.61 | ) | | | 2.87 | |
| (0.80 | ) | | | (0.97 | ) | | | 2.16 | | | | (5.75 | ) | | | 2.72 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (1.03 | ) | | | (1.03 | ) | | | (1.03 | ) | | | (1.00 | ) | | | (0.44 | ) |
| (1.03 | ) | | | (1.03 | ) | | | (1.03 | ) | | | (1.00 | ) | | | (0.44 | ) |
$ | 12.83 | | | $ | 14.66 | | | $ | 16.66 | | | $ | 15.53 | | | $ | 22.28 | |
| | | | | | | | | | | | | | | | | | |
| (5.94 | )%(5) | | | (6.25 | )% | | | 14.97 | % | | | (26.90 | )% | | | 13.60 | %(5) |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 61.92 | | | $ | 82.59 | | | $ | 33.22 | | | $ | 15.72 | | | $ | 7.79 | |
| | | | | | | | | | | | | | | | | | |
| 1.56 | %(6) | | | 1.66 | % | | | 1.95 | % | | | 1.10 | %(7) | | | 7.77 | %(6)(7) |
| 1.50 | %(6) | | | 1.52 | % | | | 1.48 | % | | | 0.18 | %(7) | | | 5.48 | %(6)(7) |
| | | | | | | | | | | | | | | | | | |
| (1.15 | )%(6) | | | (1.28 | )% | | | (1.28 | )% | | | (1.63 | )% | | | (3.03 | )%(6) |
| (1.09 | )%(6) | | | (1.14 | )% | | | (0.81 | )% | | | (0.71 | )% | | | (0.74 | )%(6) |
| 64 | %(5) | | | 63 | % | | | 139 | % | | | 96 | % | | | 70 | %(5) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy BP Midstream Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. Pursuant to a reorganization that took place after the close of business on October 26, 2018, the Fund is the legal, accounting, and performance information successor to the BP Capital TwinLine MLP Fund (the “Predecessor Fund”). Prior to October 26, 2018, the Fund had no investment operations. As a result of the reorganization, holders of Class A shares of the Predecessor Fund received Investor Class shares of the Fund, and holders of Class I shares of the Predecessor Fund received Institutional Class shares of the Fund. The investment objective of the Fund is to seek capital appreciation through distribution growth along with current income. The Fund is treated as a regular corporation, or “C” corporation, for U.S. federal income tax purposes. Because the Fund is treated as a “C” corporation, it will not be taxed as a regulated investment company under Subchapter M of the Code and is not required to comply with the diversification requirements applicable to regulated investment companies. The Fund is a non-diversified fund. Effective October 26, 2018, the Fund changed its fiscal year end from November 30 to October 31.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – The Fund is taxed as a corporation and is obligated to pay U.S. federal and state income tax on its taxable income. Currently, the maximum marginal regular federal income tax rate for a corporation is 21%. The Fund invests a substantial portion of its assets in master limited partnerships (“MLPs”), which are treated as partnerships for federal income tax purposes. As a limited partner in MLPs, the Fund reports its allocable share of each MLP’s taxable income in computing its own taxable income. |
| |
| In calculating the Fund’s daily net asset value, the Fund will account for its deferred tax asset and liability balances. In accordance with GAAP, the Fund will accrue a deferred income tax liability balance for its future tax liability associated with the capital appreciation of its investments and the distributions received by the |
NOTES TO THE FINANCIAL STATEMENTS |
| Fund on equity securities of MLPs considered to be return of capital and for any net operating gains. This accrual will be based on the current effective federal income tax rate plus an estimated state income tax rate. |
| |
| Deferred income taxes reflect the net tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting and tax purposes. A valuation allowance is recognized if, based on the weight of available evidence, it is more likely than not that at least some portion of a deferred income tax asset will not be realized. From time to time as new information becomes available, the Fund will modify its estimates or assumption regarding the deferred tax liabilities or assets. As of April 30, 2019, the Fund has not recorded a deferred tax asset or liability. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund files U.S. federal income tax returns and income tax returns in various states. |
| |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. Distributions received from the Fund’s investments in MLPs generally are comprised of ordinary income, capital gains, and return of capital. The Fund records investment income on the ex-date of the distributions. For financial statement purposes, the Fund uses return of capital and income estimates to allocate the dividend income received. Such estimates are based on historical information available from the MLPs and other industry sources. These estimates may subsequently be revised based on information received from the MLPs after their tax reporting periods are concluded, as the actual character of these distributions is not known until after the fiscal year end of the Fund. |
| |
e). | Distributions to Shareholders – The Fund typically makes quarterly cash distributions to its shareholders. Due to the tax treatment of the Fund’s allocations and distributions from MLPs, a significant portion of the Fund’s distributions to shareholders typically is treated as return of capital to shareholders for U.S. federal income tax purposes (i.e., as distributions in excess of the Fund’s current and accumulated earnings and profits as described below). However, no assurance can be given in this regard; just as the Fund’s corporate income tax liability can fluctuate materially from year to year, the extent to which the Fund is able to make return-of-capital distributions also can vary materially from year to year depending on a number of different factors, including the composition of the Fund’s portfolio, the level of allocations of net income and other tax items for the Fund from its underlying MLP investments during a particular taxable year, the length of time the Fund has owned the MLP equity securities in its portfolio, and the extent to which the Fund disposes of MLP equity securities during a particular year, including, if necessary, to meet Fund shareholder redemption requests. |
HENNESSY FUNDS | 1-800-966-4354 | |
| In general, a distribution will constitute a return of capital to a shareholder rather than a dividend to the extent such distribution exceeds the Fund’s current and accumulated earnings and profits. The portion of any distribution treated as a return of capital will constitute a tax-free return of capital to the extent of the shareholder’s basis in its Fund shares and thereafter generally will be taxable to the shareholder as a capital gain. Any such distribution, in turn, will result in a reduction in a shareholder’s basis in the Fund’s shares (but not below zero) to the extent of the return of capital and in the shareholder’s recognizing more gain or less loss (that is, increase of a shareholder’s tax liability) when the shareholder later sells shares of the Fund. To maintain a more stable distribution rate, the Fund may distribute less or more than the entire amount of cash it receives from its investments in a particular period. Any undistributed cash would be available to supplement future distributions, and until distributed would add to the Fund’s net asset value. Correspondingly, such amounts, once distributed, will be deducted from the Fund’s net asset value. In addition, the Fund may opt not to make distributions in quarters in which the Fund believes that a distribution could cause adverse tax consequences to shareholders, including when the Fund believes that a distribution may not constitute a tax-free return of capital as described above. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
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g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
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h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | Partnership Accounting Policy – To the extent the Fund receives distributions from underlying partnerships in which it invests, the Fund records its pro rata share of income/loss and capital gains/losses and accordingly adjusts the cost basis of the underlying partnerships for return of capital. |
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j). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is |
NOTES TO THE FINANCIAL STATEMENTS |
| provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, MLPs, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
HENNESSY FUNDS | 1-800-966-4354 | |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
NOTES TO THE FINANCIAL STATEMENTS |
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $13,969,321 and $53,381,890, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor oversees the provision of investment advice and furnishes office space, facilities, and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 1.10%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations. The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, BP Capital Fund Advisors, LLC (“BP Capital”). The Advisor pays the sub-advisory fees from its own assets, and these fees are not an additional expense of the Fund. During the six months ended April 30, 2019, the Advisor (not the Fund) paid a sub-advisory fee at the rate of 0.40% of the daily net assets of the Fund.
The Advisor has contractually agreed to limit total annual operating expenses to 1.75% of the Fund’s net assets for Investor Class shares and 1.50% of the Fund’s net assets for Institutional Class shares (in each case, excluding all federal, state, and local taxes, interest, brokerage commissions, dividend and interest expenses on short sales, extraordinary items, and acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities) through October 25, 2020.
For three years following the date on which expenses were waived or incurred, the Advisor may recoup waived or reimbursed expenses from the Fund if total operating expenses, including such recoupment, does not exceed the expense limitation in effect (i) at the time the Advisor waived or reimbursed such expenses and (ii) at the time the
HENNESSY FUNDS | 1-800-966-4354 | |
Advisor recoups such expenses. As of April 30, 2019, expenses subject to potential recovery for Investor Class and Institutional Class shares and the fiscal years in which they expire were as follows:
| | | Fiscal Year | | | Fiscal Year | | | | |
| | | 2021 | | | 2022 | | | Total | |
| Investor Class | | $ | 597 | | | $ | 13,561 | | | $ | 14,158 | |
| Institutional Class | | $ | 2,321 | | | $ | 18,357 | | | $ | 20,678 | |
The Advisor did not recoup expenses during the six months ended April 30, 2019.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $681,575 and 5.42%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $16,075,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of April 30, 2019, the Fund’s most recent fiscal period end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 56,051,763 | |
| Gross tax unrealized appreciation | | $ | 7,671,676 | |
| Gross tax unrealized depreciation | | $ | (2,243,975 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 5,427,701 | |
To the extent the Fund has a net capital loss in any tax year, the net capital loss may be carried forward five years to offset any future realized capital gains. To the extent the Fund had a net operating loss that arose in a tax year ending prior to January 1, 2018, the effective date of the Tax Cuts and Jobs Act of 2017, the net operating loss may be carried forward 20 years to offset any future ordinary income. Any net operating loss arising in a
HENNESSY FUNDS | 1-800-966-4354 | |
tax year ending after December 31, 2017 may be carried forward indefinitely. As of April 30, 2019, the Fund had capital loss carryforwards of $18,044,690 that expire as follows:
| Amount | | Expiration | |
| $ | 1,511,860 | | 11/30/2020 | |
| | 2,137,300 | | 11/30/2021 | |
| | 7,987,383 | | 10/31/2023 | |
| | 6,408,147 | | 10/31/2024 | |
As of April 30, 2019, the Fund had net operating loss carryforwards of $1,708,293 that expire as follows:
| Amount | | Expiration | |
| $ | 1,168,648 | | 11/30/2037 | |
| | 539,645 | | Indefinite | |
Total income taxes have been computed by applying the federal statutory income tax rate of 21% plus a blended state income tax rate. The Fund applied this effective rate to net investment income and realized and unrealized gains on investments before taxes in computing its total income taxes.
| | | Total | |
| Tax expense (benefit) at statutory rates | | $ | 353,610 | |
| State income tax expense, net of federal benefit | | | 38,679 | |
| Tax expense (benefit) on permanent items(1) | | | (23,356 | ) |
| Tax expense (benefit) due to change in effective state rates | | | — | |
| Total current tax expense (benefit) | | | — | |
| Change in valuation allowance | | | (368,933 | ) |
| Total tax expense | | $ | — | |
(1) Permanent items consist of dividends-received deductions.
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on U.S. federal tax returns and state tax returns filed or expected to be filed since inception of the Fund. No income tax returns are currently under examination. Generally, tax authorities can examine all tax returns filed for the last three years. Due to the nature of the Fund’s investments, the Fund may be required to file income tax returns in several states. The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially.
During fiscal year 2019 (year to date), the 11-month period ended October 31, 2018, and fiscal year 2017, the tax character of distributions paid by the Fund was as follows:
| | Six Months Ended | | 11-Month Period Ended | | Year Ended |
| | April 30, 2019 | | October 31, 2018 | | November 30, 2017 |
| Ordinary income(1) | | $ | — | | | | $ | — | | | | $ | 637,466 | |
| Long-term capital gain | | | — | | | | | — | | | | | — | |
| Return of capital | | | 2,710,626 | | | | | 7,826,085 | | | | | 4,084,626 | |
| | | $ | 2,710,626 | | | | $ | 7,826,085 | | | | $ | 4,722,092 | |
(1) Ordinary income includes short-term capital gain.
NOTES TO THE FINANCIAL STATEMENTS |
9). AGREEMENT AND PLAN OF REORGANIZATION
On October 22, 2018, shareholders of the Predecessor Fund approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and Professionally Managed Portfolios, a Massachusetts business Trust, on behalf of the Predecessor Fund. The Agreement and Plan of Reorganization provided for the transfer of all of the assets of the Predecessor Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Predecessor Fund by the Fund. The Fund was created to carry out the reorganization and has a substantially similar investment objective and substantially similar principal investment strategies as the Predecessor Fund. The following table illustrates the specifics of the reorganization of the Predecessor Fund into the Fund:
| | | | Shares Issued to | | | Net Assets of the Fund | | | |
| Predecessor Fund | | | Shareholders of the | | | | | | Combined | | Tax Status | |
| Net Assets | | | Predecessor Fund | | | Pre-Merger | | | (Post-Merger) | | of Transfer | |
| $ | 98,129,391 | (1) | | 7,698,159 | | | $ | 0 | | | $ | 98,129,391 | | Non-taxable | |
| (1) | Includes accumulated net investment loss, accumulated realized gains, and unrealized appreciation in the amounts of $(15,348,815), $(7,211,324), and $(5,832,377), respectively. |
10). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,036.00 | $8.88 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,016.07 | $8.80 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,037.90 | $7.63 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,017.31 | $7.55 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.76% for Investor Class shares or 1.51% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For the 11-month period ended October 31, 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 0.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for the 11-month period ended October 31, 2018, was 0.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — ELECTRONIC DELIVERY |
(This Page Intentionally Left Blank.)
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY GAS UTILITY FUND
Investor Class GASFX
Institutional Class HGASX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 15 |
Expense Example | 22 |
Proxy Voting Policy and Proxy Voting Records | 24 |
Availability of Quarterly Portfolio Schedule | 24 |
Federal Tax Distribution Information | 24 |
Important Notice Regarding Delivery of Shareholder Documents | 24 |
Electronic Delivery | 24 |
Board Approval of Investment Advisory Agreement | 25 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Gas Utility Fund – | | | | |
| Investor Class (GASFX) | 11.34% | 14.85% | 5.49% | 13.87% |
| Hennessy Gas Utility Fund – | | | | |
| Institutional Class (HGASX)(2) | 11.56% | 15.26% | 5.65% | 13.96% |
| AGA Stock Index | 11.81% | 16.13% | 6.75% | 14.89% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 15.32% |
Expense ratios: 1.01% (Investor Class); 0.65% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
(2) | The inception date of Institutional Class shares is March 1, 2017. Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for periods on or prior to October 26, 2012, is that of the FBR Gas Utility Index Fund.
The AGA Stock Index is a capitalization-weighted index, adjusted monthly, consisting of member companies of the American Gas Association whose securities are listed on a U.S. stock exchange. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY GAS UTILITY FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Dominion Resources, Inc. | 5.07% |
Atmos Energy Corp. | 5.02% |
TransCanada Corp. | 5.00% |
The Southern Co. | 4.98% |
Kinder Morgan, Inc. | 4.91% |
Sempra Energy | 4.91% |
Enbridge, Inc. | 4.86% |
Cheniere Energy, Inc. | 4.74% |
National Grid PLC – ADR | 4.47% |
WEC Energy Group, Inc. | 4.20% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 98.00% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Energy – 22.91% | | | | | | | | | |
Cheniere Energy, Inc. (a) | | | 675,917 | | | $ | 43,495,259 | | | | 4.74 | % |
Enbridge, Inc. (b) | | | 1,208,765 | | | | 44,651,779 | | | | 4.86 | % |
Equitrans Midstream Corp. | | | 1,097,345 | | | | 22,857,696 | | | | 2.49 | % |
Kinder Morgan, Inc. | | | 2,267,101 | | | | 45,047,297 | | | | 4.91 | % |
Tellurian, Inc. (a) | | | 882,690 | | | | 8,385,555 | | | | 0.91 | % |
TransCanada Corp. (b) | | | 960,353 | | | | 45,866,459 | | | | 5.00 | % |
| | | | | | | 210,304,045 | | | | 22.91 | % |
| | | | | | | | | | | | |
Financials – 0.53% | | | | | | | | | | | | |
Berkshire Hathaway, Inc., Class A (a) | | | 15 | | | | 4,876,200 | | | | 0.53 | % |
| | | | | | | | | | | | |
Utilities – 74.56% | | | | | | | | | | | | |
Algonquin Power & Utilities Corp. (b) | | | 268,664 | | | | 3,062,770 | | | | 0.33 | % |
ALLETE, Inc. | | | 1,375 | | | | 111,994 | | | | 0.01 | % |
Ameren Corp. | | | 103,240 | | | | 7,512,775 | | | | 0.82 | % |
Atmos Energy Corp. | | | 450,086 | | | | 46,061,801 | | | | 5.02 | % |
Avangrid, Inc. | | | 17,200 | | | | 880,812 | | | | 0.10 | % |
Avista Corp. | | | 57,572 | | | | 2,483,656 | | | | 0.27 | % |
Black Hills Corp. | | | 139,547 | | | | 10,153,440 | | | | 1.11 | % |
Centerpoint Energy, Inc. | | | 831,828 | | | | 25,786,668 | | | | 2.81 | % |
Chesapeake Utilities Corp. | | | 58,158 | | | | 5,387,757 | | | | 0.59 | % |
CMS Energy Corp. | | | 413,998 | | | | 22,997,589 | | | | 2.51 | % |
Consolidated Edison, Inc. | | | 287,936 | | | | 24,808,566 | | | | 2.70 | % |
Corning Natural Gas Holding Corp. | | | 14,499 | | | | 313,187 | | | | 0.03 | % |
Dominion Resources, Inc. | | | 597,877 | | | | 46,556,682 | | | | 5.07 | % |
DTE Energy Co. | | | 195,804 | | | | 24,614,521 | | | | 2.68 | % |
Duke Energy Corp. | | | 287,787 | | | | 26,223,151 | | | | 2.86 | % |
Entergy Corp. | | | 7,260 | | | | 703,494 | | | | 0.08 | % |
Eversource Energy | | | 147,075 | | | | 10,539,394 | | | | 1.15 | % |
Exelon Corp. | | | 240,631 | | | | 12,260,149 | | | | 1.34 | % |
Fortis, Inc. (b) | | | 326,276 | | | | 12,072,212 | | | | 1.31 | % |
MDU Resources Group, Inc. | | | 400,407 | | | | 10,470,643 | | | | 1.14 | % |
MGE Energy, Inc. | | | 30,229 | | | | 2,049,224 | | | | 0.22 | % |
National Fuel Gas Co. | | | 264,924 | | | | 15,686,150 | | | | 1.71 | % |
National Grid PLC – ADR (b) | | | 749,844 | | | | 41,031,464 | | | | 4.47 | % |
New Jersey Resources Corp. | | | 271,634 | | | | 13,603,431 | | | | 1.48 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Utilities (Continued) | | | | | | | | | |
NiSource, Inc. | | | 1,050,781 | | | $ | 29,190,696 | | | | 3.18 | % |
Northwest National Holding Co. | | | 133,803 | | | | 8,950,083 | | | | 0.97 | % |
NorthWestern Corp. | | | 46,398 | | | | 3,240,900 | | | | 0.35 | % |
ONE Gas, Inc. | | | 247,675 | | | | 21,924,191 | | | | 2.39 | % |
PG&E Corp. (a) | | | 635,449 | | | | 14,310,311 | | | | 1.56 | % |
PPL Corp. | | | 298,419 | | | | 9,313,657 | | | | 1.01 | % |
Public Service Enterprise Group, Inc. | | | 410,490 | | | | 24,485,728 | | | | 2.67 | % |
RGC Resources, Inc. | | | 40,471 | | | | 1,121,047 | | | | 0.12 | % |
Sempra Energy | | | 352,340 | | | | 45,081,903 | | | | 4.91 | % |
South Jersey Industries, Inc. | | | 345,671 | | | | 11,102,953 | | | | 1.21 | % |
Southwest Gas Holdings, Inc. | | | 222,317 | | | | 18,494,551 | | | | 2.01 | % |
Spire, Inc. | | | 206,491 | | | | 17,384,477 | | | | 1.89 | % |
The Southern Co. | | | 859,200 | | | | 45,726,624 | | | | 4.98 | % |
UGI Corp. | | | 210,752 | | | | 11,488,092 | | | | 1.25 | % |
Unitil Corp. | | | 41,298 | | | | 2,350,269 | | | | 0.26 | % |
WEC Energy Group, Inc. | | | 491,740 | | | | 38,567,168 | | | | 4.20 | % |
Xcel Energy, Inc. | | | 291,399 | | | | 16,464,044 | | | | 1.79 | % |
| | | | | | | 684,568,224 | | | | 74.56 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $500,158,476) | | | | | | | 899,748,469 | | | | 98.00 | % |
| | | | | | | | | | | | |
PARTNERSHIPS – 1.10% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Energy – 1.10% | | | | | | | | | | | | |
Plains GP Holdings LP., Class A | | | 426,255 | | | | 10,059,618 | | | | 1.10 | % |
| | | | | | | | | | | | |
Total Partnerships | | | | | | | | | | | | |
(Cost $9,758,368) | | | | | | | 10,059,618 | | | | 1.10 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
SHORT-TERM INVESTMENTS – 0.96% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 0.96% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (c) | | | 8,780,181 | | | $ | 8,780,181 | | | | 0.96 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $8,780,181) | | | | | | | 8,780,181 | | | | 0.96 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $518,697,025) – 100.06% | | | | | | | 918,588,268 | | | | 100.06 | % |
Liabilities in Excess of Other Assets – (0.06)% | | | | | | | (529,327 | ) | | | (0.06 | )% |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 918,058,941 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
PLC – Public Limited Company
ADR – American Depository Receipt
(a) | Non-income-producing security. |
(b) | U.S.-traded security of a foreign corporation |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Energy | | $ | 210,304,045 | | | $ | — | | | $ | — | | | $ | 210,304,045 | |
Financials | | | 4,876,200 | | | | — | | | | — | | | | 4,876,200 | |
Utilities | | | 684,255,037 | | | | 313,187 | | | | — | | | | 684,568,224 | |
Total Common Stocks | | $ | 899,435,282 | | | $ | 313,187 | | | $ | — | | | $ | 899,748,469 | |
Partnerships | | | | | | | | | | | | | | | | |
Energy | | $ | 10,059,618 | | | $ | — | | | $ | — | | | $ | 10,059,618 | |
Total Partnerships | | $ | 10,059,618 | | | $ | — | | | $ | — | | | $ | 10,059,618 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 8,780,181 | | | $ | — | | | $ | — | | | $ | 8,780,181 | |
Total Short-Term Investments | | $ | 8,780,181 | | | $ | — | | | $ | — | | | $ | 8,780,181 | |
Total Investments | | $ | 918,275,081 | | | $ | 313,187 | | | $ | — | | | $ | 918,588,268 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $518,697,025) | | $ | 918,588,268 | |
Dividends and interest receivable | | | 866,832 | |
Receivable for fund shares sold | | | 140,912 | |
Return of capital receivable | | | 153,452 | |
Prepaid expenses and other assets | | | 67,831 | |
Total assets | | | 919,817,295 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 773,740 | |
Payable to advisor | | | 300,914 | |
Payable to administrator | | | 137,253 | |
Payable to auditor | | | 11,118 | |
Accrued distribution fees | | | 124,704 | |
Accrued service fees | | | 67,360 | |
Accrued trustees fees | | | 1,581 | |
Accrued expenses and other payables | | | 341,684 | |
Total liabilities | | | 1,758,354 | |
NET ASSETS | | $ | 918,058,941 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 542,399,753 | |
Total distributable earnings | | | 375,659,188 | |
Total net assets | | $ | 918,058,941 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 821,997,875 | |
Shares issued and outstanding | | | 28,420,301 | |
Net asset value, offering price, and redemption price per share | | $ | 28.92 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 96,061,066 | |
Shares issued and outstanding | | | 3,329,180 | |
Net asset value, offering price, and redemption price per share | | $ | 28.85 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income(1) | | $ | 14,937,393 | |
Interest income | | | 98,706 | |
Total investment income | | | 15,036,099 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 1,794,635 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 860,250 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 38,478 | |
Distribution fees – Investor Class (See Note 5) | | | 601,072 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 423,771 | |
Service fees – Investor Class (See Note 5) | | | 400,715 | |
Reports to shareholders | | | 33,261 | |
Federal and state registration fees | | | 22,532 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 9,569 | |
Legal fees | | | 2,530 | |
Interest expense (See Note 7) | | | 2,503 | |
Other expenses | | | 204,937 | |
Total expenses | | | 4,418,221 | |
NET INVESTMENT INCOME | | $ | 10,617,878 | |
| | | | |
REALIZED AND UNREALIZED GAINS: | | | | |
Net realized gain on investments | | $ | 44,149,999 | |
Net change in unrealized appreciation/depreciation on investments | | | 42,392,987 | |
Net gain on investments | | | 86,542,986 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 97,160,864 | |
(1) | Net of foreign taxes withheld and issuance fees of $432,539. |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 10,617,878 | | | $ | 24,446,971 | |
Net realized gain on investments | | | 44,149,999 | | | | 108,812,839 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 42,392,987 | | | | (180,455,187 | ) |
Net increase (decrease) in net | | | | | | | | |
assets resulting from operations | | | 97,160,864 | | | | (47,195,377 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (79,052,959 | ) | | | (28,287,790 | ) |
Distributable earnings – Institutional Class | | | (9,599,386 | ) | | | (3,147,794 | ) |
Total distributions | | | (88,652,345 | ) | | | (31,435,584 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 17,723,102 | | | | 47,357,112 | |
Proceeds from shares subscribed – Institutional Class | | | 7,638,113 | | | | 91,140,382 | |
Dividends reinvested – Investor Class | | | 75,833,522 | | | | 27,211,310 | |
Dividends reinvested – Institutional Class | | | 8,487,590 | | | | 2,284,927 | |
Cost of shares redeemed – Investor Class | | | (104,240,755 | ) | | | (483,654,388 | ) |
Cost of shares redeemed – Institutional Class | | | (28,826,261 | ) | | | (64,094,803 | ) |
Net decrease in net assets derived | | | | | | | | |
from capital share transactions | | | (23,384,689 | ) | | | (379,755,460 | ) |
TOTAL DECREASE IN NET ASSETS | | | (14,876,170 | ) | | | (458,386,421 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 932,935,111 | | | | 1,391,321,532 | |
End of period | | $ | 918,058,941 | | | $ | 932,935,111 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 629,649 | | | | 1,647,747 | |
Shares sold – Institutional Class | | | 275,630 | | | | 3,149,149 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 2,788,051 | | | | 938,546 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 312,753 | | | | 79,037 | |
Shares redeemed – Investor Class | | | (3,769,808 | ) | | | (16,873,463 | ) |
Shares redeemed – Institutional Class | | | (1,020,040 | ) | | | (2,258,650 | ) |
Net decrease in shares outstanding | | | (783,765 | ) | | | (13,317,634 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 28.68 | |
| | | | |
Income from investment operations: | | | | |
Net investment income | | | 0.32 | (1) |
Net realized and unrealized gains (losses) on investments | | | 2.72 | |
Total from investment operations | | | 3.04 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.32 | ) |
Dividends from net realized gains | | | (2.48 | ) |
Total distributions | | | (2.80 | ) |
Paid-in capital from redemption fees | | | — | |
Net asset value, end of period | | $ | 28.92 | |
| | | | |
TOTAL RETURN | | | 11.34 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 822.00 | |
Ratio of expenses to average net assets | | | 1.03 | %(4) |
Ratio of net investment income to average net assets | | | 2.32 | %(4) |
Portfolio turnover rate(5) | | | 6 | %(3) |
(1) | Calculated using the average shares outstanding method. |
(2) | Amount is between $(0.005) and $0.005. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 30.35 | | | $ | 28.57 | | | $ | 27.69 | | | $ | 31.30 | | | $ | 26.69 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.65 | | | | 0.70 | | | | 0.62 | | | | 0.69 | | | | 0.62 | |
| (1.52 | ) | | | 2.20 | | | | 1.58 | | | | (2.69 | ) | | | 5.18 | |
| (0.87 | ) | | | 2.90 | | | | 2.20 | | | | (2.00 | ) | | | 5.80 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.64 | ) | | | (0.72 | ) | | | (0.69 | ) | | | (0.70 | ) | | | (0.59 | ) |
| (0.16 | ) | | | (0.40 | ) | | | (0.63 | ) | | | (0.91 | ) | | | (0.60 | ) |
| (0.80 | ) | | | (1.12 | ) | | | (1.32 | ) | | | (1.61 | ) | | | (1.19 | ) |
| — | | | | — | | | | — | | | | — | | | | 0.00 | (2) |
$ | 28.68 | | | $ | 30.35 | | | $ | 28.57 | | | $ | 27.69 | | | $ | 31.30 | |
| | | | | | | | | | | | | | | | | | |
| (2.86 | )% | | | 10.39 | % | | | 8.52 | % | | | (6.59 | )% | | | 22.49 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 825.18 | | | $ | 1,306.70 | | | $ | 1,454.93 | | | $ | 1,649.21 | | | $ | 2,254.98 | |
| 1.01 | % | | | 1.01 | % | | | 1.01 | % | | | 0.93 | % | | | 0.77 | % |
| 2.18 | % | | | 2.34 | % | | | 2.25 | % | | | 2.33 | % | | | 2.26 | % |
| 14 | % | | | 18 | % | | | 38 | % | | | 37 | % | | | 20 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | | | | | | | |
| | April 30, 2019 | | | Year Ended | | | Period Ended | |
| | (Unaudited) | | | October 31, 2018 | | | October 31, 2017(1) | |
PER SHARE DATA: | | | | | | | | | |
Net asset value, beginning of period | | $ | 28.65 | | | $ | 30.32 | | | $ | 29.68 | |
| | | | | | | | | | | | |
Income from investment operations: | | | | | | | | | | | | |
Net investment income | | | 0.38 | (2) | | | 0.71 | | | | 0.62 | |
Net realized and unrealized | | | | | | | | | | | | |
gains (losses) on investments | | | 2.71 | | | | (1.47 | ) | | | 0.72 | |
Total from investment operations | | | 3.09 | | | | (0.76 | ) | | | 1.34 | |
| | | | | | | | | | | | |
Less distributions: | | | | | | | | | | | | |
Dividends from net investment income | | | (0.39 | ) | | | (0.75 | ) | | | (0.70 | ) |
Dividends from net realized gains | | | (2.50 | ) | | | (0.16 | ) | | | — | |
Total distributions | | | (2.89 | ) | | | (0.91 | ) | | | (0.70 | ) |
Net asset value, end of period | | $ | 28.85 | | | $ | 28.65 | | | $ | 30.32 | |
| | | | | | | | | | | | |
TOTAL RETURN | | | 11.56 | %(3) | | | (2.51 | )% | | | 4.56 | %(3) |
| | | | | | | | | | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | | | | | | | | | |
Net assets, end of period (millions) | | $ | 96.06 | | | $ | 107.75 | | | $ | 84.62 | |
Ratio of expenses to average net assets | | | 0.64 | %(4) | | | 0.65 | % | | | 0.64 | %(4) |
Ratio of net investment income | | | | | | | | | | | | |
to average net assets | | | 2.74 | %(4) | | | 2.47 | % | | | 1.23 | %(4) |
Portfolio turnover rate(5) | | | 6 | %(3) | | | 14 | % | | | 18 | %(3) |
(1) | Institutional Class shares commenced operations on March 1, 2017. |
(2) | Calculated using the average shares outstanding method. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS/NOTES TO THE FINANCIAL STATEMENTS |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Gas Utility Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is income and capital appreciation. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
HENNESSY FUNDS | 1-800-966-4354 | |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop
NOTES TO THE FINANCIAL STATEMENTS |
the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
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| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
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| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
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| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In |
HENNESSY FUNDS | 1-800-966-4354 | |
| addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
NOTES TO THE FINANCIAL STATEMENTS |
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $57,272,819 and $140,198,121, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.40%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
HENNESSY FUNDS | 1-800-966-4354 | |
The Fund has entered into an Administrative Services Agreement among the Fund, the Advisor, and the American Gas Association (“AGA”), pursuant to which the AGA provides administrative services to the Fund, including overseeing the calculation of the AGA Stock Index. ScottMadden, Inc. performs the actual computations required to produce the AGA Stock Index and receives a fee for such calculations pursuant to a contractual arrangement with AGA. AGA does not furnish other securities advice to the Fund or the Advisor or make recommendations regarding the purchase or sale of securities by the Fund. Under the terms of the Administrative Services Agreement, which has been approved by the Board, AGA provides the Fund with current information regarding the common stock composition of the AGA Stock Index at least monthly. In addition, on request, AGA provides the Fund and the Advisor with information on the natural gas industry. The Fund pays AGA a fee at an annual rate of 0.04% of the average daily net assets of the Fund.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term
NOTES TO THE FINANCIAL STATEMENTS |
financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $94,829 and 5.25%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $7,401,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 644,588,436 | |
| Gross tax unrealized appreciation | | $ | 372,505,808 | |
| Gross tax unrealized depreciation | | | (83,421,224 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 289,084,584 | |
| Undistributed ordinary income | | $ | 84,398 | |
| Undistributed long-term capital gains | | | 77,979,918 | |
| Total distributable earnings | | $ | 78,064,316 | |
| Other accumulated gain/(loss) | | $ | 1,769 | |
| Total accumulated gain/(loss) | | $ | 367,150,669 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 10,672,176 | | | $ | 27,292,416 | |
| Long-term capital gain | | | 77,980,169 | | | | 4,143,168 | |
| | | $ | 88,652,345 | | | $ | 31,435,584 | |
(1) Ordinary income includes short-term capital gain.
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,113.40 | $5.40 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.69 | $5.16 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,115.60 | $3.36 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,021.62 | $3.21 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.03% for Investor Class shares or 0.64% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 100.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 10.76%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
PROXY VOTING — BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
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| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
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| (3) | An inventory of the services provided by the Advisor to the Fund; |
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| (4) | A written discussion of economies of scale; |
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| (5) | A summary of the key terms of the advisory agreement; |
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| (6) | A recent Fund fact sheet, which included performance information over various periods; |
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| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
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| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
HENNESSY FUNDS | 1-800-966-4354 | |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
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| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
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| (3) | Whether economies of scale are recognized by the Fund; |
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| (4) | The costs and profitability of the Fund to the Advisor; |
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| (5) | The performance of the Fund; and |
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| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
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| | | (ii) | seeks best execution for the Fund’s portfolio; |
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| | | (iii) | manages the use of soft dollars for the Fund; and |
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| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
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| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
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| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
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| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
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| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
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| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
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| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
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| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
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| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
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| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
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| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
HENNESSY FUNDS | 1-800-966-4354 | |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
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For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
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SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY JAPAN FUND
Investor Class HJPNX
Institutional Class HJPIX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
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Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 8 |
Statement of Operations | 9 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 24 |
Proxy Voting Policy and Proxy Voting Records | 26 |
Availability of Quarterly Portfolio Schedule | 26 |
Federal Tax Distribution Information | 26 |
Important Notice Regarding Delivery of Shareholder Documents | 26 |
Electronic Delivery | 27 |
Board Approval of Investment Advisory Agreements | 28 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
During the six-month period ended April 30, 2019, the Japanese stock market produced a small positive return, rising 0.78% in U.S. Dollar terms as measured by the Tokyo Stock Price Index (TOPIX).
Early in the period, equity prices retreated largely in response to external factors, primarily worries over continued tension regarding trade negotiations between the U.S. and China, signs of slower growth in China, and weakness in the U.S. market. In particular, technology-related stocks lost ground as a result of the ongoing allegations of security risk made against a Chinese telecommunications equipment manufacturer. The appreciation of the Japanese yen resulting from a global unwinding of higher risk equity investment positions also contributed to negative investor sentiment. In the second half of the period, the Japanese stock market rebounded with other global equity markets following a shift in monetary policy from the Federal Reserve that signaled a pause in short-term U.S. interest rate increases. We believe Japanese investors also reacted to a growing sense that Japanese equities were looking undervalued.
The Japanese economy continued to grow over the last six months ending March 31, 2019, albeit at a slower pace. Japan’s economy has now completed its 4th year of year-over-year growth, its best performance since the financial crisis of 2008. In addition, investors have been happy to see inflation remain comfortably above zero over the last six months.
We are optimistic about the outlook for Japanese equities. With the Bank of Japan continuing to keep interest rates low, we believe the economy will continue to grow steadily, and that inflation should remain above zero. Key labor market reforms passed in 2018 and, most recently, legislation allowing entry of low-skilled foreign workers should help alleviate labor shortages in Japan and boost productivity.
Finally, we believe stock valuations are attractive. Current market valuations are at the lowest level we have seen in many years, with the prospective PE multiple for the TOPIX at just 12x compared to a 10-year average of 16x. We remain optimistic about the long-term prospects for Japan and its stock market. Thank you for your continued confidence and investment in our Funds.
Sincerely,
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/tadahiro_fujimura-signature.jpg) | ![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/masakazu_takeda-signature.jpg) |
Tadahiro Fujimura | Masakazu Takeda |
Portfolio Manager, | Portfolio Manager, |
Hennessy Japan Small Cap Fund; | Hennessy Japan Fund; |
Chief Investment Officer | Fund Manager |
SPARX Asset Management Co., Ltd. | SPARX Asset Management Co., Ltd. |
SPARX Asset Management Co., Ltd., located in Tokyo, Japan, is the sub-advisor to the Hennessy Japan Fund and the Hennessy Japan Small Cap Fund.
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Tadahiro Fujimura and Masakazu Takeda and are subject to change, are not guaranteed and should not be considered investment advice.
The Tokyo Stock Price Index (TOPIX) is an unmanaged index commonly used to measure the performance of Japanese stocks. One cannot invest directly in an index.
PE, or price-to-earnings ratio, is a valuation measure and is calculated by dividing a company’s market price per share by its earnings per share.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Japan Fund – | | | | |
| Investor Class (HJPNX) | 7.09% | 2.17% | 13.19% | 14.37% |
| Hennessy Japan Fund – | | | | |
| Institutional Class (HJPIX) | 7.35% | 2.61% | 13.57% | 14.70% |
| Russell/Nomura | | | | |
| Total MarketTM Index | 1.19% | -8.44% | 7.37% | 7.76% |
| Tokyo Price Index (TOPIX) | 0.78% | -8.55% | 7.21% | 7.69% |
Expense ratios: 1.44% (Investor Class); 1.02% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The Russell/Nomura Total Market™ Index contains the top 98% of all stocks listed on Japan’s stock exchanges and registered on Japan’s over-the-counter market in terms of market capitalization. The Tokyo Price Index (TOPIX) is a capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY JAPAN FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Softbank Group Co. | 6.27% |
Fast Retailing Co., Ltd. | 5.96% |
Nidec Corp. | 5.62% |
Daikin Industries | 5.40% |
Rohto Pharmaceutical Co., Ltd. | 5.27% |
Recruit Holdings Co., Ltd. | 5.18% |
Kubota Corp. | 5.12% |
Misumi Group, Inc. | 4.97% |
Keyence Corp. | 4.96% |
Unicharm Corp. | 4.79% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 95.07% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 6.27% | | | | | | | | | |
Softbank Group Co. | | | 391,400 | | | $ | 41,500,684 | | | | 6.27 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 17.31% | | | | | | | | | | | | |
Asics Corp. | | | 930,000 | | | | 11,457,396 | | | | 1.73 | % |
Fast Retailing Co., Ltd. | | | 68,100 | | | | 39,402,015 | | | | 5.96 | % |
Isuzu Motors, Ltd. | | | 475,000 | | | | 6,841,305 | | | | 1.04 | % |
Ryohin Keikaku Co., Ltd. | | | 29,600 | | | | 5,646,022 | | | | 0.85 | % |
Shimano, Inc. | | | 211,500 | | | | 31,086,986 | | | | 4.70 | % |
Toyota Motor Corp. | | | 324,100 | | | | 20,065,179 | | | | 3.03 | % |
| | | | | | | 114,498,903 | | | | 17.31 | % |
| | | | | | | | | | | | |
Consumer Staples – 15.82% | | | | | | | | | | | | |
Ariake Japan Co., Ltd. | | | 148,000 | | | | 8,648,354 | | | | 1.31 | % |
Japan Tobacco, Inc. | | | 1,280,300 | | | | 29,584,690 | | | | 4.47 | % |
Kao Corp. | | | 408,100 | | | | 31,504,274 | | | | 4.76 | % |
Pigeon Corp. | | | 75,400 | | | | 3,228,301 | | | | 0.49 | % |
Unicharm Corp. | | | 959,600 | | | | 31,668,551 | | | | 4.79 | % |
| | | | | | | 104,634,170 | | | | 15.82 | % |
| | | | | | | | | | | | |
Financials – 8.49% | | | | | | | | | | | | |
Anicom Holdings, Inc. | | | 299,300 | | | | 9,289,062 | | | | 1.40 | % |
Mitsubishi UFJ Financial Group, Inc. | | | 6,140,700 | | | | 30,467,244 | | | | 4.61 | % |
Sumitomo Mitsui Financial Group, Inc. | | | 451,600 | | | | 16,413,959 | | | | 2.48 | % |
| | | | | | | 56,170,265 | | | | 8.49 | % |
| | | | | | | | | | | | |
Health Care – 10.01% | | | | | | | | | | | | |
Rohto Pharmaceutical Co., Ltd. | | | 1,239,200 | | | | 34,869,449 | | | | 5.27 | % |
Terumo Corp. | | | 1,038,500 | | | | 31,340,530 | | | | 4.74 | % |
| | | | | | | 66,209,979 | | | | 10.01 | % |
| | | | | | | | | | | | |
Industrials – 30.98% | | | | | | | | | | | | |
Daikin Industries | | | 280,300 | | | | 35,687,649 | | | | 5.40 | % |
Kubota Corp. | | | 2,224,200 | | | | 33,864,013 | | | | 5.12 | % |
Misumi Group, Inc. | | | 1,258,300 | | | | 32,855,605 | | | | 4.97 | % |
Mitsubishi Corp. | | | 1,127,100 | | | | 31,049,009 | | | | 4.69 | % |
Nidec Corp. | | | 260,400 | | | | 37,195,193 | | | | 5.62 | % |
Recruit Holdings Co., Ltd. | | | 1,140,200 | | | | 34,335,834 | | | | 5.18 | % |
| | | | | | | 204,987,303 | | | | 30.98 | % |
| | | | | | | | | | | | |
Information Technology – 4.96% | | | | | | | | | | | | |
Keyence Corp. | | | 52,500 | | | | 32,801,674 | | | | 4.96 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Materials – 1.23% | | | | | | | | | |
Fuji Seal International, Inc. | | | 232,200 | | | $ | 8,120,344 | | | | 1.23 | % |
| | | | | | | | | | | | |
Total Common Stocks | | | | | | | | | | | | |
(Cost $514,747,677) | | | | | | | 628,923,322 | | | | 95.07 | % |
| | | | | | | | | | | | |
SHORT-TERM INVESTMENTS – 3.95% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Money Market Funds – 3.95% | | | | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (a) | | | 26,137,655 | | | | 26,137,655 | | | | 3.95 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $26,137,655) | | | | | | | 26,137,655 | | | | 3.95 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $540,885,332) – 99.02% | | | | | | | 655,060,977 | | | | 99.02 | % |
Other Assets in Excess of Liabilities – 0.98% | | | | | | | 6,467,400 | | | | 0.98 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 661,528,377 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | — | | | $ | 41,500,684 | | | $ | — | | | $ | 41,500,684 | |
Consumer Discretionary | | | — | | | | 114,498,903 | | | | — | | | | 114,498,903 | |
Consumer Staples | | | — | | | | 104,634,170 | | | | — | | | | 104,634,170 | |
Financials | | | — | | | | 56,170,265 | | | | — | | | | 56,170,265 | |
Health Care | | | — | | | | 66,209,979 | | | | — | | | | 66,209,979 | |
Industrials | | | — | | | | 204,987,303 | | | | — | | | | 204,987,303 | |
Information Technology | | | — | | | | 32,801,674 | | | | — | | | | 32,801,674 | |
Materials | | | — | | | | 8,120,344 | | | | — | | | | 8,120,344 | |
Total Common Stocks | | $ | — | | | $ | 628,923,322 | | | $ | — | | | $ | 628,923,322 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 26,137,655 | | | $ | — | | | $ | — | | | $ | 26,137,655 | |
Total Short-Term Investments | | $ | 26,137,655 | | | $ | — | | | $ | — | | | $ | 26,137,655 | |
Total Investments | | $ | 26,137,655 | | | $ | 628,923,322 | | | $ | — | | | $ | 655,060,977 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $540,885,332) | | $ | 655,060,977 | |
Dividends and interest receivable | | | 2,955,293 | |
Receivable for fund shares sold | | | 6,615,873 | |
Prepaid expenses and other assets | | | 120,063 | |
Total assets | | | 664,752,206 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 2,624,449 | |
Payable to advisor | | | 433,164 | |
Payable to administrator | | | 92,943 | |
Payable to auditor | | | 11,121 | |
Accrued distribution fees | | | 15,481 | |
Accrued service fees | | | 8,281 | |
Accrued trustees fees | | | 2,620 | |
Accrued expenses and other payables | | | 35,770 | |
Total liabilities | | | 3,223,829 | |
NET ASSETS | | $ | 661,528,377 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 546,802,032 | |
Total distributable earnings | | | 114,726,345 | |
Total net assets | | $ | 661,528,377 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 100,464,101 | |
Shares issued and outstanding | | | 2,790,366 | |
Net asset value, offering price, and redemption price per share | | $ | 36.00 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 561,064,276 | |
Shares issued and outstanding | | | 15,124,105 | |
Net asset value, offering price, and redemption price per share | | $ | 37.10 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income(1) | | $ | 4,249,175 | |
Interest income | | | 502,332 | |
Total investment income | | | 4,751,507 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 2,312,230 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 111,189 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 133,763 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 274,165 | |
Distribution fees – Investor Class (See Note 5) | | | 74,063 | |
Service fees – Investor Class (See Note 5) | | | 49,376 | |
Federal and state registration fees | | | 30,496 | |
Reports to shareholders | | | 16,512 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 9,132 | |
Legal fees | | | 1,764 | |
Other expenses | | | 12,820 | |
Total expenses | | | 3,049,478 | |
NET INVESTMENT INCOME | | $ | 1,702,029 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized loss on investments | | $ | (238,068 | ) |
Net change in unrealized appreciation/depreciation on investments | | | 44,253,537 | |
Net gain on investments | | | 44,015,469 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 45,717,498 | |
(1) | Net of foreign taxes withheld of $472,197. |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
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STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 1,702,029 | | | $ | 1,562,238 | |
Net realized loss on investments | | | (238,068 | ) | | | (652,030 | ) |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 44,253,537 | | | | (3,199,977 | ) |
Net increase (decrease) in net | | | | | | | | |
assets resulting from operations | | | 45,717,498 | | | | (2,289,769 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (35,216 | ) | | | (15,953 | ) |
Distributable earnings – Institutional Class | | | (1,309,392 | ) | | | (192,575 | ) |
Total distributions | | | (1,344,608 | ) | | | (208,528 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 19,671,982 | | | | 68,964,189 | |
Proceeds from shares subscribed – Institutional Class | | | 284,224,871 | | | | 371,916,788 | |
Dividends reinvested – Investor Class | | | 34,287 | | | | 15,517 | |
Dividends reinvested – Institutional Class | | | 1,275,785 | | | | 171,054 | |
Cost of shares redeemed – Investor Class | | | (29,169,245 | ) | | | (51,079,674 | ) |
Cost of shares redeemed – Institutional Class | | | (161,967,742 | ) | | | (146,269,372 | ) |
Net increase in net assets derived | | | | | | | | |
from capital share transactions | | | 114,069,938 | | | | 243,718,502 | |
TOTAL INCREASE IN NET ASSETS | | | 158,442,828 | | | | 241,220,205 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 503,085,549 | | | | 261,865,344 | |
End of period | | $ | 661,528,377 | | | $ | 503,085,549 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 579,797 | | | | 1,945,260 | |
Shares sold – Institutional Class | | | 8,202,533 | | | | 10,243,014 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 1,053 | | | | 445 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 38,072 | | | | 4,774 | |
Shares redeemed – Investor Class | | | (863,437 | ) | | | (1,451,162 | ) |
Shares redeemed – Institutional Class | | | (4,646,440 | ) | | | (3,991,370 | ) |
Net increase in shares outstanding | | | 3,311,578 | | | | 6,750,961 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 33.63 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.03 | (1) |
Net realized and unrealized gains on investments | | | 2.35 | |
Total from investment operations | | | 2.38 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.01 | ) |
Total distributions | | | (0.01 | ) |
Net asset value, end of period | | $ | 36.00 | |
| | | | |
TOTAL RETURN | | | 7.09 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 100.46 | |
Ratio of expenses to average net assets | | | 1.40 | %(4) |
Ratio of net investment income (loss) to average net assets | | | 0.19 | %(4) |
Portfolio turnover rate(5) | | | 0 | %(3) |
(1) | Calculated using the average shares outstanding method. |
(2) | Amount is between $(0.005) and $0.005. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 32.75 | | | $ | 27.81 | | | $ | 24.07 | | | $ | 21.77 | | | $ | 19.68 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.00 | )(2) | | | (0.03 | ) | | | (0.11 | ) | | | (0.10 | ) | | | (0.06 | ) |
| 0.89 | | | | 4.97 | | | | 3.85 | | | | 2.40 | | | | 2.15 | |
| 0.89 | | | | 4.94 | | | | 3.74 | | | | 2.30 | | | | 2.09 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.01 | ) | | | — | | | | — | | | | — | | | | — | |
| (0.01 | ) | | | — | | | | — | | | | — | | | | — | |
$ | 33.63 | | | $ | 32.75 | | | $ | 27.81 | | | $ | 24.07 | | | $ | 21.77 | |
| | | | | | | | | | | | | | | | | | |
| 2.70 | % | | | 17.76 | % | | | 15.54 | % | | | 10.56 | % | | | 10.62 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 103.33 | | | $ | 84.44 | | | $ | 61.85 | | | $ | 61.56 | | | $ | 27.26 | |
| 1.43 | % | | | 1.46 | % | | | 1.50 | % | | | 1.53 | % | | | 1.70 | % |
| (0.02 | )% | | | (0.15 | )% | | | (0.38 | )% | | | (0.44 | )% | | | (0.18 | )% |
| 1 | % | | | 0 | % | | | 5 | % | | | 21 | % | | | 22 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 34.67 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.12 | (1) |
Net realized and unrealized gains on investments | | | 2.42 | |
Total from investment operations | | | 2.54 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.11 | ) |
Total distributions | | | (0.11 | ) |
Net asset value, end of period | | $ | 37.10 | |
| | | | |
TOTAL RETURN | | | 7.35 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 561.06 | |
Ratio of expenses to average net assets | | | 0.98 | %(3) |
Ratio of net investment income (loss) to average net assets | | | 0.67 | %(3) |
Portfolio turnover rate(4) | | | 0 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 33.64 | | | $ | 28.45 | | | $ | 24.55 | | | $ | 22.15 | | | $ | 19.98 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.15 | | | | 0.03 | | | | (0.01 | ) | | | (0.02 | ) | | | 0.07 | |
| 0.91 | | | | 5.16 | | | | 3.91 | | | | 2.42 | | | | 2.10 | |
| 1.06 | | | | 5.19 | | | | 3.90 | | | | 2.40 | | | | 2.17 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.03 | ) | | | — | | | | — | | | | — | | | | — | |
| (0.03 | ) | | | — | | | | — | | | | — | | | | — | |
$ | 34.67 | | | $ | 33.64 | | | $ | 28.45 | | | $ | 24.55 | | | $ | 22.15 | |
| | | | | | | | | | | | | | | | | | |
| 3.14 | % | | | 18.24 | % | | | 15.89 | % | | | 10.84 | % | | | 10.86 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 399.76 | | | $ | 177.42 | | | $ | 67.78 | | | $ | 54.13 | | | $ | 25.75 | |
| 1.01 | % | | | 1.05 | % | | | 1.17 | % | | | 1.27 | % | | | 1.50 | % |
| 0.49 | % | | | 0.30 | % | | | (0.03 | )% | | | (0.08 | )% | | | 0.26 | % |
| 1 | % | | | 0 | % | | | 5 | % | | | 21 | % | | | 22 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Japan Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is long-term capital appreciation. The Fund is a diversified fund, but employs a relatively concentrated investment strategy and may hold securities of fewer issuers than other diversified funds.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax |
NOTES TO THE FINANCIAL STATEMENTS |
| positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
| |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation. Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions. The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain/loss on investments. Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors. |
| |
j). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the |
HENNESSY FUNDS | 1-800-966-4354 | |
| range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or |
NOTES TO THE FINANCIAL STATEMENTS |
| a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
| |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
| |
| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the
HENNESSY FUNDS | 1-800-966-4354 | |
value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $116,557,489 and $0 respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor oversees the provision of investment advice and furnishes office space, facilities, and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.80%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, SPARX Asset Management Co., Ltd. The Advisor pays the sub-advisory fees from its own assets, and these fees are not an additional expense of the Fund. During the six months ended April 30, 2019, the Advisor (not the Fund) paid a sub-advisory fee at the average rate of 0.36% of the daily net assets of the Fund. Pursuant to the sub-advisory agreement, the Advisor pays sub-advisory fees at the rate of 0.35% of the first $500 million of daily net assets, 0.40% of daily net assets between $500 million and $1 billion, and 0.42% of daily net assets over $1 billion.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides
NOTES TO THE FINANCIAL STATEMENTS |
for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
HENNESSY FUNDS | 1-800-966-4354 | |
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 436,311,692 | |
| Gross tax unrealized appreciation | | $ | 94,180,873 | |
| Gross tax unrealized depreciation | | | (24,408,547 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 69,772,326 | |
| Undistributed ordinary income | | $ | 861,036 | |
| Undistributed long-term capital gains | | | — | |
| Total distributable earnings | | $ | 861,036 | |
| Other accumulated gain/(loss) | | $ | (279,907 | ) |
| Total accumulated gain/(loss) | | $ | 70,353,455 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had capital loss carryforwards that expire as follows:
| Amount | | Expiration | |
| $ | 31,383 | | Unlimited Long-Term | |
| $ | 248,524 | | Unlimited Short-Term | |
During fiscal year 2018, expired capital losses were $6,121,138.
Capital losses sustained in fiscal year 2012 and beyond expire and may be carried over by the Fund without limitation, but retain the character of the original loss. Furthermore, any loss incurred during those taxable years must be utilized prior to any loss incurred in taxable years prior to 2012. As a result of this ordering rule, capital loss carryforwards incurred prior to fiscal year 2012 may be more likely to expire unused. Capital losses sustained prior to fiscal year 2012 can be carried forward for eight years and can be carried forward as short-term capital losses regardless of the character of the original loss.
NOTES TO THE FINANCIAL STATEMENTS |
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 1,344,608 | | | $ | 208,528 | |
| Long-term capital gain | | | — | | | | — | |
| | | $ | 1,344,608 | | | $ | 208,528 | |
(1) Ordinary income includes short-term capital gain.
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,070.90 | $7.19 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,017.85 | $7.00 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,073.50 | $5.04 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.93 | $4.91 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.40% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 0.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
For the year ended October 31, 2018, the Fund earned foreign-source income and paid foreign taxes as noted below, which it intends to pass through to its shareholders pursuant to Section 853 of the Internal Revenue Code.
| | Gross Foreign Income | Foreign Tax Paid | |
| Japan | $6,574,319 | $655,907 | |
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
PROXY VOTING — ELECTRONIC DELIVERY |
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreements
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”) and the sub-advisory agreement for the Fund between the Advisor and SPARX Asset Management Co., Ltd. (the “Sub-Advisor”). As part of the process of approving the continuation of the advisory and sub-advisory agreements, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory and sub-advisory agreements. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory and sub-advisory agreements.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory and sub-advisory agreements. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory and sub-advisory agreements and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory and sub-advisory agreements and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor and the Sub-Advisor to the Fund and the distinction between the Advisor-provided services and the Sub-Advisor-provided services; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | Summaries of the key terms of the advisory agreement and sub-advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q; |
| | |
| (9) | A completed questionnaire from the Sub-Advisor; |
| | |
| (10) | A summary of the Sub-Advisor’s questionnaire and relevant information from the Sub-Advisor’s Form ADV Parts I and II; |
| | |
| (11) | The Sub-Advisor’s Code of Ethics; and |
| | |
| (12) | Financial information of the Sub-Advisor’s parent company. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory and sub-advisory agreements. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
Prior to approving the continuation of the advisory and sub-advisory agreements, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor and the Sub-Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor and the Sub-Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor and the Sub-Advisor from serving as an investment advisor to the Fund (other than the advisory and sub-advisory fees). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor oversees the Sub-Advisor for the Fund, and the Sub-Advisor acts as the portfolio manager for the Fund. |
| | | |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Sub-Advisor and the Fund’s other service providers, conducts on-site visits to the Sub-Advisor and the Fund’s other service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees the selection and continued employment of the Sub-Advisor, reviews the Fund’s investment performance, and monitors the Sub-Advisor’s adherence to the Fund’s investment objectives, policies, and restrictions. |
| | | |
| | (f) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
| | | |
| | (h) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (i) | For each annual report of the Fund, the Advisor reviews the written summary prepared by the Sub-Advisor of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (j) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (k) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (l) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (m) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees considered the services identified below that are provided by the Sub-Advisor: |
| | (a) | The Sub-Advisor acts as the portfolio manager for the Fund. In this capacity, the Sub-Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; and |
| | | | |
| | | (iii) | manages proxy voting for the Fund. |
| | (b) | The Sub-Advisor ensures that its compliance program includes policies and procedures relevant to the Fund and the Sub-Advisor’s duties as a portfolio manager to the Fund. |
| | | |
| | (c) | For each annual report of the Fund, the Sub-Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (d) | The Sub-Advisor provides a quarterly compliance certification to the Board regarding trading and allocation practices, supervisory matters, the Sub-Advisor’s compliance program (including its code of ethics), compliance with the Fund’s policies, and general firm updates. |
| (3) | The Trustees considered the distinction between the services performed by the Advisor and the Sub-Advisor. The Trustees noted that the management of the Fund, including the oversight of the Sub-Advisor, involves more comprehensive and substantive duties than the duties of the Sub-Advisor. Specifically, the Trustees considered the lists of services identified above and concluded that the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
| | services performed by the Advisor for the Fund require a higher level of service and oversight than the services performed by the Sub-Advisor. Based on this determination, the Trustees concluded that the differential in advisory fees between the Advisor and the Sub-Advisor is reasonable. |
| | |
| (4) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor and the Sub-Advisor manage the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (5) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (6) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (7) | The Trustees considered the profitability of the Advisor and the Sub-Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor and the Sub-Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (8) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (9) | The Trustees considered any benefits to the Advisor and the Sub-Advisor from serving as an advisor to the Fund (other than the advisory and sub-advisory fees). The Trustees noted that the Advisor and the Sub-Advisor may derive ancillary benefits from, by way of example, their association with the Fund in the form of proprietary and third-party research products and services received |
HENNESSY FUNDS | 1-800-966-4354 | |
| | from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor and the Sub-Advisor from their relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ findings that (i) the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s and the Sub-Advisor’s own efforts in the performance of their duties under the advisory and sub-advisory agreements and (ii) although the Sub-Advisor could derive benefits from the conversion of Fund shareholders into separate account clients, the Fund also could benefit from potential institutional shareholders who might choose to invest in the Fund. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor and the Sub-Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s and the Sub-Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory and sub-advisory agreements.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
(This Page Intentionally Left Blank.)
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY JAPAN SMALL CAP FUND
Investor Class HJPSX
Institutional Class HJSIX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 10 |
Statement of Operations | 11 |
Statements of Changes in Net Assets | 13 |
Financial Highlights | 14 |
Notes to the Financial Statements | 18 |
Expense Example | 26 |
Proxy Voting Policy and Proxy Voting Records | 28 |
Availability of Quarterly Portfolio Schedule | 28 |
Federal Tax Distribution Information | 28 |
Important Notice Regarding Delivery of Shareholder Documents | 28 |
Electronic Delivery | 29 |
Board Approval of Investment Advisory Agreements | 30 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
During the six-month period ended April 30, 2019, the Japanese stock market produced a small positive return, rising 0.78% in U.S. Dollar terms as measured by the Tokyo Stock Price Index (TOPIX).
Early in the period, equity prices retreated largely in response to external factors, primarily worries over continued tension regarding trade negotiations between the U.S. and China, signs of slower growth in China, and weakness in the U.S. market. In particular, technology-related stocks lost ground as a result of the ongoing allegations of security risk made against a Chinese telecommunications equipment manufacturer. The appreciation of the Japanese yen resulting from a global unwinding of higher risk equity investment positions also contributed to negative investor sentiment. In the second half of the period, the Japanese stock market rebounded with other global equity markets following a shift in monetary policy from the Federal Reserve that signaled a pause in short-term U.S. interest rate increases. We believe Japanese investors also reacted to a growing sense that Japanese equities were looking undervalued.
The Japanese economy continued to grow over the last six months ending March 31, 2019, albeit at a slower pace. Japan’s economy has now completed its 4th year of year-over-year growth, its best performance since the financial crisis of 2008. In addition, investors have been happy to see inflation remain comfortably above zero over the last six months.
We are optimistic about the outlook for Japanese equities. With the Bank of Japan continuing to keep interest rates low, we believe the economy will continue to grow steadily, and that inflation should remain above zero. Key labor market reforms passed in 2018 and, most recently, legislation allowing entry of low-skilled foreign workers should help alleviate labor shortages in Japan and boost productivity.
Finally, we believe stock valuations are attractive. Current market valuations are at the lowest level we have seen in many years, with the prospective PE multiple for the TOPIX at just 12x compared to a 10-year average of 16x. We remain optimistic about the long-term prospects for Japan and its stock market. Thank you for your continued confidence and investment in our Funds.
Sincerely,
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/tadahiro_fujimura-signature.jpg) | ![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/masakazu_takeda-signature.jpg) |
Tadahiro Fujimura | Masakazu Takeda |
Portfolio Manager, | Portfolio Manager, |
Hennessy Japan Small Cap Fund; | Hennessy Japan Fund; |
Chief Investment Officer | Fund Manager |
SPARX Asset Management Co., Ltd. | SPARX Asset Management Co., Ltd. |
SPARX Asset Management Co., Ltd., located in Tokyo, Japan, is the sub-advisor to the Hennessy Japan Fund and the Hennessy Japan Small Cap Fund.
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Tadahiro Fujimura and Masakazu Takeda and are subject to change, are not guaranteed and should not be considered investment advice.
The Tokyo Stock Price Index (TOPIX) is an unmanaged index commonly used to measure the performance of Japanese stocks. One cannot invest directly in an index.
PE, or price-to-earnings ratio, is a valuation measure and is calculated by dividing a company’s market price per share by its earnings per share.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Japan Small Cap Fund – | | | | |
| Investor Class (HJPSX) | -0.11% | -8.64% | 12.78% | 15.65% |
| Hennessy Japan Small Cap Fund – | | | | |
| Institutional Class (HJSIX)(2) | 0.17% | -8.25% | 13.08% | 15.81% |
| Russell/Nomura | | | | |
| Small CapTM Index | -0.81% | -13.86% | 8.93% | 10.28% |
| Tokyo Price Index (TOPIX) | 0.78% | -8.55% | 7.21% | 7.69% |
Expense ratios: 1.47% (Investor Class); 1.05% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
(2) | The inception date of Institutional Class shares is June 15, 2015. Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com.
The Russell/Nomura Small Cap™ Index contains the bottom 15% of the Russell/Nomura Total Market™ Index, which contains the top 98% of all stocks listed on Japan’s stock exchanges and registered on Japan’s over-the-counter market in terms of market capitalization. The Tokyo Price Index (TOPIX) is a capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY JAPAN SMALL CAP FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Kakaku.com, Inc. | 2.40% |
Nihon Unisys Ltd. | 2.40% |
METAWATER Co., Ltd. | 2.27% |
Benefit One, Inc. | 2.19% |
Nippon Koei Co., Ltd. | 2.17% |
NS Solutions Corp. | 2.16% |
Saizeriya Co., Ltd. | 2.13% |
Kito Corp. | 2.13% |
Sato Holdings Corp. | 2.12% |
Digital Garage, Inc. | 2.12% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 97.35% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 3.35% | | | | | | | | | |
Kakaku.com., Inc. | | | 176,200 | | | $ | 3,630,163 | | | | 2.40 | % |
Macromill, Inc. | | | 124,600 | | | | 1,429,044 | | | | 0.95 | % |
| | | | | | | 5,059,207 | | | | 3.35 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 14.48% | | | | | | | | | | | | |
Bic Camera, Inc. | | | 232,400 | | | | 2,492,787 | | | | 1.65 | % |
DCM Holdings Co., Ltd. | | | 308,000 | | | | 3,052,953 | | | | 2.02 | % |
Hiramatsu, Inc. | | | 494,500 | | | | 1,520,236 | | | | 1.01 | % |
Kasai Kogyo Co., Ltd. | | | 213,400 | | | | 1,770,842 | | | | 1.17 | % |
Komeda Holdings Co., Ltd. | | | 104,600 | | | | 1,917,920 | | | | 1.27 | % |
Matsuoka Corp. | | | 51,300 | | | | 1,611,133 | | | | 1.07 | % |
Pacific Industrial Co., Ltd. | | | 183,300 | | | | 3,005,716 | | | | 1.99 | % |
Saizeriya Co., Ltd. | | | 142,900 | | | | 3,214,953 | | | | 2.13 | % |
Seiren Co., Ltd. | | | 106,400 | | | | 1,594,246 | | | | 1.05 | % |
TPR Co., Ltd. | | | 85,600 | | | | 1,687,384 | | | | 1.12 | % |
| | | | | | | 21,868,170 | | | | 14.48 | % |
| | | | | | | | | | | | |
Consumer Staples – 4.94% | | | | | | | | | | | | |
Kobe Bussan Co., Ltd. | | | 74,100 | | | | 2,948,249 | | | | 1.95 | % |
Nishimoto Co., Ltd. | | | 78,900 | | | | 2,853,845 | | | | 1.89 | % |
Soiken Holdings, Inc. | | | 341,300 | | | | 1,665,561 | | | | 1.10 | % |
| | | | | | | 7,467,655 | | | | 4.94 | % |
| | | | | | | | | | | | |
Financials – 1.04% | | | | | | | | | | | | |
Lifenet Insurance Co. (a) | | | 354,500 | | | | 1,569,963 | | | | 1.04 | % |
| | | | | | | | | | | | |
Health Care – 3.19% | | | | | | | | | | | | |
Nihon Kohden Corp. | | | 55,600 | | | | 1,623,529 | | | | 1.08 | % |
Ship Healthcare Holdings, Inc. | | | 77,500 | | | | 3,188,452 | | | | 2.11 | % |
| | | | | | | 4,811,981 | | | | 3.19 | % |
| | | | | | | | | | | | |
Industrials – 42.26% | | | | | | | | | | | | |
BELLSYSTEM24 Holdings, Inc. | | | 184,500 | | | | 2,691,663 | | | | 1.78 | % |
Benefit One, Inc. | | | 157,900 | | | | 3,302,155 | | | | 2.19 | % |
Daihen Corp. | | | 76,600 | | | | 2,144,140 | | | | 1.42 | % |
EF-ON, Inc. | | | 292,800 | | | | 2,201,430 | | | | 1.46 | % |
Hamakyorex Co., Ltd. | | | 73,000 | | | | 2,701,470 | | | | 1.79 | % |
Hanwa Co., Ltd. | | | 106,000 | | | | 3,055,283 | | | | 2.02 | % |
Hito Communication, Inc. | | | 186,600 | | | | 3,159,141 | | | | 2.09 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Industrials (Continued) | | | | | | | | | |
Juki Corp. | | | 125,800 | | | $ | 1,451,337 | | | | 0.96 | % |
KAWADA TECHNOLOGIES, Inc. | | | 32,800 | | | | 2,047,989 | | | | 1.36 | % |
Kito Corp. | | | 202,500 | | | | 3,217,873 | | | | 2.13 | % |
Maeda Kosen Co., Ltd. | | | 75,000 | | | | 1,434,256 | | | | 0.95 | % |
METAWATER Co., Ltd. | | | 114,300 | | | | 3,428,527 | | | | 2.27 | % |
MIRAIT Holdings Corp. | | | 215,200 | | | | 3,165,781 | | | | 2.09 | % |
Nihon Flush Co., Ltd. | | | 140,300 | | | | 2,826,477 | | | | 1.87 | % |
Nippon Koei Co., Ltd. | | | 143,300 | | | | 3,284,961 | | | | 2.17 | % |
Nippon Yusoki Co., Ltd. | | | 259,900 | | | | 2,925,743 | | | | 1.94 | % |
Nissei ASB Machine Co., Ltd. | | | 34,900 | | | | 1,290,009 | | | | 0.85 | % |
Okamura Corp. | | | 248,300 | | | | 2,506,275 | | | | 1.66 | % |
Sato Holdings Corp. | | | 131,500 | | | | 3,201,573 | | | | 2.12 | % |
SBS Holdings, Inc. | | | 168,900 | | | | 2,853,987 | | | | 1.89 | % |
Senko Co., Ltd. | | | 317,500 | | | | 2,553,550 | | | | 1.69 | % |
Shibuya Corp. | | | 58,200 | | | | 1,809,195 | | | | 1.20 | % |
Takeei Corp. | | | 306,900 | | | | 2,166,587 | | | | 1.43 | % |
Takuma Co., Ltd. | | | 252,900 | | | | 3,049,358 | | | | 2.02 | % |
Tocalo Co., Ltd. | | | 167,600 | | | | 1,379,313 | | | | 0.91 | % |
| | | | | | | 63,848,073 | | | | 42.26 | % |
| | | | | | | | | | | | |
Information Technology – 19.62% | | | | | | | | | | | | |
Digital Garage, Inc. | | | 109,400 | | | | 3,196,241 | | | | 2.12 | % |
Elecom Co., Ltd. | | | 94,100 | | | | 3,157,429 | | | | 2.09 | % |
Macnica Fuji Electronic Holdings, Inc. | | | 216,200 | | | | 3,129,995 | | | | 2.07 | % |
Mimaki Engineering Co., Ltd. | | | 423,600 | | | | 2,339,878 | | | | 1.55 | % |
Nihon Unisys Ltd. | | | 141,100 | | | | 3,617,282 | | | | 2.40 | % |
Nippon Signal Company, Ltd. | | | 246,000 | | | | 2,285,534 | | | | 1.51 | % |
NS Solutions Corp. | | | 121,600 | | | | 3,267,248 | | | | 2.16 | % |
OBIC Business Consultants Co., Ltd. | | | 73,800 | | | | 2,965,953 | | | | 1.96 | % |
Sun Corp. | | | 212,000 | | | | 1,480,396 | | | | 0.98 | % |
Transcosmos, Inc. | | | 86,800 | | | | 1,902,677 | | | | 1.26 | % |
UMC Electronics Co., Ltd. | | | 177,100 | | | | 2,297,497 | | | | 1.52 | % |
| | | | | | | 29,640,130 | | | | 19.62 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Materials – 7.92% | | | | | | | | | |
Asahi Holdings, Inc. | | | 81,900 | | | $ | 1,594,238 | | | | 1.06 | % |
Asia Pile Holdings Co. | | | 564,200 | | | | 3,069,501 | | | | 2.03 | % |
Kuriyama Holdings Corp. | | | 239,800 | | | | 2,006,248 | | | | 1.33 | % |
Sanyo Chemical Industries Ltd. | | | 50,000 | | | | 2,530,685 | | | | 1.67 | % |
Stella Chemifa Corp. | | | 99,800 | | | | 2,771,488 | | | | 1.83 | % |
| | | | | | | 11,972,160 | | | | 7.92 | % |
| | | | | | | | | | | | |
Real Estate – 0.55% | | | | | | | | | | | | |
Tosei Corp. | | | 100,300 | | | | 834,129 | | | | 0.55 | % |
| | | | | | | | | | | | |
Total Common Stocks | | | | | | | | | | | | |
(Cost $145,867,138) | | | | | | | 147,071,468 | | | | 97.35 | % |
| | | | | | | | | | | | |
REITS – 0.51% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Real Estate – 0.51% | | | | | | | | | | | | |
Star Mica Co., Ltd. | | | 64,700 | | | | 771,839 | | | | 0.51 | % |
| | | | | | | | | | | | |
Total REITS | | | | | | | | | | | | |
(Cost $988,097) | | | | | | | 771,839 | | | | 0.51 | % |
| | | | | | | | | | | | |
SHORT-TERM INVESTMENTS – 0.46% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Money Market Funds – 0.46% | | | | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (b) | | | 696,658 | | | | 696,658 | | | | 0.46 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $696,658) | | | | | | | 696,658 | | | | 0.46 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $147,551,893) – 98.32% | | | | | | | 148,539,965 | | | | 98.32 | % |
Other Assets in Excess of Liabilities – 1.68% | | | | | | | 2,534,951 | | | | 1.68 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 151,074,916 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
REIT – Real Estate Investment Trust
(a) | Non-income-producing security. |
(b) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
The accompanying notes are an integral part of these financial statements.
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | — | | | $ | 5,059,207 | | | $ | — | | | $ | 5,059,207 | |
Consumer Discretionary | | | — | | | | 21,868,170 | | | | — | | | | 21,868,170 | |
Consumer Staples | | | — | | | | 7,467,655 | | | | — | | | | 7,467,655 | |
Financials | | | — | | | | 1,569,963 | | | | — | | | | 1,569,963 | |
Health Care | | | — | | | | 4,811,981 | | | | — | | | | 4,811,981 | |
Industrials | | | — | | | | 63,848,073 | | | | — | | | | 63,848,073 | |
Information Technology | | | — | | | | 29,640,130 | | | | — | | | | 29,640,130 | |
Materials | | | — | | | | 11,972,160 | | | | — | | | | 11,972,160 | |
Real Estate | | | — | | | | 834,129 | | | | — | | | | 834,129 | |
Total Common Stocks | | $ | — | | | $ | 147,071,468 | | | $ | — | | | $ | 147,071,468 | |
REITS | | | | | | | | | | | | | | | | |
Real Estate | | $ | — | | | $ | 771,839 | | | $ | — | | | $ | 771,839 | |
Total REITS | | $ | — | | | $ | 771,839 | | | $ | — | | | $ | 771,839 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 696,658 | | | $ | — | | | $ | — | | | $ | 696,658 | |
Total Short-Term Investments | | $ | 696,658 | | | $ | — | | | $ | — | | | $ | 696,658 | |
Total Investments | | $ | 696,658 | | | $ | 147,843,307 | | | $ | — | | | $ | 148,539,965 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $147,551,893) | | $ | 148,539,965 | |
Dividends and interest receivable | | | 1,348,828 | |
Receivable for fund shares sold | | | 1,343,009 | |
Receivable for securities sold | | | 959,450 | |
Prepaid expenses and other assets | | | 27,000 | |
Total assets | | | 152,218,252 | |
| | | | |
LIABILITIES: | | | | |
Payable for securities purchased | | | 7,371 | |
Payable for fund shares redeemed | | | 951,047 | |
Payable to advisor | | | 102,334 | |
Payable to administrator | | | 18,746 | |
Payable to auditor | | | 11,121 | |
Accrued distribution fees | | | 11,989 | |
Accrued service fees | | | 6,548 | |
Accrued trustees fees | | | 3,863 | |
Accrued expenses and other payables | | | 30,317 | |
Total liabilities | | | 1,143,336 | |
NET ASSETS | | $ | 151,074,916 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 149,236,110 | |
Total distributable earnings | | | 1,838,806 | |
Total net assets | | $ | 151,074,916 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 75,939,508 | |
Shares issued and outstanding | | | 5,236,137 | |
Net asset value, offering price, and redemption price per share | | $ | 14.50 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 75,135,408 | |
Shares issued and outstanding | | | 5,240,670 | |
Net asset value, offering price, and redemption price per share | | $ | 14.34 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income(1) | | $ | 1,562,572 | |
Interest income | | | 45,205 | |
Total investment income | | | 1,607,777 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 678,322 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 108,673 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 24,070 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 79,874 | |
Distribution fees – Investor Class (See Note 5) | | | 66,628 | |
Service fees – Investor Class (See Note 5) | | | 44,419 | |
Federal and state registration fees | | | 34,041 | |
Interest expense (See Note 7) | | | 16,131 | |
Reports to shareholders | | | 13,043 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 8,593 | |
Legal fees | | | 918 | |
Other expenses | | | 8,458 | |
Total expenses | | | 1,107,138 | |
NET INVESTMENT INCOME | | $ | 500,639 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain on investments | | $ | 397,591 | |
Net change in unrealized appreciation/depreciation on investments | | | (2,725,948 | ) |
Net loss on investments | | | (2,328,357 | ) |
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | (1,827,718 | ) |
(1) | Net of foreign taxes withheld of $173,733. |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
(This Page Intentionally Left Blank.)
STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 500,639 | | | $ | 953,265 | |
Net realized gain on investments | | | 397,591 | | | | 8,566,596 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | (2,725,948 | ) | | | (13,684,693 | ) |
Net decrease in net assets resulting from operations | | | (1,827,718 | ) | | | (4,164,832 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (3,091,719 | ) | | | (1,780,476 | ) |
Distributable earnings – Institutional Class | | | (3,196,950 | ) | | | (1,109,923 | ) |
Total distributions | | | (6,288,669 | ) | | | (2,890,399 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 11,242,315 | | | | 111,702,386 | |
Proceeds from shares subscribed – Institutional Class | | | 22,359,768 | | | | 137,676,100 | |
Dividends reinvested – Investor Class | | | 3,007,874 | | | | 1,748,813 | |
Dividends reinvested – Institutional Class | | | 2,892,147 | | | | 1,109,776 | |
Cost of shares redeemed – Investor Class | | | (35,462,946 | ) | | | (80,170,785 | ) |
Cost of shares redeemed – Institutional Class | | | (44,200,095 | ) | | | (64,230,751 | ) |
Net increase (decrease) in net assets | | | | | | | | |
derived from capital share transactions | | | (40,160,937 | ) | | | 107,835,539 | |
TOTAL INCREASE (DECREASE) IN NET ASSETS | | | (48,277,324 | ) | | | 100,780,308 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 199,352,240 | | | | 98,571,934 | |
End of period | | $ | 151,074,916 | | | $ | 199,352,240 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 787,195 | | | | 6,964,885 | |
Shares sold – Institutional Class | | | 1,595,644 | | | | 8,685,841 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 211,079 | | | | 113,712 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 206,255 | | | | 72,917 | |
Shares redeemed – Investor Class | | | (2,497,586 | ) | | | (5,026,571 | ) |
Shares redeemed – Institutional Class | | | (3,198,420 | ) | | | (4,071,372 | ) |
Net increase (decrease) in shares outstanding | | | (2,895,833 | ) | | | 6,739,411 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 14.99 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.03 | (1) |
Net realized and unrealized gains (losses) on investments | | | (0.05 | ) |
Total from investment operations | | | (0.02 | ) |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (0.47 | ) |
Total distributions | | | (0.47 | ) |
Net asset value, end of period | | $ | 14.50 | |
| | | | |
TOTAL RETURN | | | (0.11 | )%(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 75.94 | |
Ratio of expenses to average net assets | | | 1.51 | %(3) |
Ratio of net investment income (loss) to average net assets | | | 0.37 | %(3) |
Portfolio turnover rate(4) | | | 9 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 14.92 | | | $ | 11.29 | | | $ | 10.29 | | | $ | 10.51 | | | $ | 11.70 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.05 | | | | 0.08 | | | | 0.03 | | | | (0.02 | ) | | | (0.04 | ) |
| 0.35 | | | | 3.77 | | | | 1.31 | | | | 0.71 | | | | 1.36 | |
| 0.40 | | | | 3.85 | | | | 1.34 | | | | 0.69 | | | | 1.32 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.05 | ) | | | (0.12 | ) | | | — | | | | — | | | | — | |
| (0.28 | ) | | | (0.10 | ) | | | (0.34 | ) | | | (0.91 | ) | | | (2.51 | ) |
| (0.33 | ) | | | (0.22 | ) | | | (0.34 | ) | | | (0.91 | ) | | | (2.51 | ) |
$ | 14.99 | | | $ | 14.92 | | | $ | 11.29 | | | $ | 10.29 | | | $ | 10.51 | |
| | | | | | | | | | | | | | | | | | |
| 2.64 | % | | | 34.82 | % | | | 13.44 | % | | | 7.37 | % | | | 13.99 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 100.93 | | | $ | 69.86 | | | $ | 26.23 | | | $ | 22.68 | | | $ | 19.36 | |
| 1.46 | % | | | 1.60 | % | | | 1.91 | % | | | 2.12 | % | | | 2.24 | % |
| 0.21 | % | | | 0.26 | % | | | 0.25 | % | | | (0.38 | )% | | | (0.39 | )% |
| 35 | % | | | 41 | % | | | 22 | % | | | 75 | % | | | 63 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 14.83 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.06 | (2) |
Net realized and unrealized gains (losses) on investments | | | (0.05 | ) |
Total from investment operations | | | 0.01 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.04 | ) |
Dividends from net realized gains | | | (0.46 | ) |
Total distributions | | | (0.50 | ) |
Net asset value, end of period | | $ | 14.34 | |
| | | | |
TOTAL RETURN | | | 0.17 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 75.14 | |
Ratio of expenses to average net assets | | | 1.08 | %(4) |
Ratio of net investment income (loss) to average net assets | | | 0.83 | %(4) |
Portfolio turnover rate(5) | | | 9 | %(3) |
(1) | Institutional Class shares commenced operations on June 15, 2015. |
(2) | Calculated using the average shares outstanding method. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | | | Period Ended | |
| | October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015(1) | |
| | | | | | | | | | |
$ | 14.72 | | | $ | 11.33 | | | $ | 10.30 | | | $ | 10.89 | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| 0.11 | | | | 0.05 | | | | 0.06 | | | | (0.01 | ) |
| 0.36 | | | | 3.78 | | | | 1.31 | | | | (0.58 | ) |
| 0.47 | | | | 3.83 | | | | 1.37 | | | | (0.59 | ) |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| (0.08 | ) | | | (0.10 | ) | | | — | | | | — | |
| (0.28 | ) | | | (0.34 | ) | | | (0.34 | ) | | | — | |
| (0.36 | ) | | | (0.44 | ) | | | (0.34 | ) | | | — | |
$ | 14.83 | | | $ | 14.72 | | | $ | 11.33 | | | $ | 10.30 | |
| | | | | | | | | | | | | | |
| 3.12 | % | | | 35.17 | % | | | 13.73 | % | | | (5.42 | )%(3) |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
$ | 98.42 | | | $ | 28.71 | | | $ | 3.42 | | | $ | 2.65 | |
| 1.04 | % | | | 1.19 | % | | | 1.63 | % | | | 1.86 | %(4) |
| 0.77 | % | | | 0.80 | % | | | 0.63 | % | | | (1.04 | )%(4) |
| 35 | % | | | 41 | % | | | 22 | % | | | 75 | %(3) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Japan Small Cap Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is long-term capital appreciation. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
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b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
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c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
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e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
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f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
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g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
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h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
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i). | Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation. Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions. The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain/loss on investments. Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors. |
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j). | REIT Equity Securities – The Fund may invest in the equity securities of real estate investment trusts (REITs). Distributions received from REITs may be classified as dividends, capital gains, or return of capital. Investments in REITs may require the Fund to accrue and distribute income not yet received. To generate sufficient cash to make the requisite distributions, the Fund may be required to sell securities in its portfolio (including when it is not advantageous to do so) that it otherwise would have continued to hold. At other times, investments in a REIT may result in the Fund’s receipt of cash in excess of the REIT’s earnings. If the Fund distributes these amounts, these distributions could constitute a return of capital to Fund |
HENNESSY FUNDS | 1-800-966-4354 | |
| shareholders for U.S. federal income tax purposes. Dividends received by the Fund from a REIT generally will not constitute qualified dividend income and will not qualify for the dividends-received deduction. |
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k). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value
NOTES TO THE FINANCIAL STATEMENTS |
| hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
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| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of
HENNESSY FUNDS | 1-800-966-4354 | |
relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $15,365,049 and $63,377,913, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor oversees the provision of investment advice and furnishes office space, facilities, and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.80%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, SPARX Asset Management Co., Ltd. The Advisor pays the sub-advisory fees from its own assets, and these fees are not an additional expense of the Fund. During the six months ended April 30, 2019, the Advisor (not the Fund) paid a sub-advisory fee at the rate of
NOTES TO THE FINANCIAL STATEMENTS |
0.35% of the daily net assets of the Fund. Pursuant to the sub-advisory agreement, the Advisor pays sub-advisory fees at the rate of 0.35% of the first $500 million of daily net assets, 0.40% of daily net assets between $500 million and $1 billion, and 0.42% of daily net assets over $1 billion.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
HENNESSY FUNDS | 1-800-966-4354 | |
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $556,227 and 5.42%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $12,102,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 195,799,022 | |
| Gross tax unrealized appreciation | | $ | 22,448,859 | |
| Gross tax unrealized depreciation | | | (18,782,297 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 3,666,562 | |
| Undistributed ordinary income | | $ | 275,368 | |
| Undistributed long-term capital gains | | | 6,013,263 | |
| Total distributable earnings | | $ | 6,288,631 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 9,955,193 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales and investments in passive foreign investment companies.
NOTES TO THE FINANCIAL STATEMENTS |
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 275,389 | | | $ | 583,714 | |
| Long-term capital gain | | | 6,013,280 | | | | 2,306,685 | |
| | | $ | 6,288,669 | | | $ | 2,890,399 | |
(1) Ordinary income includes short-term capital gain.
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $ 998.90 | $7.48 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,017.31 | $7.55 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,001.70 | $5.36 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.44 | $5.41 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.51% for Investor Class shares or 1.08% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
HENNESSY FUNDS | 1-800-966-4354 | |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 0.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
For the year ended October 31, 2018, the Fund earned foreign-source income and paid foreign taxes as noted below, which it intends to pass through to its shareholders pursuant to Section 853 of the Internal Revenue Code.
| | Gross Foreign Income | Foreign Tax Paid | |
| Japan | $3,753,180 | $375,218 | |
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
PROXY VOTING — ELECTRONIC DELIVERY |
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreements
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”) and the sub-advisory agreement for the Fund between the Advisor and SPARX Asset Management Co., Ltd. (the “Sub-Advisor”). As part of the process of approving the continuation of the advisory and sub-advisory agreements, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory and sub-advisory agreements. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory and sub-advisory agreements.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory and sub-advisory agreements. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory and sub-advisory agreements and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory and sub-advisory agreements and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor and the Sub-Advisor to the Fund and the distinction between the Advisor-provided services and the Sub-Advisor-provided services; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | Summaries of the key terms of the advisory agreement and sub-advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q; |
| | |
| (9) | A completed questionnaire from the Sub-Advisor; |
| | |
| (10) | A summary of the Sub-Advisor’s questionnaire and relevant information from the Sub-Advisor’s Form ADV Parts I and II; |
| | |
| (11) | The Sub-Advisor’s Code of Ethics; and |
| | |
| (12) | Financial information of the Sub-Advisor’s parent company. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory and sub-advisory agreements. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
Prior to approving the continuation of the advisory and sub-advisory agreements, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor and the Sub-Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor and the Sub-Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor and the Sub-Advisor from serving as an investment advisor to the Fund (other than the advisory and sub-advisory fees). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor oversees the Sub-Advisor for the Fund, and the Sub-Advisor acts as the portfolio manager for the Fund. |
| | | |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Sub-Advisor and the Fund’s other service providers, conducts on-site visits to the Sub-Advisor and the Fund’s other service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees the selection and continued employment of the Sub-Advisor, reviews the Fund’s investment performance, and monitors the Sub-Advisor’s adherence to the Fund’s investment objectives, policies, and restrictions. |
| | | |
| | (f) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
| | | |
| | (h) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (i) | For each annual report of the Fund, the Advisor reviews the written summary prepared by the Sub-Advisor of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (j) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (k) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (l) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (m) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees considered the services identified below that are provided by the Sub-Advisor: |
| | (a) | The Sub-Advisor acts as the portfolio manager for the Fund. In this capacity, the Sub-Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; and |
| | | | |
| | | (iii) | manages proxy voting for the Fund. |
| | (b) | The Sub-Advisor ensures that its compliance program includes policies and procedures relevant to the Fund and the Sub-Advisor’s duties as a portfolio manager to the Fund. |
| | | |
| | (c) | For each annual report of the Fund, the Sub-Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (d) | The Sub-Advisor provides a quarterly compliance certification to the Board regarding trading and allocation practices, supervisory matters, the Sub-Advisor’s compliance program (including its code of ethics), compliance with the Fund’s policies, and general firm updates. |
| (3) | The Trustees considered the distinction between the services performed by the Advisor and the Sub-Advisor. The Trustees noted that the management of the Fund, including the oversight of the Sub-Advisor, involves more comprehensive and substantive duties than the duties of the Sub-Advisor. Specifically, the Trustees considered the lists of services identified above and concluded that the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
| | services performed by the Advisor for the Fund require a higher level of service and oversight than the services performed by the Sub-Advisor. Based on this determination, the Trustees concluded that the differential in advisory fees between the Advisor and the Sub-Advisor is reasonable. |
| | |
| (4) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor and the Sub-Advisor manage the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (5) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory and sub-advisory agreements. |
| | |
| (6) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (7) | The Trustees considered the profitability of the Advisor and the Sub-Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor and the Sub-Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (8) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (9) | The Trustees considered any benefits to the Advisor and the Sub-Advisor from serving as an advisor to the Fund (other than the advisory and sub-advisory fees). The Trustees noted that the Advisor and the Sub-Advisor may derive ancillary benefits from, by way of example, their association with the Fund in the form of proprietary and third-party research products and services received |
HENNESSY FUNDS | 1-800-966-4354 | |
| | from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor and the Sub-Advisor from their relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ findings that (i) the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s and the Sub-Advisor’s own efforts in the performance of their duties under the advisory and sub-advisory agreements and (ii) although the Sub-Advisor could derive benefits from the conversion of Fund shareholders into separate account clients, the Fund also could benefit from potential institutional shareholders who might choose to invest in the Fund. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor and the Sub-Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s and the Sub-Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory and sub-advisory agreements.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENTS |
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For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY LARGE CAP FINANCIAL FUND
Investor Class HLFNX
Institutional Class HILFX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
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Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 8 |
Statement of Operations | 9 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 23 |
Proxy Voting Policy and Proxy Voting Records | 25 |
Availability of Quarterly Portfolio Schedule | 25 |
Federal Tax Distribution Information | 25 |
Important Notice Regarding Delivery of Shareholder Documents | 25 |
Electronic Delivery | 25 |
Board Approval of Investment Advisory Agreement | 26 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Large Cap Financial Fund – | | | | |
| Investor Class (HLFNX) | 9.13% | 5.35% | 8.93% | 12.03% |
| Hennessy Large Cap Financial Fund – | | | | |
| Institutional Class (HILFX)(2) | 9.36% | 5.75% | 9.26% | 12.20% |
| Russell 1000® Financial | | | | |
| Services Index | 11.21% | 10.73% | 12.36% | 14.88% |
| Russell 1000® Index | 10.00% | 13.33% | 11.41% | 15.39% |
Expense ratios: 1.70% (Investor Class); 1.35% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
(2) | The inception date of Institutional Class shares is June 15, 2015. Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for periods on or prior to October 26, 2012, is that of the FBR Large Cap Financial Fund.
The Russell 1000® Financial Services Index is commonly used to measure the performance of large-capitalization Financial Services sector stocks. The Russell 1000® Index is commonly used to measure the performance of U.S. large-capitalization stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY LARGE CAP FINANCIAL FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Mastercard, Inc., Class A | 7.95% |
Visa, Inc., Class A | 7.72% |
JPMorgan Chase & Co. | 7.59% |
PayPal Holdings, Inc. | 7.38% |
Bank of America Corp. | 7.22% |
Berkshire Hathaway, Inc., Class B | 6.16% |
Moody’s Corp. | 6.15% |
Citigroup, Inc. | 6.03% |
Capital One Financial Corp. | 5.81% |
Fair Isaac Corp. | 3.98% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 97.14% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 0.47% | | | | | | | | | |
Zillow Group, Inc. (a) | | | 5,000 | | | $ | 166,050 | | | | 0.47 | % |
| | | | | | | | | | | | |
Financials – 65.67% | | | | | | | | | | | | |
American Express Co. | | | 11,500 | | | | 1,348,145 | | | | 3.84 | % |
Bank of America Corp. | | | 83,000 | | | | 2,538,140 | | | | 7.22 | % |
Berkshire Hathaway, Inc., Class B (a) | | | 10,000 | | | | 2,167,100 | | | | 6.16 | % |
Capital One Financial Corp. | | | 22,000 | | | | 2,042,260 | | | | 5.81 | % |
Citigroup, Inc. | | | 30,000 | | | | 2,121,000 | | | | 6.03 | % |
Citizens Financial Group, Inc. | | | 29,000 | | | | 1,049,800 | | | | 2.99 | % |
Fifth Third Bancorp | | | 6,000 | | | | 172,920 | | | | 0.49 | % |
JPMorgan Chase & Co. | | | 23,000 | | | | 2,669,150 | | | | 7.59 | % |
KeyCorp | | | 54,000 | | | | 947,700 | | | | 2.70 | % |
M&T Bank Corp. | | | 6,500 | | | | 1,105,455 | | | | 3.14 | % |
Moody’s Corp. | | | 11,000 | | | | 2,162,820 | | | | 6.15 | % |
Morgan Stanley | | | 12,500 | | | | 603,125 | | | | 1.72 | % |
State Street Corp. | | | 4,000 | | | | 270,640 | | | | 0.77 | % |
SunTrust Banks, Inc. | | | 10,500 | | | | 687,540 | | | | 1.96 | % |
The Charles Schwab Corp. | | | 18,500 | | | | 846,930 | | | | 2.41 | % |
The Goldman Sachs Group, Inc. | | | 1,000 | | | | 205,920 | | | | 0.59 | % |
The PNC Financial Services Group, Inc. | | | 8,000 | | | | 1,095,440 | | | | 3.12 | % |
U.S. Bancorp (c) | | | 11,500 | | | | 613,180 | | | | 1.74 | % |
Wells Fargo & Co. | | | 9,000 | | | | 435,690 | | | | 1.24 | % |
| | | | | | | 23,082,955 | | | | 65.67 | % |
| | | | | | | | | | | | |
Information Technology – 31.00% | | | | | | | | | | | | |
Fair Isaac Corp. (a) | | | 5,000 | | | | 1,398,750 | | | | 3.98 | % |
Fiserv, Inc. (a) | | | 16,000 | | | | 1,395,840 | | | | 3.97 | % |
Mastercard, Inc., Class A | | | 11,000 | | | | 2,796,640 | | | | 7.95 | % |
PayPal Holdings, Inc. (a) | | | 23,000 | | | | 2,593,710 | | | | 7.38 | % |
Visa, Inc., Class A | | | 16,500 | | | | 2,713,095 | | | | 7.72 | % |
| | | | | | | 10,898,035 | | | | 31.00 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $25,113,175) | | | | | | | 34,147,040 | | | | 97.14 | % |
The accompanying notes are an integral part of these financial statements.
SHORT-TERM INVESTMENTS – 2.65% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 2.65% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (b) | | | 931,900 | | | $ | 931,900 | | | | 2.65 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $931,900) | | | | | | | 931,900 | | | | 2.65 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $26,045,075) – 99.79% | | | | | | | 35,078,940 | | | | 99.79 | % |
Other Assets in Excess of Liabilities – 0.21% | | | | | | | 74,135 | | | | 0.21 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 35,153,075 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | Non-income-producing security. |
(b) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
(c) | Investment in affiliated security. Quasar Distributors, LLC, which serves as the Fund’s distributor, is a subsidiary of U.S. Bancorp. Details of transactions with this affiliated company for the period ended April 30, 2019, are as follows: |
| | | Common Stocks | | |
| | | U.S. Bancorp | | |
| Beginning Cost – November 1, 2018 | | $ | 1,145,644 | | |
| Purchase Cost | | $ | 238,285 | | |
| Sales Cost | | $ | (812,270 | ) | |
| Ending Cost – April 30, 2019 | | $ | 571,659 | | |
| Dividend Income | | $ | 11,470 | | |
| Net Change in Unrealized Appreciation/Depreciation | | $ | 37,225 | | |
| Realized Loss | | $ | (52,392 | ) | |
| Shares | | | 11,500 | | |
| Market Value – April 30, 2019 | | $ | 613,180 | | |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 166,050 | | | $ | — | | | $ | — | | | $ | 166,050 | |
Financials | | | 23,082,955 | | | | — | | | | — | | | | 23,082,955 | |
Information Technology | | | 10,898,035 | | | | — | | | | — | | | | 10,898,035 | |
Total Common Stocks | | $ | 34,147,040 | | | $ | — | | | $ | — | | | $ | 34,147,040 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 931,900 | | | $ | — | | | $ | — | | | $ | 931,900 | |
Total Short-Term Investments | | $ | 931,900 | | | $ | — | | | $ | — | | | $ | 931,900 | |
Total Investments | | $ | 35,078,940 | | | $ | — | | | $ | — | | | $ | 35,078,940 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in unaffiliated securities, at value (cost $25,473,416) | | $ | 34,465,760 | |
Investments in affiliated securities, at value (cost $571,659) | | | 613,180 | |
Total investments in securities, at value (cost $26,045,075) | | | 35,078,940 | |
Dividends and interest receivable | | | 30,084 | |
Receivable for fund shares sold | | | 93,940 | |
Prepaid expenses and other assets | | | 24,110 | |
Total assets | | | 35,227,074 | |
| | | | |
LIABILITIES: | | | | |
Payable for fund shares redeemed | | | 12,548 | |
Payable to advisor | | | 25,106 | |
Payable to administrator | | | 3 | |
Payable to auditor | | | 11,267 | |
Accrued distribution fees | | | 4,504 | |
Accrued service fees | | | 2,087 | |
Accrued trustees fees | | | 4,185 | |
Accrued expenses and other payables | | | 14,299 | |
Total liabilities | | | 73,999 | |
NET ASSETS | | $ | 35,153,075 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 28,369,820 | |
Total distributable earnings | | | 6,783,255 | |
Total net assets | | $ | 35,153,075 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 26,393,036 | |
Shares issued and outstanding | | | 1,162,294 | |
Net asset value, offering price, and redemption price per share | | $ | 22.71 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 8,760,039 | |
Shares issued and outstanding | | | 385,727 | |
Net asset value, offering price, and redemption price per share | | $ | 22.71 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income from unaffiliated securities | | $ | 315,895 | |
Dividend income from affiliated securities | | | 11,470 | |
Interest income | | | 17,698 | |
Total investment income | | | 345,063 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 164,823 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 29,989 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 3,570 | |
Distribution fees – Investor Class (See Note 5) | | | 20,787 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 17,229 | |
Federal and state registration fees | | | 16,005 | |
Service fees – Investor Class (See Note 5) | | | 13,858 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 11,033 | |
Trustees’ fees and expenses | | | 8,323 | |
Reports to shareholders | | | 5,318 | |
Interest expense (See Note 7) | | | 396 | |
Legal fees | | | 92 | |
Other expenses | | | 5,120 | |
Total expenses | | | 309,389 | |
NET INVESTMENT INCOME | | $ | 35,674 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized loss on: | | | | |
Unaffiliated investments | | $ | (1,366,736 | ) |
Affiliated investments | | | (52,392 | ) |
Net change in unrealized appreciation/depreciation on investments | | | | |
Unaffiliated investments | | | 3,395,763 | |
Affiliated investments | | | 37,225 | |
Net gain on investments | | | 2,013,860 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 2,049,534 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
(This Page Intentionally Left Blank.)
STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income (loss) | | $ | 35,674 | | | $ | (177,736 | ) |
Net realized gain (loss) on investments | | | (1,419,128 | ) | | | 1,201,419 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 3,432,988 | | | | (1,658,090 | ) |
Net increase (decrease) in net | | | | | | | | |
assets resulting from operations | | | 2,049,534 | | | | (634,407 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (982,872 | ) | | | (1,219,312 | ) |
Distributable earnings – Institutional Class | | | (250,041 | ) | | | (296,176 | ) |
Total distributions | | | (1,232,913 | ) | | | (1,515,488 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 1,298,368 | | | | 24,589,903 | |
Proceeds from shares subscribed – Institutional Class | | | 3,328,819 | | | | 7,641,988 | |
Dividends reinvested – Investor Class | | | 961,534 | | | | 1,178,036 | |
Dividends reinvested – Institutional Class | | | 249,016 | | | | 296,176 | |
Cost of shares redeemed – Investor Class | | | (17,005,626 | ) | | | (9,240,403 | ) |
Cost of shares redeemed – Institutional Class | | | (4,338,559 | ) | | | (4,636,260 | ) |
Net increase (decrease) in net assets derived | | | | | | | | |
from capital share transactions | | | (15,506,448 | ) | | | 19,829,440 | |
TOTAL INCREASE (DECREASE) IN NET ASSETS | | | (14,689,827 | ) | | | 17,679,545 | |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 49,842,902 | | | | 32,163,357 | |
End of period | | $ | 35,153,075 | | | $ | 49,842,902 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 62,058 | | | | 1,072,989 | |
Shares sold – Institutional Class | | | 171,199 | | | | 339,855 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 48,710 | | | | 54,162 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 12,634 | | | | 13,686 | |
Shares redeemed – Investor Class | | | (861,400 | ) | | | (410,285 | ) |
Shares redeemed – Institutional Class | | | (211,906 | ) | | | (205,942 | ) |
Net increase (decrease) in shares outstanding | | | (778,705 | ) | | | 864,465 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 21.43 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.01 | (1) |
Net realized and unrealized gains (losses) on investments | | | 1.86 | |
Total from investment operations | | | 1.87 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (0.59 | ) |
Total distributions | | | (0.59 | ) |
Net asset value, end of period | | $ | 22.71 | |
| | | | |
TOTAL RETURN | | | 9.13 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 26.39 | |
Ratio of expenses to average net assets | | | 1.78 | %(4) |
Ratio of net investment income (loss) to average net assets | | | 0.10 | %(4) |
Portfolio turnover rate(5) | | | 20 | %(3) |
(1) | Calculated using the average shares outstanding method. |
(2) | Amount is between $(0.005) and $0.005. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 22.02 | | | $ | 16.23 | | | $ | 18.36 | | | $ | 20.87 | | | $ | 19.01 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.07 | ) | | | (0.08 | ) | | | 0.07 | | | | 0.01 | | | | 0.00 | (2) |
| 0.48 | | | | 5.97 | | | | (0.49 | ) | | | (0.40 | ) | | | 2.44 | |
| 0.41 | | | | 5.89 | | | | (0.42 | ) | | | (0.39 | ) | | | 2.44 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| — | | | | (0.10 | ) | | | (0.02 | ) | | | — | | | | — | |
| (1.00 | ) | | | — | | | | (1.69 | ) | | | (2.12 | ) | | | (0.58 | ) |
| (1.00 | ) | | | (0.10 | ) | | | (1.71 | ) | | | (2.12 | ) | | | (0.58 | ) |
$ | 21.43 | | | $ | 22.02 | | | $ | 16.23 | | | $ | 18.36 | | | $ | 20.87 | |
| | | | | | | | | | | | | | | | | | |
| 1.82 | % | | | 36.41 | % | | | (2.57 | )% | | | (2.57 | )% | | | 13.04 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 40.99 | | | $ | 26.33 | | | $ | 26.67 | | | $ | 100.73 | | | $ | 98.07 | |
| 1.69 | % | | | 1.81 | % | | | 1.66 | % | | | 1.57 | % | | | 1.49 | % |
| (0.44 | )% | | | (0.41 | )% | | | 0.16 | % | | | 0.03 | % | | | (0.01 | )% |
| 64 | % | | | 76 | % | | | 141 | % | | | 74 | % | | | 58 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 21.39 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.05 | (2) |
Net realized and unrealized gains (losses) on investments | | | 1.86 | |
Total from investment operations | | | 1.91 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | — | |
Dividends from net realized gains | | | (0.59 | ) |
Total distributions | | | (0.59 | ) |
Net asset value, end of period | | $ | 22.71 | |
| | | | |
TOTAL RETURN | | | 9.36 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 8.76 | |
Ratio of expenses to average net assets | | | 1.41 | %(4) |
Ratio of net investment income (loss) to average net assets | | | 0.50 | %(4) |
Portfolio turnover rate(5) | | | 20 | %(3) |
(1) | Institutional Class shares commenced operations on June 15, 2015. |
(2) | Calculated using the average shares outstanding method. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
| | | Period Ended | |
Year Ended October 31, | | | October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015(1) | |
| | | | | | | | | | |
$ | 21.91 | | | $ | 16.26 | | | $ | 18.39 | | | $ | 19.72 | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| 0.03 | | | | 0.18 | | | | 0.02 | | | | 0.01 | |
| 0.45 | | | | 5.78 | | | | (0.36 | ) | | | (1.34 | ) |
| 0.48 | | | | 5.96 | | | | (0.34 | ) | | | (1.33 | ) |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| — | | | | (0.31 | ) | | | (0.09 | ) | | | — | |
| (1.00 | ) | | | — | | | | (1.70 | ) | | | — | |
| (1.00 | ) | | | (0.31 | ) | | | (1.79 | ) | | | — | |
$ | 21.39 | | | $ | 21.91 | | | $ | 16.26 | | | $ | 18.39 | |
| | | | | | | | | | | | | | |
| 2.16 | % | | | 36.92 | % | | | (2.14 | )% | | | (6.74 | )%(3) |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
$ | 8.85 | | | $ | 5.83 | | | $ | 0.35 | | | $ | 0.29 | |
| 1.34 | % | | | 1.50 | % | | | 1.24 | % | | | 1.19 | %(4) |
| (0.07 | )% | | | (0.17 | )% | | | 0.52 | % | | | 0.25 | %(4) |
| 64 | % | | | 76 | % | | | 141 | % | | | 74 | %(3) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Large Cap Financial Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is capital appreciation. The Fund is a non-diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and
HENNESSY FUNDS | 1-800-966-4354 | |
related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
| |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate observable market data, such as reported sales |
NOTES TO THE FINANCIAL STATEMENTS |
| of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
| |
| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
HENNESSY FUNDS | 1-800-966-4354 | |
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $7,192,620 and $19,972,227, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.90%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund had an outstanding average daily balance and a weighted average interest rate of $21,309 and 5.46%, respectively. The interest expensed by the Fund during the six months ended April 30, 2019, is included in the Statement of Operations. The maximum amount outstanding for the Fund during the period was $1,144,000. As of April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
HENNESSY FUNDS | 1-800-966-4354 | |
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 46,213,309 | |
| Gross tax unrealized appreciation | | $ | 7,356,788 | |
| Gross tax unrealized depreciation | | | (2,482,400 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 4,874,388 | |
| Undistributed ordinary income | | $ | — | |
| Undistributed long-term capital gains | | | 1,232,897 | |
| Total distributable earnings | | $ | 1,232,897 | |
| Other accumulated gain/(loss) | | $ | (140,651 | ) |
| Total accumulated gain/(loss) | | $ | 5,966,634 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales and late-year ordinary losses.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund deferred, on a tax basis, a late-year ordinary loss of $140,651. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | — | | | $ | — | |
| Long-term capital gain | | | 1,232,913 | | | | 1,515,488 | |
| | | $ | 1,232,913 | | | $ | 1,515,488 | |
(1) Ordinary income includes short-term capital gain.
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
NOTES TO THE FINANCIAL STATEMENTS/EXPENSE EXAMPLE |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
HENNESSY FUNDS | 1-800-966-4354 | |
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,091.30 | $9.23 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,015.97 | $8.90 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,093.60 | $7.32 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,017.80 | $7.05 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.78% for Investor Class shares or 1.41% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
EXPENSE EXAMPLE — ELECTRONIC DELIVERY |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 0.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 0.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor to the Fund; |
| | |
| (4) | A written discussion of economies of scale; |
| | |
| (5) | A summary of the key terms of the advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | | |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
| | | |
| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
| | | |
| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
| | | |
| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
HENNESSY FUNDS | 1-800-966-4354 | |
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
![](https://capedge.com/proxy/N-CSRS/0000898531-19-000376/hennessy_funds-logo.jpg)
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY SMALL CAP FINANCIAL FUND
Investor Class HSFNX
Institutional Class HISFX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 8 |
Statement of Operations | 9 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 23 |
Proxy Voting Policy and Proxy Voting Records | 25 |
Availability of Quarterly Portfolio Schedule | 25 |
Federal Tax Distribution Information | 25 |
Important Notice Regarding Delivery of Shareholder Documents | 25 |
Electronic Delivery | 25 |
Board Approval of Investment Advisory Agreement | 26 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Small Cap Financial Fund – | | | | |
| Investor Class (HSFNX) | 4.35% | -5.97% | 7.79% | 10.69% |
| Hennessy Small Cap Financial Fund – | | | | |
| Institutional Class (HISFX) | 4.59% | -5.58% | 8.22% | 11.01% |
| Russell 2000® Financial | | | | |
| Services Index | 6.47% | 4.21% | 10.02% | 13.22% |
| Russell 2000® Index | 6.06% | 4.61% | 8.63% | 14.10% |
Expense ratios: 1.55% (Investor Class); 1.16% (Institutional Class)
(1) | Periods of less than one year are not annualized. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for periods on or prior to October 26, 2012, is that of the FBR Small Cap Financial Fund.
The Russell 2000® Financial Services Index is commonly used to measure the performance of U.S. small-capitalization Financial Services sector stocks. The Russell 2000® Index is commonly used to measure the performance of U.S. small-capitalization stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Russell. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY SMALL CAP FINANCIAL FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
Meridian Bancorp, Inc. | 4.94% |
First BanCorp. | 4.76% |
ConnectOne Bancorp, Inc. | 4.68% |
Union Bankshares Corp. | 4.51% |
Brookline Bancorp, Inc. | 4.32% |
OceanFirst Financial Corp. | 4.21% |
Hingham Institution for Savings | 4.17% |
Independent Bank Corp. | 3.90% |
Sterling Bancorp | 3.81% |
Banc of California, Inc. | 3.79% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 96.45% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Financials – 96.45% | | | | | | | | | |
Ameris Bancorp | | | 20,000 | | | $ | 729,200 | | | | 0.53 | % |
Banc of California, Inc. | | | 360,000 | | | | 5,223,600 | | | | 3.79 | % |
BankUnited, Inc. | | | 60,000 | | | | 2,194,800 | | | | 1.59 | % |
Banner Corp. | | | 23,000 | | | | 1,219,460 | | | | 0.89 | % |
Berkshire Hills Bancorp, Inc. | | | 165,000 | | | | 4,948,350 | | | | 3.59 | % |
Brookline Bancorp, Inc. | | | 395,000 | | | | 5,944,750 | | | | 4.32 | % |
Columbia Financial, Inc. (a) | | | 210,000 | | | | 3,330,600 | | | | 2.42 | % |
ConnectOne Bancorp, Inc. | | | 295,000 | | | | 6,439,850 | | | | 4.68 | % |
Dime Community Bancshares, Inc. | | | 65,000 | | | | 1,309,750 | | | | 0.95 | % |
Eagle Bancorp, Inc. (a) | | | 70,000 | | | | 3,868,200 | | | | 2.81 | % |
First BanCorp. (b) | | | 580,000 | | | | 6,554,000 | | | | 4.76 | % |
First Midwest Bancorp, Inc. | | | 30,000 | | | | 644,100 | | | | 0.47 | % |
Franklin Financial Network, Inc. | | | 175,000 | | | | 4,838,750 | | | | 3.51 | % |
Hancock Whitney Corp. | | | 12,000 | | | | 524,880 | | | | 0.38 | % |
HarborOne Bancorp, Inc. (a) | | | 135,000 | | | | 2,527,200 | | | | 1.84 | % |
Hingham Institution for Savings | | | 31,000 | | | | 5,735,310 | | | | 4.17 | % |
IBERIABANK Corp. | | | 40,000 | | | | 3,180,000 | | | | 2.31 | % |
Independent Bank Corp. | | | 67,000 | | | | 5,375,410 | | | | 3.90 | % |
Kearny Financial Corp. of Maryland | | | 310,000 | | | | 4,340,000 | | | | 3.15 | % |
Lakeland Bancorp, Inc. | | | 285,000 | | | | 4,719,600 | | | | 3.43 | % |
Meridian Bancorp, Inc. | | | 395,000 | | | | 6,801,900 | | | | 4.94 | % |
Midland States Bancorp, Inc. | | | 140,000 | | | | 3,754,800 | | | | 2.73 | % |
OceanFirst Financial Corp. | | | 230,000 | | | | 5,791,400 | | | | 4.21 | % |
Opus Bank | | | 235,000 | | | | 5,139,450 | | | | 3.73 | % |
PacWest Bancorp | | | 70,000 | | | | 2,768,500 | | | | 2.01 | % |
Sterling Bancorp | | | 245,000 | | | | 5,247,900 | | | | 3.81 | % |
Synovus Financial Corp. | | | 45,000 | | | | 1,658,700 | | | | 1.21 | % |
Texas Capital Bancshares, Inc. (a) | | | 65,000 | | | | 4,207,450 | | | | 3.06 | % |
TriCo Bancshares | | | 100,000 | | | | 3,991,000 | | | | 2.90 | % |
Union Bankshares Corp. | | | 170,000 | | | | 6,205,000 | | | | 4.51 | % |
United Financial Bancorp, Inc. | | | 220,000 | | | | 2,901,800 | | | | 2.11 | % |
Veritex Holdings, Inc. | | | 110,000 | | | | 2,916,100 | | | | 2.12 | % |
Washington Federal, Inc. | | | 90,000 | | | | 2,982,600 | | | | 2.17 | % |
Western Alliance Bancorp (a) | | | 20,000 | | | | 955,600 | | | | 0.69 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Financials (Continued) | | | | | | | | | |
Wintrust Financial Corp. | | | 30,000 | | | $ | 2,286,000 | | | | 1.66 | % |
WSFS Financial Corp. | | | 35,000 | | | | 1,511,300 | | | | 1.10 | % |
| | | | | | | 132,767,310 | | | | 96.45 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $114,989,607) | | | | | | | 132,767,310 | | | | 96.45 | % |
| | | | | | | | | | | | |
SHORT-TERM INVESTMENTS – 5.16% | | | | | | | | | | | | |
| | | | | | | | | | | | |
Money Market Funds – 5.16% | | | | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (c) | | | 6,978,000 | | | | 6,978,000 | | | | 5.07 | % |
The Government & Agency Portfolio, Institutional Class, 2.34% (c) | | | 130,788 | | | | 130,788 | | | | 0.09 | % |
| | | | | | | 7,108,788 | | | | 5.16 | % |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $7,108,788) | | | | | | | 7,108,788 | | | | 5.16 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $122,098,395) – 101.61% | | | | | | | 139,876,098 | | | | 101.61 | % |
Liabilities in Excess of Other Assets – (1.61)% | | | | | | | (2,211,474 | ) | | | (1.61 | )% |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 137,664,624 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
(a) | Non-income-producing security. |
(b) | U.S.-traded security of a foreign corporation. |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Financials | | $ | 132,767,310 | | | $ | — | | | $ | — | | | $ | 132,767,310 | |
Total Common Stocks | | $ | 132,767,310 | | | $ | — | | | $ | — | | | $ | 132,767,310 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 7,108,788 | | | $ | — | | | $ | — | | | $ | 7,108,788 | |
Total Short-Term Investments | | $ | 7,108,788 | | | $ | — | | | $ | — | | | $ | 7,108,788 | |
Total Investments | | $ | 139,876,098 | | | $ | — | | | $ | — | | | $ | 139,876,098 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $122,098,395) | | $ | 139,876,098 | |
Dividends and interest receivable | | | 66,440 | |
Receivable for fund shares sold | | | 103,570 | |
Receivable for securities sold | | | 1,276,674 | |
Prepaid expenses and other assets | | | 32,607 | |
Total assets | | | 141,355,389 | |
| | | | |
LIABILITIES: | | | | |
Payable for securities purchased | | | 2,593,529 | |
Payable for fund shares redeemed | | | 889,259 | |
Payable to advisor | | | 101,676 | |
Payable to administrator | | | 16,660 | |
Payable to auditor | | | 11,120 | |
Accrued distribution fees | | | 18,153 | |
Accrued service fees | | | 9,133 | |
Accrued trustees fees | | | 4,440 | |
Accrued expenses and other payables | | | 46,795 | |
Total liabilities | | | 3,690,765 | |
NET ASSETS | | $ | 137,664,624 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 120,071,527 | |
Total distributable earnings | | | 17,593,097 | |
Total net assets | | $ | 137,664,624 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 111,868,363 | |
Shares issued and outstanding | | | 5,221,756 | |
Net asset value, offering price, and redemption price per share | | $ | 21.42 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 25,796,261 | |
Shares issued and outstanding | | | 2,015,850 | |
Net asset value, offering price, and redemption price per share | | $ | 12.80 | |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income | | $ | 1,333,690 | |
Interest income | | | 134,609 | |
Total investment income | | | 1,468,299 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 644,748 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 131,939 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 8,596 | |
Distribution fees – Investor Class (See Note 5) | | | 86,147 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 67,593 | |
Service fees – Investor Class (See Note 5) | | | 57,431 | |
Federal and state registration fees | | | 22,840 | |
Compliance expense (See Note 5) | | | 12,846 | |
Reports to shareholders | | | 11,211 | |
Audit fees | | | 11,122 | |
Trustees’ fees and expenses | | | 9,070 | |
Legal fees | | | 434 | |
Other expenses | | | 9,760 | |
Total expenses | | | 1,073,737 | |
NET INVESTMENT INCOME | | $ | 394,562 | |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain on investments | | $ | 653,015 | |
Net change in unrealized appreciation/depreciation on investments | | | 4,776,162 | |
Net gain on investments | | | 5,429,177 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 5,823,739 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
(This Page Intentionally Left Blank.)
STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment income | | $ | 394,562 | | | $ | 362,610 | |
Net realized gain on investments | | | 653,015 | | | | 12,332,055 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 4,776,162 | | | | (27,410,886 | ) |
Net increase (decrease) in net | | | | | | | | |
assets resulting from operations | | | 5,823,739 | | | | (14,716,221 | ) |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (7,622,114 | ) | | | (12,667,248 | ) |
Distributable earnings – Institutional Class | | | (2,386,465 | ) | | | (2,810,391 | ) |
Total distributions | | | (10,008,579 | ) | | | (15,477,639 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 7,258,723 | | | | 21,302,624 | |
Proceeds from shares subscribed – Institutional Class | | | 3,917,847 | | | | 22,839,938 | |
Dividends reinvested – Investor Class | | | 7,476,720 | | | | 12,401,989 | |
Dividends reinvested – Institutional Class | | | 2,340,222 | | | | 2,696,156 | |
Cost of shares redeemed – Investor Class | | | (22,230,023 | ) | | | (62,443,809 | ) |
Cost of shares redeemed – Institutional Class | | | (14,575,760 | ) | | | (20,874,270 | ) |
Net decrease in net assets derived | | | | | | | | |
from capital share transactions | | | (15,812,271 | ) | | | (24,077,372 | ) |
TOTAL DECREASE IN NET ASSETS | | | (19,997,111 | ) | | | (54,271,232 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 157,661,735 | | | | 211,932,967 | |
End of period | | $ | 137,664,624 | | | $ | 157,661,735 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 378,982 | | | | 852,589 | |
Shares sold – Institutional Class | | | 318,423 | | | | 1,489,112 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 373,487 | | | | 506,624 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 195,642 | | | | 182,573 | |
Shares redeemed – Investor Class | | | (1,086,778 | ) | | | (2,490,267 | ) |
Shares redeemed – Institutional Class | | | (1,184,282 | ) | | | (1,402,574 | ) |
Net decrease in shares outstanding | | | (1,004,526 | ) | | | (861,943 | ) |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 21.96 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.05 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.80 | |
Total from investment operations | | | 0.85 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.07 | ) |
Dividends from net realized gains | | | (1.32 | ) |
Total distributions | | | (1.39 | ) |
Paid-in capital from redemption fees | | | — | |
Net asset value, end of period | | $ | 21.42 | |
| | | | |
TOTAL RETURN | | | 4.35 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 111.87 | |
Ratio of expenses to average net assets | | | 1.58 | %(4) |
Ratio of net investment income (loss) to average net assets | | | 0.46 | %(4) |
Portfolio turnover rate(5) | | | 23 | %(3) |
(1) | Calculated using the average shares outstanding method. |
(2) | Amount is between $(0.005) and $0.005. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 26.02 | | | $ | 23.48 | | | $ | 23.81 | | | $ | 24.13 | | | $ | 25.40 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.03 | | | | (0.04 | ) | | | 0.10 | | | | 0.03 | (1) | | | (0.10 | ) |
| (2.12 | ) | | | 5.83 | | | | 1.20 | | | | 2.99 | | | | 0.49 | |
| (2.09 | ) | | | 5.79 | | | | 1.30 | | | | 3.02 | | | | 0.39 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.00 | )(2) | | | (0.06 | ) | | | (0.03 | ) | | | — | | | | (0.06 | ) |
| (1.97 | ) | | | (3.19 | ) | | | (1.60 | ) | | | (3.34 | ) | | | (1.60 | ) |
| (1.97 | ) | | | (3.25 | ) | | | (1.63 | ) | | | (3.34 | ) | | | (1.66 | ) |
| — | | | | — | | | | — | | | | — | | | | 0.00 | (2) |
$ | 21.96 | | | $ | 26.02 | | | $ | 23.48 | | | $ | 23.81 | | | $ | 24.13 | |
| | | | | | | | | | | | | | | | | | |
| (8.79 | )% | | | 25.03 | % | | | 5.80 | % | | | 14.51 | % | | | 1.40 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 122.00 | | | $ | 174.01 | | | $ | 132.09 | | | $ | 218.50 | | | $ | 193.09 | |
| 1.54 | % | | | 1.52 | % | | | 1.54 | % | | | 1.50 | % | | | 1.44 | % |
| 0.11 | % | | | (0.06 | )% | | | 0.38 | % | | | 0.17 | % | | | (0.36 | )% |
| 28 | % | | | 46 | % | | | 46 | % | | | 49 | % | | | 47 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 13.28 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.05 | (1) |
Net realized and unrealized gains (losses) on investments | | | 0.47 | |
Total from investment operations | | | 0.52 | |
| | | | |
Less distributions: | | | | |
Dividends from net investment income | | | (0.18 | ) |
Dividends from net realized gains | | | (0.82 | ) |
Total distributions | | | (1.00 | ) |
Net asset value, end of period | | $ | 12.80 | |
| | | | |
TOTAL RETURN | | | 4.59 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 25.79 | |
Ratio of expenses to average net assets | | | 1.16 | %(3) |
Ratio of net investment income (loss) to average net assets | | | 0.91 | %(3) |
Portfolio turnover rate(4) | | | 23 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 15.69 | | | $ | 14.23 | | | $ | 14.39 | | | $ | 14.53 | | | $ | 15.96 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.07 | | | | 0.02 | | | | 0.09 | | | | 0.06 | (1) | | | (0.09 | ) |
| (1.27 | ) | | | 3.56 | | | | 0.75 | | | | 1.81 | | | | 0.40 | |
| (1.20 | ) | | | 3.58 | | | | 0.84 | | | | 1.87 | | | | 0.31 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.02 | ) | | | (0.17 | ) | | | (0.04 | ) | | | — | | | | (0.14 | ) |
| (1.19 | ) | | | (1.95 | ) | | | (0.96 | ) | | | (2.01 | ) | | | (1.60 | ) |
| (1.21 | ) | | | (2.12 | ) | | | (1.00 | ) | | | (2.01 | ) | | | (1.74 | ) |
$ | 13.28 | | | $ | 15.69 | | | $ | 14.23 | | | $ | 14.39 | | | $ | 14.53 | |
| | | | | | | | | | | | | | | | | | |
| (8.42 | )% | | | 25.56 | % | | | 6.22 | % | | | 14.91 | % | | | 1.70 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 35.66 | | | $ | 37.92 | | | $ | 21.27 | | | $ | 25.94 | | | $ | 42.23 | |
| 1.15 | % | | | 1.15 | % | | | 1.17 | % | | | 1.17 | % | | | 1.12 | % |
| 0.51 | % | | | 0.30 | % | | | 0.72 | % | | | 0.48 | % | | | (0.04 | )% |
| 28 | % | | | 46 | % | | | 46 | % | | | 49 | % | | | 47 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Small Cap Financial Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is capital appreciation. The Fund is a non-diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
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b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
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e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
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f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
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i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop
HENNESSY FUNDS | 1-800-966-4354 | |
the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
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| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
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| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In |
NOTES TO THE FINANCIAL STATEMENTS |
| addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
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| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
HENNESSY FUNDS | 1-800-966-4354 | |
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $30,628,949 and $44,154,191, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.90%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
NOTES TO THE FINANCIAL STATEMENTS |
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
HENNESSY FUNDS | 1-800-966-4354 | |
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 144,911,472 | |
| Gross tax unrealized appreciation | | $ | 20,712,537 | |
| Gross tax unrealized depreciation | | | (8,398,587 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 12,313,950 | |
| Undistributed ordinary income | | $ | 304,362 | |
| Undistributed long-term capital gains | | | 9,159,625 | |
| Total distributable earnings | | $ | 9,463,987 | |
| Other accumulated gain/(loss) | | $ | — | |
| Total accumulated gain/(loss) | | $ | 21,777,937 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 848,924 | | | $ | 1,372,736 | |
| Long-term capital gain | | | 9,159,655 | | | | 14,104,903 | |
| | | $ | 10,008,579 | | | $ | 15,477,639 | |
(1) Ordinary income includes short-term capital gain.
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
NOTES TO THE FINANCIAL STATEMENTS/EXPENSE EXAMPLE |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
HENNESSY FUNDS | 1-800-966-4354 | |
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,043.50 | $8.01 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,016.96 | $7.90 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,045.90 | $5.88 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.04 | $5.81 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.58% for Investor Class shares or 1.16% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
EXPENSE EXAMPLE — ELECTRONIC DELIVERY |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 100.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 94.94%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
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| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
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| (3) | An inventory of the services provided by the Advisor to the Fund; |
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| (4) | A written discussion of economies of scale; |
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| (5) | A summary of the key terms of the advisory agreement; |
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| (6) | A recent Fund fact sheet, which included performance information over various periods; |
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| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
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| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
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| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
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| (3) | Whether economies of scale are recognized by the Fund; |
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| (4) | The costs and profitability of the Fund to the Advisor; |
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| (5) | The performance of the Fund; and |
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| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
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| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
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| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
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| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
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| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
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| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
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| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
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| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
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| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
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| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
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| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
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| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
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| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
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| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
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| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
HENNESSY FUNDS | 1-800-966-4354 | |
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
SEMI-ANNUAL REPORT
APRIL 30, 2019
HENNESSY TECHNOLOGY FUND
Investor Class HTECX
Institutional Class HTCIX
IMPORTANT NOTICE REGARDING ELECTRONIC DELIVERY OF SHAREHOLDER REPORTS
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the annual and semi-annual reports will no longer be sent by mail unless you specifically request paper copies from the Hennessy Funds or from your financial intermediary. 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 have 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 Hennessy Funds electronically by visiting www.hennessyfunds.com/account or by calling U.S. Bank Global Fund Services at 1-800-261-6950. If you own shares in a Fund through a financial intermediary, please contact your financial intermediary to make this election.
You may elect to receive paper copies of all future reports free of charge by calling U.S. Bank Global Fund Services at 1-800-261-6950 or, if you own your shares through a financial intermediary, by contacting your financial intermediary. Your election to receive paper copies of reports will apply to all Funds in the Hennessy Funds family.
hennessyfunds.com | 1-800-966-4354
(This Page Intentionally Left Blank.)
Contents
Letter to Shareholders | 2 |
Performance Overview | 4 |
Financial Statements | |
Schedule of Investments | 5 |
Statement of Assets and Liabilities | 9 |
Statement of Operations | 10 |
Statements of Changes in Net Assets | 11 |
Financial Highlights | 12 |
Notes to the Financial Statements | 16 |
Expense Example | 23 |
Proxy Voting Policy and Proxy Voting Records | 25 |
Availability of Quarterly Portfolio Schedule | 25 |
Federal Tax Distribution Information | 25 |
Important Notice Regarding Delivery of Shareholder Documents | 25 |
Electronic Delivery | 25 |
Board Approval of Investment Advisory Agreement | 26 |
HENNESSY FUNDS | 1-800-966-4354 | |
May 2019
Dear Hennessy Funds Shareholder:
U.S. markets experienced another roller coaster ride between October 2018 and April 2019. While the markets chalked up good returns over the six-month period ended April 30, 2019, with the Dow Jones Industrial Average rising 7% and the S&P 500® Index rising 10%, the period included a steep drop during the last two months of 2018 followed by an equally steep recovery in early 2019. Brought on by fear over trade negotiations with China and rising short-term interest rates, this correction marked the sixth correction of more than 10% since 2010. For the previous five corrections, which averaged a decline of 14%, the duration of the drop averaged a very quick 47 trading days from peak to trough, and then the market regained its prior “high” in just 118 trading days. This most recent correction was a little steeper, with a decline of 19% from peak to trough, and while the Dow hasn’t yet quite regained its prior high, we believe it’s only a matter of time. In my opinion, investors should come to expect these inevitable pullbacks as temporary corrections that every bull market experiences.
As you look at the markets today, I urge you to consider the fundamentals. Valuations remain reasonable with the Dow trading at a forward PE of 16x and the S&P 500® trading at 17x, which are slightly above their 10-year averages of 15x and 16x, respectively. Cash flow and earnings are at all-time highs. For the 90% of companies in the S&P 500® that have already reported first quarter earnings, 76% beat their earnings estimate and 59% beat their sales estimate. Looking forward, we expect earnings to continue to grow at an average of approximately 10% annually both this year and next. Meanwhile, interest rates remain low, with the 30-year bond yield below 3% and mortgage rates at around 4%. The labor market is also strong with wages growing over 3% during the last nine months and unemployment down to 3.6% in April, the lowest rate since 1969.
Meanwhile, cash continues to build up on corporate balance sheets, with over $5.4 trillion for the S&P 500® companies alone. Companies have been spending on investments, and importantly, they have also been returning capital to shareholders. Stock buybacks had a record year in 2018, climbing to $806.4 billion for S&P 500® companies. Share repurchases continued strong into 2019, with S&P 500® companies repurchasing $227 billion worth of stock in the first quarter, an increase of 59% compared to the first quarter of 2018. Dividends are also on the rise, with S&P 500® companies raising their dividends at about 7% annually over the last three years.
And, as I have said many times and continue to believe, there is no sign of the euphoria that generally precedes a bear market. Some investors may think this bull market, now in its 11th year, is “long in the tooth.” I disagree. If you step back, tune out some of the noise, and look at the market from 30,000 feet, the fundamentals point to a continued bull market. I believe the U.S. economy can continue growing at a pace of 2 to 3%, driving corporate profits higher, and I am very confident in the long-term outlook for this market.
Thank you for your continued trust and investment in the Hennessy Funds. We believe that there continue to be great opportunities throughout all parts of the market, and we remain steadfastly focused on managing our high-conviction portfolios for the long-term benefit of our shareholders. Should you have any questions or would like to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
Best regards,
Neil J. Hennessy
President and Chief Investment Officer
Past performance does not guarantee future results.
Mutual fund investing involves risk. Principal loss is possible.
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed, and should not be considered investment advice.
The S&P 500® Index and the Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
Cash flow is a measure of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Forward PE, or price to earnings, is a valuation measure calculated by dividing a company’s market price per share by its expected earnings per share over the following 12 months. Earnings growth is not a measure of a fund’s future performance.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The Dow Jones Industrial Average is the property of the Dow Jones & Company, Inc. Dow Jones & Company, Inc. is not affiliated with the Fund or its investment advisor. Dow Jones & Company, Inc. has not participated in any way in the creation of the Fund or in the selection of stocks included in the Fund and has not approved any information included in this report.
HENNESSY FUNDS | 1-800-966-4354 | |
Performance Overview (Unaudited)
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED APRIL 30, 2019
| | Six | One | Five | Ten |
| | Months(1) | Year | Years | Years |
| Hennessy Technology Fund – | | | | |
| Investor Class (HTECX) | 19.64% | 18.78% | 11.97% | 12.20% |
| Hennessy Technology Fund – | | | | |
| Institutional Class (HTCIX)(2) | 19.72% | 19.07% | 12.30% | 12.48% |
| NASDAQ Composite Index | 11.43% | 15.82% | 15.82% | 18.14% |
| S&P 500® Index | 9.76% | 13.49% | 11.63% | 15.32% |
Expense ratios:
| Gross 3.71%, Net 1.24%(3) (Investor Class); |
| Gross 3.28%, Net 0.99%(3) (Institutional Class) |
(1) | Periods of less than one year are not annualized. |
(2) | The inception date of Institutional Class shares is March 12, 2010. Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares. |
(3) | The Fund’s investment advisor has contractually agreed to limit expenses until February 28, 2020. |
_______________
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 visiting www.hennessyfunds.com. Performance for periods on or prior to October 26, 2012, is that of the FBR Technology Fund.
The NASDAQ Composite Index is a broad-based capitalization-weighted index of all common stocks listed on The NASDAQ Stock Market. The S&P 500® Index is commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index. These indices are used herein for comparative purposes in accordance with SEC regulations.
Standard & Poor’s Financial Services LLC is the source and owner of the S&P® and S&P 500® trademarks.
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS |
Financial Statements
Schedule of Investments as of April 30, 2019 (Unaudited) |
HENNESSY TECHNOLOGY FUND
(% of Net Assets)
TOP TEN HOLDINGS (EXCLUDING MONEY MARKET FUNDS) | % NET ASSETS |
PROS Holdings, Inc. | 1.87% |
GreenSky, Inc. | 1.86% |
Aspen Technology, Inc. | 1.83% |
STMicroelectronics NV – ADR | 1.82% |
SolarEdge Technologies, Inc. | 1.80% |
Lam Research Corp. | 1.76% |
Sanmina Corp. | 1.76% |
Dropbox, Inc. | 1.74% |
Wix.com Ltd. | 1.73% |
Ultra Clean Holdings, Inc. | 1.72% |
Note: For presentation purposes, the Fund has grouped some of the industry categories. For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, as amended, the Fund uses more specific industry classifications.
The Global Industry Classification Standard (GICS®) was developed by and is the exclusive property and a service mark of MSCI, Inc. and Standard & Poor’s Financial Services LLC. It has been licensed for use by the Hennessy Funds.
HENNESSY FUNDS | 1-800-966-4354 | |
COMMON STOCKS – 97.19% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Communication Services – 3.33% | | | | | | | | | |
Changyou.com Ltd. – ADR (b) | | | 4,401 | | | $ | 85,600 | | | | 1.68 | % |
Match Group, Inc. | | | 1,391 | | | | 84,016 | | | | 1.65 | % |
| | | | | | | 169,616 | | | | 3.33 | % |
| | | | | | | | | | | | |
Consumer Discretionary – 3.29% | | | | | | | | | | | | |
Amazon.com, Inc. (a) | | | 43 | | | | 82,840 | | | | 1.63 | % |
Shutterfly, Inc. (a) | | | 1,932 | | | | 84,680 | | | | 1.66 | % |
| | | | | | | 167,520 | | | | 3.29 | % |
| | | | | | | | | | | | |
Information Technology – 90.57% | | | | | | | | | | | | |
Accenture PLC, Class A (b) | | | 444 | | | | 81,105 | | | | 1.59 | % |
Aerohive Networks, Inc. (a) | | | 17,312 | | | | 58,515 | | | | 1.15 | % |
Amkor Technology, Inc. (a) | | | 9,094 | | | | 82,392 | | | | 1.62 | % |
Apple, Inc. | | | 409 | | | | 82,074 | | | | 1.61 | % |
Applied Materials, Inc. | | | 1,922 | | | | 84,702 | | | | 1.67 | % |
Arrow Electronics, Inc. (a) | | | 992 | | | | 83,834 | | | | 1.65 | % |
Aspen Technology, Inc. (a) | | | 762 | | | | 92,895 | | | | 1.83 | % |
Automatic Data Processing, Inc. | | | 483 | | | | 79,400 | | | | 1.56 | % |
Benchmark Electronics, Inc. | | | 2,877 | | | | 77,765 | | | | 1.53 | % |
Booz Allen Hamilton Holding Corp. | | | 1,332 | | | | 78,974 | | | | 1.55 | % |
Box, Inc. (a) | | | 4,029 | | | | 83,078 | | | | 1.63 | % |
Cadence Design Systems, Inc. (a) | | | 1,208 | | | | 83,811 | | | | 1.65 | % |
CDW Corp. | | | 793 | | | | 83,741 | | | | 1.65 | % |
Celestica, Inc. (a)(b) | | | 9,152 | | | | 65,254 | | | | 1.28 | % |
Citrix Systems, Inc. | | | 785 | | | | 79,254 | | | | 1.56 | % |
Dropbox, Inc. (a) | | | 3,628 | | | | 88,451 | | | | 1.74 | % |
DXC Technology Co. | | | 1,149 | | | | 75,535 | | | | 1.49 | % |
EVERTEC, Inc. (b) | | | 2,731 | | | | 85,508 | | | | 1.68 | % |
EVO Payments, Inc. (a) | | | 2,677 | | | | 79,534 | | | | 1.56 | % |
F5 Networks, Inc. (a) | | | 485 | | | | 76,096 | | | | 1.50 | % |
Fair Isaac Corp. (a) | | | 287 | | | | 80,288 | | | | 1.58 | % |
Fiserv, Inc. (a) | | | 876 | | | | 76,422 | | | | 1.50 | % |
Fortinet, Inc. (a) | | | 927 | | | | 86,600 | | | | 1.70 | % |
GreenSky, Inc. (a) | | | 5,924 | | | | 94,665 | | | | 1.86 | % |
Hewlett Packard Enterprise Co. | | | 4,921 | | | | 77,801 | | | | 1.53 | % |
Ichor Holdings, Ltd. (a)(b) | | | 3,353 | | | | 84,428 | | | | 1.66 | % |
The accompanying notes are an integral part of these financial statements.
COMMON STOCKS | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Information Technology (Continued) | | | | | | | | | |
International Business Machines Corp. | | | 546 | | | $ | 76,587 | | | | 1.51 | % |
Intuit, Inc. | | | 294 | | | | 73,812 | | | | 1.45 | % |
Ituran Location and Control Ltd. (b) | | | 2,216 | | | | 81,482 | | | | 1.60 | % |
Jabil Circuit, Inc. | | | 2,836 | | | | 85,676 | | | | 1.68 | % |
KLA-Tencor Corp. | | | 641 | | | | 81,715 | | | | 1.61 | % |
Lam Research Corp. | | | 432 | | | | 89,610 | | | | 1.76 | % |
Mastercard, Inc., Class A | | | 327 | | | | 83,136 | | | | 1.63 | % |
NetApp, Inc. | | | 1,112 | | | | 81,009 | | | | 1.59 | % |
Palo Alto Networks, Inc. (a) | | | 323 | | | | 80,372 | | | | 1.58 | % |
Paychex, Inc. | | | 967 | | | | 81,528 | | | | 1.60 | % |
Paycom Software, Inc. (a) | | | 411 | | | | 83,240 | | | | 1.64 | % |
Paylocity Holding Corp. (a) | | | 877 | | | | 84,674 | | | | 1.66 | % |
PayPal Holdings, Inc. (a) | | | 741 | | | | 83,563 | | | | 1.64 | % |
Proofpoint, Inc. (a) | | | 642 | | | | 80,520 | | | | 1.58 | % |
PROS Holdings, Inc. (a) | | | 1,853 | | | | 94,948 | | | | 1.87 | % |
QIWI PLC – ADR (a)(b) | | | 5,363 | | | | 75,136 | | | | 1.48 | % |
Sanmina Corp. (a) | | | 2,641 | | | | 89,583 | | | | 1.76 | % |
Science Applications International Corp. | | | 1,013 | | | | 75,924 | | | | 1.49 | % |
Seagate Technology PLC (b) | | | 1,641 | | | | 79,293 | | | | 1.56 | % |
ServiceNow, Inc. (a) | | | 318 | | | | 86,340 | | | | 1.70 | % |
SMART Global Holdings, Inc. (a)(b) | | | 3,817 | | | | 82,982 | | | | 1.63 | % |
SolarEdge Technologies, Inc. (a) | | | 2,067 | | | | 91,568 | | | | 1.80 | % |
STMicroelectronics NV – ADR (b) | | | 5,042 | | | | 92,521 | | | | 1.82 | % |
Tech Data Corp. (a) | | | 768 | | | | 81,876 | | | | 1.61 | % |
Teradata Corp. (a) | | | 1,794 | | | | 81,573 | | | | 1.60 | % |
Texas Instruments, Inc. | | | 706 | | | | 83,188 | | | | 1.64 | % |
Ubiquiti Networks, Inc. | | | 506 | | | | 86,248 | | | | 1.70 | % |
Ultra Clean Holdings, Inc. (a) | | | 7,306 | | | | 87,453 | | | | 1.72 | % |
Vishay Intertechnology, Inc. | | | 4,101 | | | | 81,241 | | | | 1.60 | % |
Wix.com Ltd. (a)(b) | | | 657 | | | | 88,143 | | | | 1.73 | % |
| | | | | | | 4,607,063 | | | | 90.57 | % |
Total Common Stocks | | | | | | | | | | | | |
(Cost $4,123,285) | | | | | | | 4,944,199 | | | | 97.19 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
SHORT-TERM INVESTMENTS – 2.62% | | Number | | | | | | % of | |
| | of Shares | | | Value | | | Net Assets | |
Money Market Funds – 2.62% | | | | | | | | | |
Fidelity Government Portfolio, Institutional Class, 2.31% (c) | | | 133,205 | | | $ | 133,205 | | | | 2.62 | % |
| | | | | | | | | | | | |
Total Short-Term Investments | | | | | | | | | | | | |
(Cost $133,205) | | | | | | | 133,205 | | | | 2.62 | % |
| | | | | | | | | | | | |
Total Investments | | | | | | | | | | | | |
(Cost $4,256,490) – 99.81% | | | | | | | 5,077,404 | | | | 99.81 | % |
Other Assets in Excess of Liabilities – 0.19% | | | | | | | 9,475 | | | | 0.19 | % |
| | | | | | | | | | | | |
TOTAL NET ASSETS – 100.00% | | | | | | $ | 5,086,879 | | | | 100.00 | % |
Percentages are stated as a percent of net assets.
ADR – American Depositary Receipt
PLC – Public Limited Company
(a) | Non-income-producing security. |
(b) | U.S.-traded security of a foreign corporation. |
(c) | The rate listed is the fund’s seven-day yield as of April 30, 2019. |
Summary of Fair Value Exposure as of April 30, 2019
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2019 (see Note 3 in the accompanying Notes to the Financial Statements):
Common Stocks | | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
Communication Services | | $ | 169,616 | | | $ | — | | | $ | — | | | $ | 169,616 | |
Consumer Discretionary | | | 167,520 | | | | — | | | | — | | | | 167,520 | |
Information Technology | | | 4,607,063 | | | | — | | | | — | | | | 4,607,063 | |
Total Common Stocks | | $ | 4,944,199 | | | $ | — | | | $ | — | | | $ | 4,944,199 | |
Short-Term Investments | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 133,205 | | | $ | — | | | $ | — | | | $ | 133,205 | |
Total Short-Term Investments | | $ | 133,205 | | | $ | — | | | $ | — | | | $ | 133,205 | |
Total Investments | | $ | 5,077,404 | | | $ | — | | | $ | — | | | $ | 5,077,404 | |
The accompanying notes are an integral part of these financial statements.
SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES |
Financial Statements
Statement of Assets and Liabilities as of April 30, 2019 (Unaudited) |
ASSETS: | | | |
Investments in securities, at value (cost $4,256,490) | | $ | 5,077,404 | |
Dividends and interest receivable | | | 1,396 | |
Receivable for fund shares sold | | | 2,000 | |
Prepaid expenses and other assets | | | 22,749 | |
Due from advisor | | | 6,108 | |
Total assets | | | 5,109,657 | |
| | | | |
LIABILITIES: | | | | |
Payable to auditor | | | 11,470 | |
Accrued distribution fees | | | 1,274 | |
Accrued service fees | | | 302 | |
Accrued trustees fees | | | 4,320 | |
Accrued expenses and other payables | | | 5,412 | |
Total liabilities | | | 22,778 | |
NET ASSETS | | $ | 5,086,879 | |
| | | | |
NET ASSETS CONSISTS OF: | | | | |
Capital stock | | $ | 4,226,736 | |
Total distributable earnings | | | 860,143 | |
Total net assets | | $ | 5,086,879 | |
| | | | |
NET ASSETS: | | | | |
Investor Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 3,809,404 | |
Shares issued and outstanding | | | 203,002 | |
Net asset value, offering price, and redemption price per share | | $ | 18.77 | |
| | | | |
Institutional Class | | | | |
Shares authorized (no par value) | | Unlimited | |
Net assets applicable to outstanding shares | | $ | 1,277,475 | |
Shares issued and outstanding | | | 66,423 | |
Net asset value, offering price, and redemption price per share | | $ | 19.23 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Statement of Operations for the six months ended April 30, 2019 (Unaudited) |
INVESTMENT INCOME: | | | |
Dividend income(1) | | $ | 21,479 | |
Interest income | | | 1,469 | |
Total investment income | | | 22,948 | |
| | | | |
EXPENSES: | | | | |
Investment advisory fees (See Note 5) | | | 16,566 | |
Federal and state registration fees | | | 17,329 | |
Compliance expense (See Note 5) | | | 12,846 | |
Audit fees | | | 10,944 | |
Trustees’ fees and expenses | | | 8,318 | |
Reports to shareholders | | | 2,922 | |
Sub-transfer agent expenses – Investor Class (See Note 5) | | | 2,679 | |
Sub-transfer agent expenses – Institutional Class (See Note 5) | | | 201 | |
Distribution fees – Investor Class (See Note 5) | | | 2,512 | |
Administration, accounting, custody, and transfer agent fees (See Note 5) | | | 2,121 | |
Service fees – Investor Class (See Note 5) | | | 1,675 | |
Other expenses | | | 2,169 | |
Total expenses before reimbursement by advisor | | | 80,282 | |
Expense reimbursement by advisor – Investor Class (See Note 5) | | | (41,036 | ) |
Expense reimbursement by advisor – Institutional Class (See Note 5) | | | (13,120 | ) |
Net expenses | | | 26,126 | |
NET INVESTMENT LOSS | | $ | (3,178 | ) |
| | | | |
REALIZED AND UNREALIZED GAINS (LOSSES): | | | | |
Net realized gain on investments | | $ | 68,121 | |
Net change in unrealized appreciation/depreciation on investments | | | 773,667 | |
Net gain on investments | | | 841,788 | |
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | | $ | 838,610 | |
(1) | Net of foreign taxes withheld and issuance fees of $581. |
The accompanying notes are an integral part of these financial statements.
STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS |
Financial Statements
Statements of Changes in Net Assets |
| | Six Months Ended | | | | |
| | April 30, 2019 | | | Year Ended | |
| | (Unaudited) | | | October 31, 2018 | |
OPERATIONS: | | | | | | |
Net investment loss | | $ | (3,178 | ) | | $ | (13,817 | ) |
Net realized gain on investments | | | 68,121 | | | | 629,547 | |
Net change in unrealized | | | | | | | | |
appreciation/depreciation on investments | | | 773,667 | | | | (302,826 | ) |
Net increase in net assets resulting from operations | | | 838,610 | | | | 312,904 | |
| | | | | | | | |
DISTRIBUTIONS TO SHAREHOLDERS: | | | | | | | | |
Distributable earnings – Investor Class | | | (408,753 | ) | | | (284,124 | ) |
Distributable earnings – Institutional Class | | | (138,694 | ) | | | (107,305 | ) |
Total distributions | | | (547,447 | ) | | | (391,429 | ) |
| | | | | | | | |
CAPITAL SHARE TRANSACTIONS: | | | | | | | | |
Proceeds from shares subscribed – Investor Class | | | 214,441 | | | | 552,927 | |
Proceeds from shares subscribed – Institutional Class | | | 64,532 | | | | 88,271 | |
Dividends reinvested – Investor Class | | | 401,355 | | | | 278,793 | |
Dividends reinvested – Institutional Class | | | 137,038 | | | | 106,216 | |
Cost of shares redeemed – Investor Class | | | (331,386 | ) | | | (654,226 | ) |
Cost of shares redeemed – Institutional Class | | | (88,866 | ) | | | (308,951 | ) |
Net increase in net assets derived | | | | | | | | |
from capital share transactions | | | 397,114 | | | | 63,030 | |
TOTAL INCREASE (DECREASE) IN NET ASSETS | | | 688,277 | | | | (15,495 | ) |
| | | | | | | | |
NET ASSETS: | | | | | | | | |
Beginning of period | | | 4,398,602 | | | | 4,414,097 | |
End of period | | $ | 5,086,879 | | | $ | 4,398,602 | |
| | | | | | | | |
CHANGES IN SHARES OUTSTANDING: | | | | | | | | |
Shares sold – Investor Class | | | 12,925 | | | | 29,132 | |
Shares sold – Institutional Class | | | 3,691 | | | | 4,606 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Investor Class | | | 26,633 | | | | 16,634 | |
Shares issued to holders as reinvestment | | | | | | | | |
of dividends – Institutional Class | | | 8,881 | | | | 6,208 | |
Shares redeemed – Investor Class | | | (19,938 | ) | | | (35,601 | ) |
Shares redeemed – Institutional Class | | | (5,156 | ) | | | (16,346 | ) |
Net increase in shares outstanding | | | 27,036 | | | | 4,633 | |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Investor Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 18.04 | |
| | | | |
Income from investment operations: | | | | |
Net investment loss | | | (0.02 | )(1) |
Net realized and unrealized gains on investments | | | 3.01 | |
Total from investment operations | | | 2.99 | |
| | | | |
Less distributions: | | | | |
Dividends from net realized gains | | | (2.26 | ) |
Total distributions | | | (2.26 | ) |
Net asset value, end of period | | $ | 18.77 | |
| | | | |
TOTAL RETURN | | | 19.64 | %(2) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 3.81 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement | | | 3.68 | %(3) |
After expense reimbursement | | | 1.23 | %(3) |
Ratio of net investment loss to average net assets: | | | | |
Before expense reimbursement | | | (2.66 | )%(3) |
After expense reimbursement | | | (0.21 | )%(3) |
Portfolio turnover rate(5) | | | 91 | %(2) |
(1) | Calculated using the average shares outstanding method. |
(2) | Not annualized. |
(3) | Annualized. |
(4) | The Fund’s current expense limitation agreement, which became effective on February 28, 2017, was in effect for eight months of the year ended October 31, 2017. The Fund previously had an expense limitation agreement in effect from October 26, 2012, to February 28, 2015. |
(5) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INVESTOR CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 18.46 | | | $ | 15.82 | | | $ | 15.36 | | | $ | 14.86 | | | $ | 13.57 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (0.05 | ) | | | (0.23 | ) | | | (0.68 | ) | | | (0.38 | ) | | | (0.23 | ) |
| 1.26 | | | | 2.87 | | | | 1.14 | | | | 0.88 | | | | 1.52 | |
| 1.21 | | | | 2.64 | | | | 0.46 | | | | 0.50 | | | | 1.29 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (1.63 | ) | | | — | | | | — | | | | — | | | | — | |
| (1.63 | ) | | | — | | | | — | | | | — | | | | — | |
$ | 18.04 | | | $ | 18.46 | | | $ | 15.82 | | | $ | 15.36 | | | $ | 14.86 | |
| | | | | | | | | | | | | | | | | | |
| 7.25 | % | | | 16.69 | % | | | 2.99 | % | | | 3.36 | % | | | 9.51 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 3.31 | | | $ | 3.20 | | | $ | 2.91 | | | $ | 4.04 | | | $ | 4.99 | |
| | | | | | | | | | | | | | | | | | |
| 3.70 | % | | | 4.16 | % | | | 3.61 | % | | | 3.13 | % | | | 2.92 | % |
| 1.23 | % | | | 2.15 | %(4) | | | 3.61 | % | | | 2.75 | % | | | 1.95 | % |
| | | | | | | | | | | | | | | | | | |
| (2.83 | )% | | | (3.16 | )% | | | (2.92 | )% | | | (2.30 | )% | | | (2.53 | )% |
| (0.36 | )% | | | (1.15 | )%(4) | | | (2.92 | )% | | | (1.92 | )% | | | (1.55 | )% |
| 225 | % | | | 267 | % | | | 80 | % | | | 163 | % | | | 204 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
For an Institutional Class share outstanding throughout each period
| | Six Months Ended | |
| | April 30, 2019 | |
| | (Unaudited) | |
PER SHARE DATA: | | | |
Net asset value, beginning of period | | $ | 18.47 | |
| | | | |
Income from investment operations: | | | | |
Net investment income (loss) | | | 0.00 | (1)(2) |
Net realized and unrealized gains on investments | | | 3.07 | |
Total from investment operations | | | 3.07 | |
| | | | |
Less distributions: | | | | |
Dividends from net realized gains | | | (2.31 | ) |
Total distributions | | | (2.31 | ) |
Net asset value, end of period | | $ | 19.23 | |
| | | | |
TOTAL RETURN | | | 19.72 | %(3) |
| | | | |
SUPPLEMENTAL DATA AND RATIOS: | | | | |
Net assets, end of period (millions) | | $ | 1.28 | |
Ratio of expenses to average net assets: | | | | |
Before expense reimbursement | | | 3.31 | %(4) |
After expense reimbursement | | | 0.98 | %(4) |
Ratio of net investment income (loss) to average net assets: | | | | |
Before expense reimbursement | | | (2.28 | )%(4) |
After expense reimbursement | | | 0.05 | %(4) |
Portfolio turnover rate(6) | | | 91 | %(3) |
(1) | Calculated using the average shares outstanding method. |
(2) | Amount is between $(0.005) and $0.005. |
(3) | Not annualized. |
(4) | Annualized. |
(5) | The Fund’s current expense limitation agreement, which became effective on February 28, 2017, was in effect for eight months of the year ended October 31, 2017. The Fund previously had an expense limitation agreement in effect from October 26, 2012, to February 28, 2015. |
(6) | Calculated on the basis of the Fund as a whole. |
The accompanying notes are an integral part of these financial statements.
FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS |
Year Ended October 31, | |
2018 | | | 2017 | | | 2016 | | | 2015 | | | 2014 | |
| | | | | | | | | | | | | |
$ | 18.85 | | | $ | 16.11 | | | $ | 15.58 | | | $ | 15.02 | | | $ | 13.68 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| 0.01 | | | | (0.12 | ) | | | (0.43 | ) | | | (0.25 | ) | | | (0.26 | ) |
| 1.28 | | | | 2.86 | | | | 0.96 | | | | 0.81 | | | | 1.60 | |
| 1.29 | | | | 2.74 | | | | 0.53 | | | | 0.56 | | | | 1.34 | |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
| (1.67 | ) | | | — | | | | — | | | | — | | | | — | |
| (1.67 | ) | | | — | | | | — | | | | — | | | | — | |
$ | 18.47 | | | $ | 18.85 | | | $ | 16.11 | | | $ | 15.58 | | | $ | 15.02 | |
| | | | | | | | | | | | | | | | | | |
| 7.54 | % | | | 17.01 | % | | | 3.40 | % | | | 3.73 | % | | | 9.80 | % |
| | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
$ | 1.09 | | | $ | 1.22 | | | $ | 0.90 | | | $ | 0.95 | | | $ | 0.93 | |
| | | | | | | | | | | | | | | | | | |
| 3.27 | % | | | 3.74 | % | | | 3.28 | % | | | 2.76 | % | | | 2.60 | % |
| 0.98 | % | | | 1.77 | %(5) | | | 3.28 | % | | | 2.44 | % | | | 1.70 | % |
| | | | | | | | | | | | | | | | | | |
| (2.41 | )% | | | (2.74 | )% | | | (2.59 | )% | | | (1.92 | )% | | | (2.23 | )% |
| (0.12 | )% | | | (0.77 | )%(5) | | | (2.59 | )% | | | (1.60 | )% | | | (1.33 | )% |
| 225 | % | | | 267 | % | | | 80 | % | | | 163 | % | | | 204 | % |
The accompanying notes are an integral part of these financial statements.
HENNESSY FUNDS | 1-800-966-4354 | |
Financial Statements
Notes to the Financial Statements April 30, 2019 (Unaudited) |
1). ORGANIZATION
The Hennessy Technology Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992. The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended. The investment objective of the Fund is long-term capital appreciation. The Fund is a diversified fund.
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only one class.
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
2). SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies conform to U.S. generally accepted accounting principles (“GAAP”).
a). | Securities Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3. |
| |
b). | Federal Income Taxes – No provision for federal income taxes or excise taxes has been made because the Fund has elected to be taxed as a regulated investment company and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income/loss and realized gains/losses for federal income tax purposes may differ from those reported in the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes. |
| |
c). | Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return. The Fund’s major tax jurisdictions are U.S. federal and Delaware. |
NOTES TO THE FINANCIAL STATEMENTS |
d). | Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. The Fund is charged for those expenses that are directly attributable to its portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains/losses on investments are allocated to each class of shares based on such class’s net assets. |
| |
e). | Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December. |
| |
f). | Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted or amortized, respectively, over the life of each such security. |
| |
g). | Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates. |
| |
h). | Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) the total value of the securities held by the Fund, plus cash and other assets, minus all liabilities (including estimated accrued expenses) by (ii) the total number of shares outstanding for the Fund, rounded to the nearest $0.01. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s NAV per share. |
| |
i). | New Accounting Pronouncements – In August 2018, the FASB issued Accounting Standards Update No. 2018-13 “Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”). ASU 2018-13 eliminates the requirement to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, the timing of transfers between levels of the fair value hierarchy, and the valuation processes for Level 3 fair value measurements. ASU 2018-13 does not eliminate the requirement to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements, and the changes in unrealized gains and losses for recurring Level 3 fair value measurements. ASU 2018-13 requires that information is provided about the measurement uncertainty of Level 3 fair value measurements as of the reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management has evaluated the impact of this change in guidance and, due to the permissibility of early adoption, modified the Fund’s fair value disclosures for the current reporting period. |
3). SECURITIES VALUATION
The Fund follows fair value accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop
HENNESSY FUNDS | 1-800-966-4354 | |
the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
| Level 1 – | Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement. |
| | |
| Level 2 – | Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data). |
| | |
| Level 3 – | Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable. |
The following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis:
| Equity Securities – Equity securities, including common stocks, preferred stocks, foreign-issued common stocks, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally be valued at the last sales price as reported by the primary exchange on which the securities are listed. Securities listed on The NASDAQ Stock Market (“NASDAQ”) will generally be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported. Securities traded on a securities exchange for which a last-quoted sales price is not readily available will generally be valued at the mean between the bid and ask prices. To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a foreign security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., a weather-related event) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide). |
| |
| Registered Investment Companies – Investments in open-end registered investment companies, commonly referred to as mutual funds, generally are priced at the ending NAV provided by the applicable mutual fund’s service agent and will be classified in Level 1 of the fair value hierarchy. |
| |
| Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are generally valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In |
NOTES TO THE FINANCIAL STATEMENTS |
| addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily using dealer quotations. These securities are generally classified in Level 2 of the fair value hierarchy. |
| |
| Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above. Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. Short-term securities are generally classified in Level 1 or Level 2 of the fair value hierarchy depending on the inputs used and market activity levels for specific securities. |
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security. Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
The fair value of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts. The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ values as determined by the Board or its designee, pursuant to the fair value pricing procedures adopted by the Board, instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from such foreign security’s most recent closing price and from the value used by other investment companies to calculate their NAVs. Such securities are generally classified in Level 2 of the fair value hierarchy. Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
The Board has delegated day-to-day valuation matters to the Valuation and Liquidity Committee, which is comprised of representatives from Hennessy Advisors, Inc., the Fund’s investment advisor (the “Advisor”). The function of the Valuation and Liquidity Committee is to value securities where current and reliable market quotations are not readily available. All actions taken by the Valuation and Liquidity Committee are reviewed by the Board.
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determinations. Various inputs are used to determine the value of the Fund’s investments. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Details related to the fair value hierarchy of the Fund’s securities as of April 30, 2019, are included in the Schedule of Investments.
HENNESSY FUNDS | 1-800-966-4354 | |
4). INVESTMENT TRANSACTIONS
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2019, were $4,034,967 and $4,067,506, respectively.
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during the six months ended April 30, 2019.
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (collectively, the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. During the six months ended April 30, 2019, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
5). INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
The Advisor provides the Fund with investment advisory services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, and facilities and most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based on the average daily net assets of the Fund at an annual rate of 0.74%. The net investment advisory fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Advisor has contractually agreed to limit total annual operating expenses to 0.98% of the Fund’s net assets for both Investor Class shares and Institutional Class shares (excluding all federal, state and local taxes, interest, brokerage commissions, 12b-1 fees, shareholder servicing fees payable to the Advisor, extraordinary items, and acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities) through February 28, 2020.
For three years following the date on which expenses were waived or incurred, the Advisor may recoup waived or reimbursed expenses from the Fund if total operating expenses, including such recoupment, does not exceed the expense limitation in effect (i) at the time the Advisor waived or reimbursed such expenses and (ii) at the time the Advisor recoups such expenses. As of April 30, 2019, expenses subject to potential recovery for Investor Class and Institutional Class shares and the fiscal years in which they expire were as follows:
| | | Fiscal Year | | | Fiscal Year | | | Fiscal Year | | | | |
| | | 2020 | | | 2021 | | | 2022 | | | Total | |
| Investor Class | | $ | 58,612 | | | $ | 83,351 | | | $ | 41,036 | | | $ | 182,999 | |
| Institutional Class | | $ | 20,906 | | | $ | 26,820 | | | $ | 13,120 | | | $ | 60,846 | |
The Advisor did not recoup expenses during the six months ended April 30, 2019.
The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment advisory services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. The shareholder service fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average
NOTES TO THE FINANCIAL STATEMENTS |
daily net assets attributable to Investor Class shares. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including, but not limited to, advertising, shareholder account servicing, printing and mailing of prospectuses to other than current shareholders, printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund. The agreements provide for periodic payments of sub-transfer agent expenses by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services. These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”) provides the Fund with administrative, accounting, and transfer agent services. As administrator, Fund Services is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank N.A., an affiliate of Fund Services, serves as the Fund’s custodian. The servicing agreements between the Trust and Fund Services and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, accounting, custody, and transfer agent fees. The administrative, accounting, custody, and transfer agent fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares. Quasar Distributors, LLC is an affiliate of Fund Services and U.S. Bank N.A.
The officers of the Fund are affiliated with the Advisor. With the exception of the Chief Compliance Officer and the Senior Compliance Officer, such officers receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments on an equal basis to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during the six months ended April 30, 2019, are included in the Statement of Operations.
6). GUARANTEES AND INDEMNIFICATIONS
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
HENNESSY FUNDS | 1-800-966-4354 | |
7). LINE OF CREDIT
The Fund has an uncommitted line of credit with the other Hennessy Funds in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank N.A. Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only). During the six months ended April 30, 2019, the Fund did not have any borrowings outstanding under the line of credit.
8). FEDERAL TAX INFORMATION
As of October 31, 2018, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes were as follows:
| | | Investments | |
| Cost of investments for tax purposes | | $ | 4,400,905 | |
| Gross tax unrealized appreciation | | $ | 423,601 | |
| Gross tax unrealized depreciation | | | (402,056 | ) |
| Net tax unrealized appreciation/(depreciation) | | $ | 21,545 | |
| Undistributed ordinary income | | $ | 381,138 | |
| Undistributed long-term capital gains | | | 166,307 | |
| Total distributable earnings | | $ | 547,445 | |
| Other accumulated gain/(loss) | | $ | (10 | ) |
| Total accumulated gain/(loss) | | $ | 568,980 | |
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
As of October 31, 2018, the Fund had no tax basis capital losses to offset future capital gains.
As of October 31, 2018, the Fund did not defer, on a tax basis, any late-year ordinary losses. Late-year ordinary losses are net ordinary losses incurred after December 31, 2017, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
During fiscal year 2019 (year to date) and fiscal year 2018, the tax character of distributions paid by the Fund was as follows:
| | | Six Months Ended | | | Year Ended | |
| | | April 30, 2019 | | | October 31, 2018 | |
| Ordinary income(1) | | $ | 381,140 | | | $ | — | |
| Long-term capital gain | | | 166,307 | | | | 391,429 | |
| | | $ | 547,447 | | | $ | 391,429 | |
(1) Ordinary income includes short-term capital gain.
9). EVENTS SUBSEQUENT TO PERIOD END
Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2019, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
NOTES TO THE FINANCIAL STATEMENTS/EXPENSE EXAMPLE |
Expense Example (Unaudited)
April 30, 2019
As a shareholder of the Fund, you incur ongoing costs, including management fees, service fees, and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2018, through April 30, 2019.
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bank Global Fund Services, the Fund’s transfer agent. If you request that a redemption be made by wire transfer, currently a $15 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, accounting, custody, and transfer agent fees. However, the example below does not include portfolio trading commissions and related 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 of the table under the “Investor Class” or “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds.
HENNESSY FUNDS | 1-800-966-4354 | |
| Beginning | Ending | |
| Account Value | Account Value | Expenses Paid |
| November 1, 2018 | April 30, 2019 | During Period(1) |
Investor Class | | | |
Actual | $1,000.00 | $1,196.40 | $6.70 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,018.70 | $6.16 |
| | | |
Institutional Class | | | |
Actual | $1,000.00 | $1,197.20 | $5.34 |
Hypothetical (5% return before expenses) | $1,000.00 | $1,019.93 | $4.91 |
(1) | Expenses are equal to the Fund’s annualized expense ratio of 1.23% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect the one-half year period). |
EXPENSE EXAMPLE — ELECTRONIC DELIVERY |
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge (1) by calling 1-800-966-4354, (2) on the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-policy, or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available without charge on both the Hennessy Funds’ website at www.hennessyfunds.com/proxy-voting/voting-record and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
Availability of Quarterly Portfolio Schedule
For periods ending on or prior to January 31, 2019, the Fund has filed a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. For periods ending on or after April 30, 2019, the Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-Q and Forms N-PORT are available on the SEC’s website at www.sec.gov or on request by calling 1-800-966-4354.
Federal Tax Distribution Information (Unaudited)
For fiscal year 2018, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from ordinary income designated as qualified dividend income was 0.00%.
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2018 was 0.00%.
The percentage of taxable ordinary income distributions that were designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
Important Notice Regarding Delivery
of Shareholder Documents
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of shareholder reports, proxy statements, and prospectuses to shareholders who share an address and have the same last name. This process does not apply to account statements. You may request an individual copy of a shareholder document at any time. If you would like to receive separate mailings of shareholder documents, please call U.S. Bank Global Fund Services at 1-800-261-6950 or 1-414-765-4124, and individual delivery will begin within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact such intermediary directly to request individual delivery.
Electronic Delivery
The Funds offer shareholders the option to receive account statements, prospectuses, tax forms, and shareholder reports online. To sign up for eDelivery, please visit www.hennessyfunds.com. You may change your delivery preference at any time by visiting our website or calling U.S. Bank Global Fund Services at 1-800-261-6950.
HENNESSY FUNDS | 1-800-966-4354 | |
Board Approval of Investment Advisory
Agreement
At its meeting on March 12, 2019, the Board of Trustees of the Fund (the “Board,” and the members thereof, the “Trustees”) unanimously approved the continuation of the investment advisory agreement of the Fund with Hennessy Advisors, Inc. (the “Advisor”). As part of the process of approving the continuation of the advisory agreement, the Trustees reviewed their fiduciary duties and the relevant factors for them to consider with respect to approving the advisory agreement. In addition, the Trustees who are not deemed “interested persons” (as defined by the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) met in executive session to discuss the approval of the advisory agreement.
In advance of the meeting, the Advisor sent detailed information to the Trustees to assist them in their evaluation of the advisory agreement. This information included, but was not limited to, the following:
| (1) | A memorandum from outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuation of the advisory agreement and the relevant factors for consideration; |
| | |
| (2) | A memorandum from the Advisor that listed the factors relevant to the Board’s approval of the continuation of the advisory agreement and also referenced the documents that had been provided to help the Board assess each such factor; |
| | |
| (3) | An inventory of the services provided by the Advisor to the Fund; |
| | |
| (4) | A written discussion of economies of scale; |
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| (5) | A summary of the key terms of the advisory agreement; |
| | |
| (6) | A recent Fund fact sheet, which included performance information over various periods; |
| | |
| (7) | A peer expense comparison of the net expense ratio and investment advisory fee of the Fund; and |
| | |
| (8) | The Advisor’s financial statements from its most recent Form 10-K and Form 10-Q. |
All of the factors discussed were considered as a whole by the Trustees and by the Independent Trustees meeting in executive session. The factors were viewed in their totality by the Trustees, with no single factor being the principal or determinative factor in the Trustees’ determination of whether to approve the continuation of the advisory agreement. The Trustees recognized that the management and fee arrangements for the Fund are the result of years of review and discussion between the Independent Trustees and the Advisor, that certain aspects of such arrangements may receive greater scrutiny in some years than in others, and that the Trustees’ conclusions may be based, in part, on their consideration of these same arrangements and information received during the course of the year and in prior years.
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
Prior to approving the continuation of the advisory agreement, the Trustees, including the Independent Trustees in executive session, considered, among other items:
| (1) | The nature and quality of the advisory services provided by the Advisor; |
| | |
| (2) | A comparison of the fees and expenses of the Fund to other similar funds; |
| | |
| (3) | Whether economies of scale are recognized by the Fund; |
| | |
| (4) | The costs and profitability of the Fund to the Advisor; |
| | |
| (5) | The performance of the Fund; and |
| | |
| (6) | Any benefits to the Advisor from serving as an investment advisor to the Fund (other than the advisory fee). |
The material considerations and determinations of the Trustees, including the Independent Trustees, were as follows:
| (1) | The Trustees considered the services identified below that are provided by the Advisor. Based on this review, the Trustees concluded that the Advisor provides high-quality services to the Fund and noted that their overall confidence in the Advisor was high. The Trustees also concluded that they were satisfied with the nature, extent, and quality of the advisory services provided to the Fund by the Advisor and that the nature and extent of the services provided by the Advisor were appropriate to assure that the Fund’s operations are conducted in compliance with applicable laws, rules, and regulations. |
| | (a) | The Advisor acts as the portfolio manager for the Fund. In this capacity, the Advisor does the following: |
| | | (i) | manages the composition of the Fund’s portfolio, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions; |
| | | | |
| | | (ii) | seeks best execution for the Fund’s portfolio; |
| | | | |
| | | (iii) | manages the use of soft dollars for the Fund; and |
| | | | |
| | | (iv) | manages proxy voting for the Fund. |
| | (b) | The Advisor performs a daily reconciliation of portfolio positions and cash for the Fund. |
| | | |
| | (c) | The Advisor monitors the Fund’s compliance with its investment objectives and restrictions. |
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| | (d) | The Advisor monitors compliance with federal securities laws, maintains a compliance program (including a code of ethics), conducts ongoing reviews of the compliance programs of the Fund’s service providers, conducts on-site visits to the Fund’s service providers, monitors incidents of abusive trading practices, reviews Fund expense accruals, payments, and fixed expense ratios, evaluates insurance providers for fidelity bond, D&O/E&O, and cyber insurance coverage, conducts employee compliance training, reviews reports provided by service providers, and maintains books and records. |
| | | |
| | (e) | The Advisor oversees service providers that provide accounting, administration, distribution, transfer agency, custodial, sales, marketing, public relations, audit, information technology, and legal services to the Fund. |
| | | |
| | (f) | The Advisor maintains in-house marketing and distribution departments on behalf of the Fund. |
HENNESSY FUNDS | 1-800-966-4354 | |
| | (g) | The Advisor is actively involved with preparing regulatory filings for the Fund, including writing and annually updating the Fund’s prospectus and related documents. |
| | | |
| | (h) | For each annual report of the Fund, the Advisor prepares a written summary of the Fund’s performance during the most recent 12-month period. |
| | | |
| | (i) | The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allow customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates, in part, a number of these third-party providers of NTF programs out of its own revenues. |
| | | |
| | (j) | The Advisor pays the incentive compensation of the Fund’s compliance officers and employs other staff, such as legal, marketing, national accounts, distribution, sales, administrative, and trading oversight personnel, as well as management executives. |
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| | (k) | The Advisor provides a quarterly compliance certification to the Board. |
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| | (l) | The Advisor prepares or reviews all Board materials, frequently presents to the Board and leads Board discussions, prepares or reviews all meeting minutes, and arranges for Board training and education. |
| (2) | The Trustees compared the performance of the Fund to benchmark indices over various periods and also noted that the Trustees review and discuss reports comparing the investment performance of the Fund to various indices at each quarterly Board meeting. Based on such information, the Trustees determined that the Advisor manages the Fund in a manner materially consistent with its stated investment objective and style. The Trustees concluded that the performance of the Fund over various periods warranted continuation of the advisory agreement. |
| | |
| (3) | The Trustees reviewed the advisory fees and overall expense ratios of the Fund compared to other funds similar in asset size and investment objective to the Fund using data from Morningstar. As part of the discussion with management, the Trustees ensured that they understood and were comfortable with the criteria used to determine the mutual funds included in the Morningstar categories for purposes of the materials considered at the meeting. The Trustees determined that the advisory fee and overall expense ratio of the Fund falls within the range of the advisory fees and overall expense ratios of other comparable funds and concluded that they are reasonable and warranted continuation of the advisory agreement. |
| | |
| (4) | The Trustees also considered whether the Advisor was realizing economies of scale that it should share with the Fund’s shareholders. The Trustees noted that many of the expenses incurred to manage the Fund are asset-based fees, so the Advisor does not realize material economies of scale relating to those expenses as the assets of the Fund increase. For example, mutual fund platform fees increase as the Fund’s assets grow. The Trustees also considered the Advisor’s efforts to contain expenses through actions such as renegotiating service contracts, the Advisor’s significant marketing efforts to promote the Funds, the |
BOARD APPROVAL OF INVESTMENT ADVISORY AGREEMENT |
| | Advisor’s investments in personnel to manage the Funds, and the Advisor’s agreement to waive fees or lower its management fees in certain circumstances. The Trustees noted that it did not appear that the Advisor was realizing economies of scale at current asset levels and concluded that it would continue to monitor economies of scale in the future as circumstances changed. |
| | |
| (5) | The Trustees considered the profitability of the Advisor, including the impact of mutual fund platform fees on the Advisor’s profitability, and also considered the resources and revenues that the Advisor has put into managing and distributing the Fund. The Trustees then concluded that the profits of the Advisor are reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases. |
| | |
| (6) | The Trustees considered the high level of professionalism and knowledge of the Advisor’s employees, along with a very low level of turnover, and concluded that this was beneficial to the Fund and its shareholders. |
| | |
| (7) | The Trustees considered any benefits to the Advisor from serving as an advisor to the Fund (other than the advisory fee). The Trustees noted that the Advisor may derive ancillary benefits from, by way of example, its association with the Fund in the form of proprietary and third-party research products and services received from broker-dealers that execute portfolio trades for the Fund. The Trustees determined that any such products and services have been used for legitimate purposes relating to the Fund by providing assistance in the investment decision-making process. The Trustees concluded that any additional benefits realized by the Advisor from its relationship with the Fund were reasonable, which was based on, among other things, the Trustees’ finding that the research, analytical, statistical, and other information and services provided by brokers are merely supplemental to the Advisor’s own efforts in the performance of its duties under the advisory agreement. |
After reviewing the materials and information provided at the meeting, as well as other information regularly provided at the Board’s quarterly meetings throughout the year regarding the quality of services provided by the Advisor, the performance of the Fund, expense information, brokerage commissions information, the adequacy and efficacy of the Advisor’s written policies and procedures, other regulatory compliance issues, trading information and related matters, and other factors that the Trustees deemed relevant, the Trustees, including the Independent Trustees, approved the continuation of the advisory agreement.
HENNESSY FUNDS | 1-800-966-4354 | |
For information, questions, or assistance, please call
The Hennessy Funds
1-800-966-4354 or 1-415-899-1555
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Boulevard, Suite 200
Novato, California 94945
ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT, &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
d/b/a U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, Wisconsin 53212
TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, Pennsylvania 19103-2529
DISTRIBUTOR
Quasar Distributors, LLC
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202
hennessyfunds.com | 1-800-966-4354
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.