<page>
united states
securities and exchange commission
washington, d.c. 20549
form n-csr
certified shareholder report of registered management
investment companies
Investment Company Act file number 811-09541
-------------------------------
Ameriprime Advisors Trust
- ------------------------------------------------------------------
(Exact name of registrant as specified in charter)
431 N. Pennsylvania St. Indianapolis, IN 46204
- ------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Unified Fund Services 431 N. Pennsylvania St. Indianapolis, IN 46204
- ----------------------------------------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: 317-917-7000
Date of fiscal year end: 7/31
------------
Date of reporting period: 1/31/03
-----------
Form N-CSR is to be used by management investment companies to
file reports with the Commission not later than 10 days after the
transmission to stockholders of any report that is required to be
transmitted to stockholders under Rule 30e-1 under the Investment
Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the
information provided on Form N-CSR in its regulatory, disclosure
review, inspection and policymaking roles.
A registrant is required to disclose the information specified by
Form N-CSR, and the Commission will make this information public. A
registrant is not required to respond to the collection of information
contained in Form N-CSR unless the Form displays a currently valid
Office of Management and Budget ("OMB") control number. Please direct
comments concerning the accuracy of the information collection burden
estimate and any suggestions for reducing the burden to Secretary,
Securities and Exchange Commission, 450 Fifth Street, NW, Washington,
DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
<page>
Item 1. Reports to Stockholders.
Summary of Semi-Annual Period August 1, 2002 through January 31, 2003
Dear Shareholder,
The Polynous Growth Fund's latest semi-annual period (ending
January 31, 2003) resulted in very positive performance for its
shareholders during what was another challenging period for the
overall stock market. Please refer to the management discussion in the
following section for comparative performance information and a
commentary on the Fund's performance as this shareholder letter will
contain more general commentary on overall economic and stock market
conditions.
The main challenge for the overall stock market during the latest
semi-annual period for the Fund seems to be very low confidence on the
part of most investors. Although the U.S. economy experienced positive
economic growth during 2002, many investors, corporate leaders and
consumers seem to feel that the country is experiencing a recession.
As such, the positive economic growth during a very restrained
spending environment is probably even more impressive an indicator of
the underlying strength of the U.S. economy than is otherwise
appreciated.
Other positive factors for the overall economic and monetary
environment are also much more widely perceived as being negative
factors and items of concern. Interest rates and inflation rates are
both at 40-year lows. Although such factors would normally be viewed
positively for the stimulative effects of low capital costs and price
stability, in the current environment such factors are viewed
negatively as potential precursors of deflation.
Such overall lack of confidence also seems to exacerbate various
negative trends in actual economic activity. Although aggregate
economic activity showed positive growth during the full year of 2002
and in the year's fourth quarter, the perception of a soft economic
environment resulted in the worst holiday retail sales trends since
the last actual recession in 1991. Corporate hiring trends are also
very soft as the rate of employment growth currently is the slowest on
record during what is technically an economic expansion following the
one negative quarter of growth in 2001. Essentially, most expansionary
economic activity appears to be in a holding pattern until overall
confidence begins to recover.
Exacerbating these economic trends are also the ever-present
geo-political uncertainties and the prospects for what may even be
multiple wars in various areas of conflict. Although I am no better
able to predict than anyone else the outcomes, or lasting effects, of
any of these conflicts, the history of mankind seems to suggest that
both life, and economic activity, goes on regardless of the failures
of diplomacy and human reason. It is also ironic, however, that the
major conflicts of the moment - with Iraq and North Korea - involve
countries that through their own failed policies and ambitions are
also countries that have failed economically and are unable to support
their own citizens. Although the potential horrors of war are not to
be lightly regarded, I would expect that a change in such countries'
policies would be a vast improvement for both their own citizens and
for the rest of the world.
Although free market capitalism also has its less seemly aspects
- as we have seen all too well lately with all of the corporate
scandals in the U.S. - I think that there is actually no better
example of the positive effects of such an economic system than the
example of the two Koreas. In their instance, a devastating war was
"halted" 50 years ago with an armistice and a fairly arbitrary
dividing line was drawn across the Korean peninsula. In the ensuing 50
years, an economy on one side of the line that pursued free markets
and individual initiative grew from abject poverty into approximately
the tenth largest economy in the world. The economy on the other side
of the line that combined top-down economic controls along with a
bizarre policy of centralized thought control has not only remained in
abject poverty but cannot even feed all of its own citizens. Although
I have no predictive ability as to the eventual outcome of the very
difficult diplomatic, political, and potential military issues that
confront these two nations, I believe it is clear as to what economic
system has been most productive for the citizens of each respective
nation.
Although the comments above may seem far afield from appropriate
commentary in a mutual fund shareholder letter, the central theme for
me returns to the overall issue of economic confidence. Although
occasional fluctuations in economic activity are to be expected, what
I am surprised about is that there almost seems to be a perception
currently that the U.S. economic system has been permanently damaged
as a vehicle for growth. With what is currently perceived as an
uncertain future, the current environment is afflicted by an aversion
to invest on the part of businesses and to spend on the part of
consumers. When one thinks of the respective economic progress of the
two Koreas over the past 50 years, however, I would hope that our
current lack of confidence is short-lived as the participants in our
economy regain their belief in both the personal and financial rewards
from using their initiative and ideas to produce both innovative new
products and more effective approaches for engaging in economic
activity.
Some may, however, fault my overall belief in the inherent
productivity of the U.S. economy as a naive view, and a view which
also ignores other potentially negative realities in the current
environment. Some of the more prominent areas of concern center around
debt, which may include either personal, corporate, or government
debt. Personal debt levels have been rising in the U.S. since the end
of World War II and I don't have my own crystal ball as to what levels
may end up being an extreme level that is unable to be serviced. The
providers of such debt, however, are profit driven companies and so
they may have their own relatively sophisticated insights as to the
repayment capabilities of their customers. Although corporate debt
levels are also of concern in various areas of the economy, many of
the better quality companies have both strong cash flows and minimal
debt relative to their overall financial strength. Government debt is
also of concern as the U.S. Government will now have budget deficits
again, but such deficits are still typically lower as a percent of GDP
than the budget deficits of most other developed nations. Although one
short paragraph should not be accepted as an effective rebuttal of
overall concerns about debt, our current debt levels may also actually
be perceived as a positive factor signaling one more aspect of the
dynamic nature of the U.S. economy.
In conclusion for this letter, I believe that I have certainly
expressed by own confidence about the productivity of the U.S. economy
and I anticipate that many others will also regain such confidence
once some of our current uncertainties are better understood and
resolved. The stock market, however, almost seems to have a mind of
its own, unfortunately, as it is still searching for enduring themes
after what have now been three years of declines. Although with my own
fundamental research, I find it relatively easy to find my own themes
and situations of opportunity within the much larger market, I do
suspect that the overall market will continue to be somewhat choppy
until most companies begin to consistently report earnings gains
again. Once the overall earnings environment improves, however, we
could then be in store for a very productive stock market environment
again as the very positive factors of low interest rates and low
inflation are again viewed as a positive for the stock market.
Yours truly,
Kevin L. Wenck
President
Distributed by Polynous Securities, LLC.
One Pine Street, Suite 2208
San Francisco, CA 94111
Member NASD, SIPC
<page>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Returns for the Semi-Annual Period ended January 31, 2003
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
<table>
<s> <c> <c> <c> <c>
Average Annual
Five Year Return
Six Month One Year Average Annual Since Inception
Fund / Index Total Return Total Return Return (August 12, 1996)
- ----------------------------------------------------- ---------------------------------------------------------------------------
- ----------------------------------------------------- ---------------------------------------------------------------------------
Polynous Growth Fund (after deduction of sales load) 13.94% -36.91% -11.45% -5.80%
Russell 2000 Index -4.44% -21.87% -1.60% 3.32%
S & P 500 Index -5.26% -23.03% -1.33% 5.51%
</table>
The Polynous Growth Fund produced very attractive performance
during its latest semi-annual period. Although the overall market
environment was very challenging with uncertain economic trends and
poor earnings visibility, the Fund's use of its own original
fundamental research allowed the Fund to identify attractive growth
opportunities that led to attractive investment returns. The most
productive strategy used by the Fund during the latest reporting
period was to use a very disciplined approach in opportunistically
purchasing "deep value" stocks of companies that will likely have
attractive growth prospects in the future. Most of such companies had
already declined 90 to 95 percent from all-time highs during the prior
bull market and some of such companies even had declined in value to
levels that were less than a company's net cash per share. Although
such stocks may appear quite risky to other investors due to the
absolute magnitude of their cumulative percentage declines, our
fundamental research, which includes complete financial statement
modeling, is designed to identify such companies that still have very
strong financial characteristics that will then support future growth
in a more positive economic environment.
Polynous Russell 2000
7/31/96
8/12/96 9,550.00 10,000.00
1/31/97 10,344.05 11,383.50
7/31/97 11,435.83 12,871.26
1/31/98 11,914.82 13,440.73
7/31/98 11,257.75 13,169.17
1/31/99 10,250.25 13,485.51
7/31/99 10,308.28 14,145.12
1/31/00 8,416.68 15,878.42
7/31/00 8,789.26 16,092.65
1/31/01 9,907.03 16,464.83
7/31/01 9,677.74 15,817.37
1/31/02 10,279.62 15,872.31
7/31/02 5,693.91 12,976.59
1/31/03 6,792.57 12,400.76
This graph shows the value of a hypothetical initial investment
of $10,000 in the Fund and the Russell 2000 Index on August 12, 1996
(inception of the Fund) and held through January 31, 2003. The Russell
2000 Index is a widely recognized unmanaged index of common stock
prices and is representative of a broader market and range of
securities than is found in the Polynous Growth Fund portfolio. The
Index returns do not reflect expenses, which have been deducted from
the Fund's return. These performance figures include the change in
value of the stocks in the index plus the reinvestment of dividends.
The performance of the Fund is computed, after deduction of the
maximum sales load, on a total return basis, which includes
reinvestment of all dividends. The returns shown do not reflect
deduction of taxes that a shareholder would pay on Fund distributions
or the redemption of Fund shares. THE FUND'S RETURN REPRESENTS PAST
PERFORMANCE AND DOES NOT PREDICT FUTURE RESULTS.
<page>
Polynous Growth Fund
Schedule of Investments
January 31, 2003 (Unaudited)
<table>
<s> <c> <c>
Common Stocks - 96.26% Shares Value
Computer Communication Equipment - 4.21%
Enterasys Networks, Inc. (a) 119,800 $ 204,858
--------------
Computer Communications Equipment - 0.93%
Focus Enhancements, Inc. (a) 58,900 45,353
--------------
Drawing & Insulating of Nonferrous Wire - 29.41%
Optical Cable Corp. (a) 444,712 1,431,973
--------------
Electromedical & Electrotherapeutic Apparatus - 1.20%
Thoratec Corp. (a) 6,500 58,435
--------------
Hospital & Medical Service Plans - 2.15%
Cigna Corp. 2,400 104,808
--------------
In Vitro & In Vivo Diagnostic Substances - 2.76%
Able Laboratories (a) 11,733 134,507
--------------
Laboratory Analytical Instruments - 3.10%
Cytyc Corp. (a) 13,000 150,800
--------------
Miscellaneous Electrical Machinery, Equipment & Supplies - 2.71%
Energizer Holdings, Inc. (a) 5,400 131,760
--------------
Miscellaneous - 1.70%
Therimmune Research Corp. (a) 25,000 83,000
--------------
Ophthalmic Goods - 2.24%
Ocular Sciences, Inc. (a) 8,200 109,060
--------------
Pharmaceutical Preparations - 2.89%
King Pharmaceuticals, Inc. (a) 9,600 140,928
--------------
Retail - Computer & Computer Software Stores - 4.68%
Electronics Boutique Holdings Corp. (a) 8,800 121,440
Gamespot Corp. (a) 12,500 106,250
--------------
227,690
--------------
Retail - Eating Places - 1.85%
BUCA, Inc. (a) 13,800 90,252
--------------
Retail - Women's Clothing Stores - 4.68%
Taylor Ann Stores Corp. (a) 6,500 120,965
Charlotte Russe Holdings, Inc. (a) 10,000 107,100
--------------
228,065
--------------
</table>
<page>
Polynous Growth Fund
Schedule of Investments
January 31, 2003 (Unaudited) - continued
<table>
<s> <c> <c>
Common Stocks - 96.26% - continued
Semiconductors & Related Devices - 1.94%
Lattice Semiconductor Corp. (a) 12,500 94,375
--------------
Services - Computer Programming Services - 3.35%
VeriSign, Inc. (a) 19,800 163,350
--------------
Services - General Medical & Surgical Hospitals - 8.80%
LifePoint Hospitals, Inc. (a) 4,800 123,360
Tenet Healthcare Corp. (a) 9,400 169,106
United Surgical Partners International, Inc. (a) 7,500 136,125
--------------
428,591
--------------
Services - Home Health Care Services - 1.98%
Option Care, Inc. (a) 11,700 96,291
--------------
Services - Medical Laboratories - 2.42%
Laboratory Corp. of America Holdings (a) 4,400 117,700
--------------
Services - Misc Health & Allied Services - 1.88%
Prime Medical Services, Inc (a) 11,000 91,410
--------------
Services - Miscellaneous Amusement & Recreation - 1.60%
Ameristar Casinos, Inc. (a) 8,000 77,832
--------------
Services - Prepackaged Software - 3.22%
SkillSoft, Corp. (a) 28,000 80,080
Synplicity, Inc. (a) 20,400 76,908
--------------
156,988
--------------
Services - Specialty Outpatient Facilities - 2.69%
HEALTHSOUTH Corp. (a) 34,200 130,986
--------------
Wholesale - Drugs, Proprietaries & Druggists' Sundries - 2.72%
Priority Healthcare Corp. - Class B (a) 5,700 132,582
--------------
Wholesale - Paper & Paper Products - 1.15%
Daisytek International Corp. (a) 8,000 56,000
--------------
TOTAL COMMON STOCKS (Cost $6,562,964) 4,687,594
--------------
Money Market Securities - 1.41%
Huntington Money Market Fund - Investment A, 0.27%, (Cost $68,622) (b) 68,622 68,622
--------------
TOTAL INVESTMENTS (Cost $6,631,586) - 97.67% $ 4,756,216
--------------
</table>
<page>
Polynous Growth Fund
Schedule of Investments
January 31, 2003 (Unaudited) - continued
<table>
<s> <c>
Other assets less liabilities - 2.33% 113,390
--------------
TOTAL NET ASSETS - 100.00% $ 4,869,606
==============
</table>
(a) Non-income producing.
(b) Variable rate security; the coupon rate shown represents the rate at January
31, 2003.
<page>
Polynous Growth Fund
Statement of Assets and Liabilities
January 31, 2003 (Unaudited)
<table>
<s> <c>
Assets
Investments in securities, at value (cost $6,631,586) $ 4,756,216
Interest receivable 61
Receivable for investments sold 214,530
Receivable from adviser 32,821
----------------
Total assets 5,003,628
----------------
Liabilities
Accrued expenses 27,708
Payable for investments purchased 106,314
----------------
Total liabilities 134,022
----------------
Net Assets $ 4,869,606
================
Net Assets consist of:
Paid in capital 13,013,043
Accumulated net investment income (loss) (38,892)
Accumulated net realized gain (loss) on investments (6,229,175)
Net unrealized appreciation (depreciation) on investments (1,875,370)
----------------
Net Assets, for 684,769 shares $ 4,869,606
================
Net Asset Value
Net Assets per share ($4,869,606 / 684,769) $ 7.11
================
Offering price per share ($7.11 / 0.955) $ 7.45
================
Redemption price per share ($7.11 * 0.99) (Note 7) $ 7.04
================
</table>
<page>
Polynous Growth Fund
Statement of Operations
Six months ended January 31, 2003 (Unaudited)
<table>
<s> <c>
Investment Income
Dividend income $ 792
Interest income 497
--------------
Total Income 1,289
--------------
Expenses
Investment advisor fee 21,169
12b-1 fee 5,292
Administration fees 16,279
Auditing fees 4,065
Custodian fees 5,419
Fund accounting fees 9,759
Insurance fees 127
Legal fees 8,129
Trustee fees 1,186
Pricing fees 1,461
Registration fees 3,535
Printing fees 3,260
Transfer agent fees 13,146
Miscellaneous fees 1,630
--------------
Total Expenses 94,457
Waived and reimbursed expenses (54,236)
--------------
Total operating expenses 40,221
--------------
Net Investment Income (Loss) (38,932)
--------------
Realized & Unrealized Gain (Loss)
Net realized gain (loss) on investment securities (760,687)
Change in net unrealized appreciation (depreciation)
on investment securities 1,582,891
--------------
Net realized and unrealized gain (loss) on investment securities 822,204
--------------
Net increase (decrease) in net assets resulting from operations $ 783,272
==============
</table>
<page>
Polynous Growth Fund
Statement of Changes In Net Assets
<table>
<s> <c> <c>
Six months ended
Jan. 31, 2003 Year ended
Increase (Decrease) in Net Assets (Unaudited) July 31, 2002
---------------------- -------------------
Operations
Net investment income (loss) $ (38,932) $ (105,534)
Net realized gain (loss) on investment securities (760,687) 764,152
Change in net unrealized appreciation (depreciation) 1,582,891 (3,625,016)
---------------------- -------------------
Net increase (decrease) in net assets resulting from operations 783,272 (2,966,398)
---------------------- -------------------
Distributions
From net investment income - -
From net realized gain - -
---------------------- -------------------
Total distributions - -
---------------------- -------------------
Capital Share Transactions
Proceeds from shares sold 96,259 216,274
Reinvestment of distributions - -
Amount paid for shares repurchased (158,297) (732,480)
---------------------- -------------------
Net increase (decrease) in net assets
resulting from share transactions (62,038) (516,206)
---------------------- -------------------
Total Increase (Decrease) in Net Assets 721,234 (3,482,604)
---------------------- -------------------
Net Assets
Beginning of period 4,148,372 7,630,976
---------------------- -------------------
End of period [including accumulated net
investment income (loss) of $(38,932) and $0, respectively] $ 4,869,606 $ 4,148,372
====================== ===================
Capital Share Transactions
Shares sold 15,667 22,721
Shares issued in reinvestment of
distributions - -
Shares repurchased (26,694) (79,949)
---------------------- -------------------
Net increase (decrease) from capital transactions (11,027) (57,228)
====================== ===================
</table>
<page>
Polynous Growth Fund
Financial Highlights
<table>
<s> <c> <c> <c> <c> <c> <c>
Six months ended For the For the For the For the For the
Jan. 31, 2003 year ended year ended year ended year ended year ended
(Unaudited) July 31, 2002 July 31, 2001 July 31, 2000 July 31, 1999 July 31, 1998
------------- -------------- ------------- ------------- -------------- -------------
Selected Per Share Data
Net asset value, beginning of period $ 5.96 $ 10.13 $ 9.20 $ 10.79 $ 12.85 $ 14.35
------------- -------------- ------------ ------------- -------------- ------------
Income from investment operations
Net investment income (loss) (0.06) (0.15) (0.01) (0.12) (0.18) (0.21)
Net realized and unrealized gain (loss) 1.21 (4.02) 0.94 (1.47) (1.01) 0.07
------------- ------------- ----------- ------------ -------------- ------------
Total from investment operations 1.15 (4.17) 0.93 (1.59) (1.19) (0.14)
------------- ------------- ------------ ------------ ------------- ------------
Less Distributions to shareholders:
From net investment income 0.00 0.00 0.00 0.00 0.00 (0.88)
From net realized gain 0.00 0.00 0.00 0.00 (0.87) (0.48)
------------- ------------ ----------- ---------- ------------ -------------
Total distributions 0.00 0.00 0.00 0.00 (0.87) (1.36)
------------- ------------ ----------- ---------- ------------ -------------
Net asset value, end of period $ 7.11 $ 5.96 $ 10.13 $ 9.20 $ 10.79 $12.85
============= ============ =========== ========== ============= =============
Total Return 19.30%(b) (41.16)% 10.09% (14.74)% (8.34)% (1.33)%
Ratios and Supplemental Data
Net assets, end of period (000) $ 4,870 $4,148 $7,631 $7,593 $16,702 $27,124
Ratio of expenses to average net assets 1.90% (a) 1.90% 1.90% 1.90% 1.90% 1.99%(c)
Ratio of expenses to average net assets
before waiver & reimbursement 4.46% (a) 3.17% 4.42% 4.09% 2.41% 2.19%
Ratio of net investment income to
average net assets (1.84)% (a) (1.57)% (0.12)% (0.95)% (1.42)% (1.02)%
Ratio of net investment income to
average net assets before waiver
& reimbursement (4.39)% (2.83)% (2.64)% (3.14)% (1.93)% (1.22)%
Portfolio turnover rate 80.67% 405.11% 494.19% 261.88% 102.53% 140.15%
</table>
(a) Annualized.
(b) For periods of less than a full year, total return is not annualized. (c)
Reflects the reduction of the Operating Expense Ratio to 1.90% from 2.00%
on June 22, 1998.
<page>
The Polynous Growth Fund
Notes to Financial Statements
January 31, 2003 (Unaudited)
NOTE 1. ORGANIZATION
The Polynous Growth Fund (the "Fund") was organized as a
diversified series of AmeriPrime Advisors Trust (the "Trust") on
February 8, 2001 and commenced operation on August 12, 1996. The Trust
is an open-end investment company established under the laws of Ohio
by an Agreement & Declaration of Trust dated August 3, 1999 (the
"Trust Agreement"). The Trust Agreement permits the Board of Trustees
of the Trust (the "Board") to issue an unlimited number of shares of
beneficial interest of separate series without par value. On March 30,
2001, the Fund acquired all of the assets and assumed all of the
liabilities of the Polynous Growth Fund, a series of the Polynous
Trust, in a tax-free organization. The investment objective of the
Fund is long-term capital appreciation. The Fund's investment advisor
is Polynous Capital Management, Inc. (the "Advisor").
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies
followed by the Fund in the preparation of its financial statements.
Securities Valuations - Securities that are traded on any
exchange or on the NASDAQ over-the-counter market are valued at the
last quoted sale price. Lacking a last sale price, a security is
valued at its last bid price except when, in the opinion of the Fund's
advisor (the "Advisor"), the last bid price does not accurately
reflect the current value of the security. All other securities for
which over-the-counter market quotations are readily available are
valued at their last bid price. When market quotations are not readily
available, when the Advisor determines the last bid price does not
accurately reflect the current value or when restricted securities are
being valued, such securities are valued as determined in good faith
by the Advisor, in conformity with guidelines adopted by and subject
to review of the Board.
Fixed income securities generally are valued by using market
quotations, but may be valued on the basis of prices furnished by a
pricing service when the Advisor believes such prices accurately
reflect the fair market value of such securities. A pricing service
utilizes electronic data processing techniques based on yield spreads
relating to securities with similar characteristics to determine
prices for normal institutional-size trading units of debt securities
without regard to sale or bid prices. If the Advisor decides that a
price provided by the pricing service does not accurately reflect the
fair market value of the securities, when prices are not readily
available from a pricing service, or when restricted or illiquid
securities are being valued, securities are valued at fair value as
determined in good faith by the Advisor, in conformity with guidelines
adopted by and subject to review of the Board. Short term investments
in fixed income securities with maturities of less than 60 days when
acquired, or which subsequently are within 60 days of maturity, are
valued by using the amortized cost method of valuation, which the
Board has determined will represent fair value.
Federal Income Taxes - The Fund intends to qualify each year as a
"regulated investment company" under the Internal Revenue Code of
1986, as amended. By so qualifying, the Fund will not be subject to
federal income taxes to the extent that it distributes substantially
all of its net investment income and any realized capital gains.
Dividends and Distributions - The Fund will distribute
substantially all of its net investment income in December, and
capital gains, if any, annually. Distributions to shareholders are
recorded on the ex-dividend date. Income and capital gain
distributions are determined in accordance with income tax
regulations, which may differ from generally accepted accounting
principles.
Other - The Fund follows industry practice and records security
transactions on the trade date. The specific identification method is
used for determining gains or losses for financial statements and
income tax purposes. Dividend income is recorded on the ex-dividend
date and interest income is recorded on an accrual basis. Discounts
and premiums on securities purchased are amortized over the life of
the respective securities.
<page>
The Polynous Growth Fund
Notes to Financial Statements
January 31, 2003 (Unaudited) - continued
Generally accepted accounting principles require that permanent
financial reporting tax differences relating to shareholder
distributions be reclassified to paid in capital.
NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES
The Fund retains Polynous Capital Management, Inc. (the
"Advisor") to manage the Fund's investments. The Advisor is a
California corporation established in May 1996. Kevin L. Wenck is the
president, board member, officer, and shareholder of the Advisor, and
is primarily responsible for the day-to-day management of the Fund's
portfolio.
Under the terms of the management agreement, (the "Agreement"),
the Advisor manages the Fund's investments subject to approval of the
Board. As compensation for its management services, the Fund is
obligated to pay the Advisor a fee computed and accrued daily and paid
monthly at an annual rate of 1.00% on net assets of $100 million and
below; 0.75% on the next $150 million; 0.60% on the next $250 million;
0.50% on the next $500 million; and 0.40% on all net assets amounts
above $1 billion. The Advisor received $21,169 from the Fund for the
six months ended January 31, 2003. The Advisor has contractually
agreed to reduce some, or all, of its management fees and/or reimburse
Fund expenses to keep total annual operating expenses at or below
1.90% through March 31, 2004. For the six months ended January 31,
2003, the Advisor was obligated to waive or reimburse expenses of
$54,236.
The Fund retains Unified Fund Services, Inc. ("Unified") to
manage the Fund's business affairs and provide the Fund with
administrative services, including all regulatory reporting and
necessary office equipment and personnel. Unified receives a monthly
fee from the Fund equal to an annual rate of 0.10% of the Fund's
average daily net assets up to $50 million, 0.075% of the Fund's
average daily net assets from $50 million to $100 million, and 0.050%
of the Fund's average daily net assets over $100 million (subject to a
minimum fee of $2,500 per month). For the six months ended January 31,
2003, Unified earned fees of $16,279 from the Fund for administrative
services provided to the Fund.
The Fund also retains Unified to act as the Fund's transfer agent
and fund accountant. For its services as transfer agent, Unified
earned a monthly fee from the Fund of $1.20 per shareholder (subject
to a minimum monthly fee of $900). For the six months ended January
31, 2003, Unified earned fees of $13,146 from the Fund for transfer
agent services provided to the Fund. For its services as fund
accountant, Unified receives an annual fee from the Fund equal to
0.0275% of the Fund's assets up to $100 million, 0.0250% of the Fund's
assets from $100 million to $300 million, and 0.0200% of the Fund's
assets over $300 million (subject to various monthly minimum fees, the
maximum being $2,100 per month for assets of $20 million to $100
million). For the six months ended January 31, 2003, Unified earned
fees of $9,759 from the Fund for fund accounting services provided to
the Fund. A Trustee and the officers of the Trust are members of
management and/or employees of Unified.
Polynous Securities, LLC (the "Distributor"), an affiliate of the
Advisor, serves as principal underwriter for the Fund. Under the terms
of the Underwriting Agreement between the Trust and the Distributor,
the Distributor earned $843 from underwriting and broker commissions
on the sale of shares of the Fund during the six months ended January
31, 2003. Kevin L. Wenck may be deemed to be an affiliate of the
Distributor. The Fund has adopted a distribution plan in accordance to
Rule 12b-1 under the Investment Company Act of 1940 under which the
Fund will pay a distribution fee at a rate of .25% per annum of the
average daily net assets to reimburse the Distributor for expenses in
distributing shares and promoting sales of the Fund. For the six
months ended January 31, 2003, the Fund paid the Distributor $5,292
for distribution costs incurred.
NOTE 4. INVESTMENTS
For the six months ended January 31, 2003, purchases and sales of
investment securities, other than short-term investments, aggregated
$3,292,947, and $3,498,506, respectively. As of January 31, 2003, the
gross unrealized appreciation for all securities totaled $198,138 and
the gross unrealized depreciation for all
<page>
The Polynous Growth Fund
Notes to Financial Statements
January 31, 2003 (Unaudited) - continued
securities totaled $2,457,939 for a net unrealized depreciation
of $2,259,802. The aggregate cost of securities for federal income tax
purposes at January 31, 2003 was $6,631,586.
NOTE 5. ESTIMATES
Preparation of financial statements in accordance with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those
estimates.
NOTE 6. RELATED PARTY TRANSACTIONS
The beneficial ownership, either directly or indirectly, of more
than 25% of the voting securities of a fund creates a presumption of
control of the fund, under Section 2(a)(9) of the Investment Company
Act of 1940. As of July 31, 2002, Delaware Charter Guarantee & Trust,
for the benefit of others, owned in aggregate more than 32% of the
Fund.
NOTE 7. CONTINGENT DEFERRED SALES CHARGE
There is no initial sales charge on purchase of shares of
$500,000 or more; however, the dealer receives 1.00% fee from the
Underwriter and a contingent deferred sales charge ("CDSC") of
1.00% is imposed on redemptions of such shares within 12 months
of purchase, based on the lower of the shares' cost or current
net asset value. In addition, shares purchased by certain
investors investing $500,000 or more that have made arrangements
with the Underwriter, are not subject to any charge. In
determining whether a CDSC is payable, the Fund will first redeem
shares not subject to any charge. No CDSC charge is imposed on
the redemption of shares acquired through reinvestment of income
dividends or capital gains distributions. The underwriter
receives the entire amount of the CDSC to defray its expense in
providing certain distribution-related services to the Fund,
including payment of sales commissions to selling dealers or
qualifying financial institutions, as described above.
NOTE 8. ELECTION OF TRUSTEES
At a special meeting of the shareholders held on November
22, 2002, a vote was held to elect members to serve on the Board
of Trustees. The vote tally for each Trustee is as follows:
<table>
<s> <c> <c> <c> <c>
For Against Withheld Total
Timothy L. Ashburn 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408
Ronald C. Tritschler 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408
Gary E. Hippenstiel 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408
Stephen A. Little 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408
Daniel Condon 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408
</table>
<page>
Item 2. Code of Ethics. Not applicable to Semi-Annual Reports
Item 3. Audit Committee Financial Expert. Not applicable to Semi-Annual Reports
Items 4-8. Reserved
Item 9. Controls and Procedures. Not applicable to Semi-Annual Reports for the
period ended January 31, 2003.
Item 10. Exhibits. Certifications required by Item 10(b) of Form N-CSR are
filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934 and the Investment Company Act of 1940, the registrant
has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Ameriprime Advisors Trust
By
* /s/ Timothy Ashburn
-----------------------------------------------------
Timothy Ashburn, President
Date 3/25/03
--------------------------------------------------
Pursuant to the requirements of the Securities Exchange Act
of 1934 and the Investment Company Act of 1940, this report has
been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By
* /s/ Timothy Ashburn
-----------------------------------------------------
Timothy Ashburn, President
Date 3/25/03
--------------------------------------------------
By
* /s/ Thomas Napurano
-----------------------------------------------------
Thomas Napurano, Chief Financial Officer
Date 3/21/03
--------------------------------------------------