-11-
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 North Pennsylvania Street, Indianapolis, Indiana 46204
(Address of principal executive offices) (Zip code)
Unified Fund Services, 431 North Pennsylvania Street, Indianapolis,Indiana 46204
(Name and address of agent for service)
Registrant's telephone number, including area code:317-917-7000
Date of fiscal year end: 09/30
Date of reporting period: 03/31/2003
Form N-CSR is to be used by management investment companies to file reports
with the Commission not later than 10 days after the transmission to
stockholders of any report that is required to be transmitted to stockholders
under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).
The Commission may use the information provided on Form N-CSR in its regulatory,
disclosure review, inspection and policymaking roles.
A registrant is required to disclose the information specified by Form
N-CSR, and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. 3507.
<page>
Item 1. Reports to Stockholders.
Iron Market Opportunity Fund
Schedule of Investments
March 31, 2003 (Unaudited)
<table>
<s> <c> <c>
Principal
Amount Value
--------------
Corporate Bonds - 0.69%
Boeing Capital Corp., 5.65%, 5/15/2006 100,000 $105,193
General Motors Acceptance Corp., 6.75%, 1/15/2006 200,000 208,337
General Motors Acceptance Corp., 7.50%, 7/15/2005 100,000 106,156
--------------
TOTAL CORPORATE BONDS (Cost $411,871) 419,686
--------------
Mortgage Backed - 9.22%
Credit Suisse First Boston, Series #2003-8, 6.000%, 4/25/2033 250,000 249,375
FNMA, Series #2003-17, 5.500%, 1/25/2032 497,415 498,128
FHLB, Series #10/10-03, 3.000%, 10/25/2010 500,000 499,125
FHLMC, Series #2527, 6.000%, 10/15/2032 34,000 34,608
FHLMC, Series #2527, 16.217%, 11/15/2032 (a) 514,154 532,368
FHLMC, Series #2481, 16.141%, 8/15/2032 (a) 953,405 981,750
FHLMC, Series #2585, 5.500%, 9/15/2032 1,081,000 1,095,175
FHLMC, Series #2549, 5.500%, 7/15/2031 54,115 54,370
FHLMC, Series #2531, 5.500%, 7/15/2031 73,036 73,788
GNMA, Series #2002-79, 6.000%, 8/20/2031 781,136 768,384
GNMA, Series #2003-19, 4.500%, 11/16/2032 800,000 818,700
--------------
TOTAL MORTGAGE BACKED (Cost $5,563,613) 5,605,771
--------------
Shares Value
--------------
Common Stocks - 0.35%
TCW/DW Term Trust 2003 20,000 214,600
TOTAL COMMON STOCKS (Cost $217,400) - 214,600
--------------
Mutual Funds - 88.28%
Columbia High Yield Fund 1,822 15,520
Federated High Yield Trust Fund 2,520 13,886
Gartmore Morley Capital Accumulation Fund - Institutional 1,134,776 11,347,760
Legg Mason High Yield Portfolio Fund 1,463 12,189
Neuberger Berman High Income Bond Fund - Class I 1,519 13,595
Nicholas Applegate High Yield Bond Fund - Class I 1,052 10,149
One Group High Yield Bond Fund - Class I 423 3,119
PIMCO High Yield Fund - Institutional 607 5,407
Scudder Preservation Plus Income Fund 4,222,812 42,228,123
TIAA_CREF High Yield Bond Fund 857 7,268
Value Line Aggressive Income Trust 33 147
--------------
TOTAL MUTUAL FUNDS (Cost $53,696,514) 53,657,163
--------------
Money Market - 0.60%
Huntington Money Market Investors Shares - Class A, 0.25% (cost $360,271) (b) 360,271 360,271
Vanguard Prime Money Market Fund, 1.31% (cost $1,883) (b) 1,883 1,883
--------------
TOTAL MONEY MARKET (Cost $362,154) 362,154
--------------
TOTAL INVESTMENTS (Cost $60,251,553) - 99.14% $60,259,374
--------------
Other assets in excess of liabilities - 0.86% 522,235
--------------
TOTAL NET ASSETS - 100.00% $60,781,609
==============
</table>
(a) Variable rate security; the coupon rate shown represents that rate at
March 31, 2003.
<page>
Iron Market Opportunity Fund
Statement of Assets and Liabilities
March 31, 2003 (Unaudited)
<table>
<s> <c>
Assets
Investments in securities, at value (cost $60,251,553) 60,259,374
Interest receivable 35,461
Dividends receivable 161,631
Receivable for fund shares sold 843,000
Receivable from administration 8,425
------------------
Total assets 61,307,891
------------------
Liabilities
Accrued advisory fees 19,401
Payable for fund shares redeemed 1,000
Other payables and accrued expenses 7,131
Payable for investments purchased 498,750
------------------
Total liabilities 526,282
------------------
Net Assets 60,781,609
==================
Net Assets consist of:
Paid in capital 61,145,508
Accumulated net investment income gain (loss) 121,854
Accumulated net realized gain (loss) on investments (493,573)
Net unrealized appreciation (depreciation) on investments 7,820
------------------
Net Assets, for 6,101,273 60,781,609
==================
Net Asset Value
Net Asset Value,
Offering price and redemption price per share ($60,781,609 / 6,101,273) $9.96
==================
</table>
<page>
Iron Market Opportunity Fund
Statement of Operations
Six months ended March 31, 2003 (Unaudited)
<table>
<s> <c>
Investment Income
Dividend income $641,111
Interest income 102,180
--------------
Total Income 743,291
--------------
Expenses
Investment advisor fee 167,891
Administration expenses 15,481
Auditing expenses 6,205
Custodian expenses 9,231
Fund accounting expenses 12,691
Insurance expenses 4,888
Legal expenses 3,691
Trustee expenses 1,650
Pricing expenses 914
Registration expenses 1,036
Printing expenses 1,380
Transfer agent expenses 8,807
Miscellaneous expenses 1,938
--------------
Total Expenses 235,803
--------------
Waived expenses (46,917)
--------------
Total operating expenses 188,886
--------------
Net Investment Income (Loss) 554,405
--------------
Realized & Unrealized Gain (Loss)
Net realized gain (loss) on investment securities 278,901
Capital gain distributions from other investment companies 44,674
Change in net unrealized appreciation (depreciation)
on investment securities 6,342
--------------
Net realized and unrealized gain (loss) on investment securities 329,917
--------------
Net increase (decrease) in net assets resulting from operations
$884,322
==============
</table>
<page>
Iron Market Opportunity Fund
Statement of Changes In Net Assets
<table>
<s> <c> <c>
Six months ended
Mar. 31, 2003 Period ended
Increase (Decrease) in Net Assets (Unaudited) Sep. 30, 2002 (a)
---------------------- --------------------
Operations
Net investment income (loss) $554,405 $853,678
Net realized gain (loss) on investment securities 278,901 (803,016)
Net realized gain (loss) on short sales - 30,542
Change in net unrealized appreciation (depreciation) 6,342 1,480
---------------------- --------------------
Net increase (decrease) in net assets resulting from 839,648 82,684
operations
---------------------- --------------------
Distributions
From net investment income (491,328) (839,575)
From net realized gain - -
---------------------- --------------------
Total distributions (491,328) (839,575)
---------------------- --------------------
Capital Share Transactions
Proceeds from shares sold 59,134,131 30,725,618
Reinvestment of distributions 477,427 832,008
Amount paid for shares repurchased (25,580,840) (4,442,838)
---------------------- --------------------
Net increase (decrease) in net assets
resulting
from share transactions 34,030,718 27,114,788
---------------------- --------------------
Total Increase (Decrease) in Net Assets 34,379,038 26,357,897
---------------------- --------------------
Net Assets
Beginning of period 26,357,897 -
---------------------- --------------------
End of period [including accumulated net
investment income (loss) of $121,854 and $0,
respectively] $60,736,935 $26,357,897
====================== ====================
Capital Share Transactions
Shares sold 5,929,658 3,064,221
Shares issued in reinvestment of distributions 48,014 84,132
Shares repurchased (2,578,964) (445,788)
---------------------- --------------------
Net increase (decrease) from capital transactions 3,398,708 2,702,565
====================== ====================
</table>
(a) For the period October 11, 2001 (commencement of operations) to
September 30, 2002.
<page>
Iron Market Opportunity Fund
Financial Highlights
<table>
<s> <c> <c>
Six months ended
Mar. 31, 2003 Period ended
(Unaudited) Sept. 30, 2002 (c)
-------------------- ----------------------
Selected Per Share Data
Net asset value, beginning of period $9.75 $10.00
-------------------- ----------------------
Income from investment operations
Net investment income (loss) 0.18 0.38
Net realized and unrealized gain (loss) 0.15 (0.29)
-------------------- ----------------------
Total from investment operations
0.33 0.09
-------------------- ----------------------
Less Distributions to shareholders:
From net investment income (0.12) (0.34)
From net realized gain 0.00 0.00
-------------------- ----------------------
Total distributions (0.12) (0.34)
-------------------- ----------------------
Net asset value, end of period $9.96 $9.75
==================== ======================
Total Return 3.42%(b) 0.90%(b)
Ratios and Supplemental Data
Net assets, end of period (000) $60,782 $26,358
Ratio of expenses to average net assets 1.12%(a) 1.45%(a)
Ratio of expenses to average net assets
before waiver & reimbursement 1.40%(a) 1.45%(a)
Ratio of net investment income to
average net assets 3.57%(a) 3.94%(a)
Ratio of net investment income to
average net assets before waiver & reimbursement
3.29%(a) 3.94%(a)
Portfolio turnover rate 67.49%(a) 626.51%(a)
</table>
(a) Annualized.
(b) For periods of less than a full year, total return is not
annualized.
(c) For the period October 11, 2001 (Commencement of Operations) to
September 30, 2002.
<page>
Iron Market Opportunity Fund
Notes to Financial Statements
March 31, 2003 (Unaudited)
NOTE 1. ORGANIZATION
The Iron Market Opportunity Fund (the "Fund") was organized as a
diversified series of AmeriPrime Advisors Trust (the "Trust") on July 1, 2001
and commenced operations October 11, 2001. The Trust is an open-end investment
company established under the laws of Ohio by an Agreement and Declaration of
Trust dated August 3, 1999 (the "Trust Agreement"). The Trust Agreement permits
the Board of Trustees to issue an unlimited number of shares of beneficial
interest of separate series without par value. The Fund is one of a series of
funds currently offered by the Trust. The Fund's investment objective is to
provide long term total return. The Fund invests primarily in shares of other
mutual funds that invest primarily in fixed income securities. The investment
adviser to the Fund is Iron Financial Management, Inc. (the "Adviser").
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 Valuation- 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 Adviser, 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 Adviser 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 Adviser, in conformity with guidelines adopted by and subject to
review of the Board of Trustees.
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
Adviser 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 Adviser 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 Adviser, in
conformity with guidelines adopted by and subject to review of the Board of
Trustees. 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 of Trustees has determined will represent fair value.
Investments in mutual funds are valued at their net asset values as
reported by the underlying funds.
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 intends to distribute substantially
all of its net investment income as dividends to its shareholders on at least an
annual basis. The Fund intends to distribute its net long term capital gains and
its net short term capital gains at least once a year.
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>
Iron Market Opportunity Fund
Notes to Financial Statements
March 31, 2003 (Unaudited)
NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES
The Fund's investment adviser is Iron Financial Management, Inc., Two
Northfield Plaza, Suite 250, Northfield, IL 60093. Aaron Izenstark and Howard
Nixon may each be deemed to control the Adviser as a result of their respective
ownership of shares of the Adviser.
Under the terms of the management agreement, (the "Agreement"), the Adviser
manages the Fund's investments subject to approval of the Board. As compensation
for its management services, the Fund is obligated to pay the Adviser a fee
computed and accrued daily and paid monthly at an annual rate of 1.00% of the
average daily net assets of the Fund. For the six months ended March 31, 2003,
the Adviser received fees of $167,891 from the fund. As of January 22, 2003, the
Adviser has voluntarily agreed to waive one-half of its management fees. The
Adviser may terminate this fee waiver at any time. As of March 31, 2003, the
Adviser has waived $46,917.
The Fund retains Unified Fund Services, Inc. ("Unified"), a wholly owned
subsidiary of Unified Financial Services, Inc., 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 assets up to $50 million, 0.07% of the Fund's assets from $50 million to
$100 million, and 0.050% of the Fund's assets over $100 million (subject to a
minimum fee of $2,500 per month). For the six months ended March 31, 2003, the
administrator received fees of $15,481 from the Fund for administrative services
provided to the Fund. A Trustee and the officers of the Trust are members of
management and/or employees of Unified.
The Fund also retains Unified to act as the Fund's transfer agent and fund
accountant. For its services as transfer agent, Unified receives a monthly fee
from the Fund of $1.25 per shareholder (subject to various monthly minimum fees,
the maximum being $1,250 per month for assets of $10 million or more). For the
six months ended March 31, 2003, Unified received fees of $8,807 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 0.05% of the
Fund's assets up to $50 million, 0.04% of the Fund's assets from $50 million to
$100 million, and 0.03% of the Fund's assets over $100 million (subject to
various monthly minimum fees, the maximum being $1,667 per month for assets of
$10 million or more). For the six months ended March 31, 2003, Unified received
fees of $12,691 from the Fund for fund accounting services provided to the Fund.
The Fund retains Unified Financial Securities, Inc. (the "Distributor"), a
wholly owned subsidiary of Unified Financial Services, Inc., to act as the
principal distributor of its shares. There were no payments made to the
Distributor during the six months ended March 31, 2003. The Fund has adopted a
plan, pursuant to Rule 12b-1 under the Investment Company Act of 1940, which
permits the Fund to pay directly, or reimburse the Fund's Adviser and
Distributor, for certain distribution and promotion expenses related to
marketing its shares, in an amount not to exceed 0.25% of the average daily net
assets of the Fund. This plan was never activated and as a result there were no
12b-1 payments made to the Distributor for the six months ended March 31, 2003.
Timothy L. Ashburn (a Trustee and officer of the Trust) and Thomas G. Napurano
(an officer of the Trust) are a director and officer, respectively, of the
Distributor and of Unified Financial Services, Inc. (the parent company of the
Distributor), and may be deemed to be affiliates of the Distributor.
NOTE 4. INVESTMENTS
For the six months ended March 31, 2003, purchases and sales of investment
securities, other than short term investments, aggregated $62,965,326 and
$21,815,546, respectively. The unrealized appreciation for all securities
totaled $76,299 and the unrealized depreciation for all securities totaled
$68,479 for a net unrealized appreciation of $7,820. The aggregate cost of
securities for federal income tax purposes at March 31, 2003 was $60,251,553.
<page>
Iron Market Opportunity Fund
Notes to Financial Statements
March 31, 2003 (Unaudited)
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 March 31,
2003, ABN AMRO Incorporated, for the benefit of its customers, beneficially
owned 62.90% of the Fund.
Item 2. Code of Ethics. Not applicable.
Item 3. Audit Committee Financial Expert. Not applicable.
Item 4. Principal Accountant Fees and Services. Not applicable.
Items 5-6. Reserved.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds.
Not applicable.
Item 8. Reserved.
Item 9. Controls and Procedures.
(a) Based on an evaluation of the registrant's disclosure
controls and procedures as of April 30, 2003 [within 90
days of filing date of this Form N-CSR], the disclosure controls
and procedures are reasonably designed to ensure that the
information required in filings on Forms N-CSR is recorded,
processed, summarized, and reported on a timely basis.
(b) There were no significant changes in the registrant's
internal controls or in other factors that could affect these
controls subsequent to the date of our evaluation, including any
corrective actions with regard to significant deficiencies and
material weaknesses.
Item 10. Exhibits.
(a) Not applicable.
(b) Certifications required by Item 10(b) of Form N-CSR are filed herewith.
[File the exhibits listed below as part of this Form. Letter
or number the exhibits in the sequence indicated.
(a) Annual reports only: Any code of ethics, or amendment thereto, that is
the subject of the disclosure required by Item 2, to the extent that
the registrant intends to satisfy the Item 2 requirements through
filing of an exhibit. (registrant may file the Code of Ethics, or
state in the annual report that 1) the Code is available on website
(give address) or 2) state that the Code is available on request
without change, and explain how to request a copy. This Exhibit is
named "EX-99.CODE ETH" for EDGAR filing.].
(b) A separate certification for each principal executive officer and
principal financial officer of the registrant as required by Rule
30a-2 under the Act (17 CFR 270.30a-2). This Exhibit is named
"EX-99.CERT" for EDGAR filing.]
<page>
SIGNATURES
[See General Instruction F: the report must be
signed by the registrant, and by each officer that provided a
certification.]
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)
By (Signature and Title)
* /s/ Timothy Ashburn
[Timothy Ashburn, President]
Date 5/22/03
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 (Signature and Title)
* /s/ Timothy Ashburn
[Timothy Ashburn, President]
Date 5/22/03
By (Signature and Title)
* /s/ Thomas Napurano
[Thomas Napurano, Chief Financial Officer]
Date 5/22/03