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 |
811-09092 | |||||||
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First Eagle Variable Funds | ||||||||
(Exact name of registrant as specified in charter) | ||||||||
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1345 Avenue of the Americas New York, NY |
|
10105 | ||||||
(Address of principal executive offices) |
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(Zip code) | ||||||
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Robert Bruno First Eagle Variable Funds 1345 Avenue of the Americas New York, NY 10105 | ||||||||
(Name and address of agent for service) | ||||||||
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Registrants telephone number, including area code: |
1-212-632-2700 |
| ||||||
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Date of fiscal year end: |
December 31 |
| ||||||
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Date of reporting period: |
June 30, 2013 |
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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.
Item 1. Reports to Stockholders.
Semi-Annual Report
JUNE 30, 2013
Overseas Variable Fund
ADVISED BY FIRST EAGLE INVESTMENT MANAGEMENT, LLC
Forward-Looking Statement Disclosure
One of our most important responsibilities as mutual fund managers is to communicate with shareholders in an open and direct manner. Some of our comments in our letters to shareholders are based on current management expectations and are considered "forward-looking statements". Actual future results, however, may prove to be different from our expectations. You can identify forward-looking statements by words such as "may", "will", "believe", "attempt", "seem", "think", "ought", "try" and other similar terms. We cannot promise future returns. Our opinions are a reflection of our best judgment at the time this report is compiled, and we disclaim any obligation to update or alter forward-looking statements as a result of new information, future events, or otherwise.
Table of Contents
Letter from the President |
4 |
||||||
Management's Discussion of Fund Performance |
6 | ||||||
Fund Overview |
10 | ||||||
Schedule of Investments |
12 | ||||||
Statement of Assets and Liabilities |
22 | ||||||
Statement of Operations |
24 | ||||||
Statements of Changes in Net Assets |
25 | ||||||
Financial Highlights |
26 | ||||||
Notes to Financial Statements |
28 | ||||||
Fund Expenses |
42 | ||||||
General Information |
44 |
Letter from the President
Dear Fellow Shareholders,
At First Eagle, we remain committed to the mission that has guided our investment approach over our long history: To provide prudent stewardship of the assets you have placed in our care. Regardless of short-term market events, swings in investor confidence or the pressures to follow new market paradigms, we continue to seek to provide our shareholders with attractive absolute returns over the long-term.
Market Overview
Since I wrote you last February, financial markets have been characterized by a near absence of fear and caution. Given that this time last year we were in the midst of a period of unusual change and uncertainty driven by historic macro interventions, it is noteworthy and perhaps troubling that a mere twelve months later investors appear to be generally ignoring potential signs of distress.
For instance, during the six-month period ending June 30, 2013, the Japanese market has expanded rapidlylargely as a result of accommodative monetary policy. Japan's equity market, as measured by the Nikkei 225, has risen approximately 32% since the start of First Eagle's fiscal year on January 1, 2013.
It is important to note that this expansion has not been uniform across the globe. In fact, markets remained sluggish in Europe as the region digested fiscal austerity measures and Europe's recession deepened. In addition, China experienced the pressure of challenging property markets, a slowdown in GDP growth1 and higher real exchange rates.
In the first half of our fiscal year, the gold spot price has declined. This was punctuated by the 9% drop on April 15th, driven by fears (later proven to be unfounded) that European central banks would follow Cyprus's Finance Minister by liquidating gold reserves to raise capital in order to qualify for economic aid. We continue to believe that predicting the price of gold is a fool's errand. Bullion's price declines have been steep; nonetheless, we remain comfortable with our view of gold as a potential hedge against unforeseen circumstances. In our quest to protect our clients' capital while providing absolute returns, we continue to focus on seeking to identify quality businesses
John P. Arnhold
1 Source: Bloomberg
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
4
Letter from the President (continued)
and quality credit at what we believe to be attractive prices. We are global, fundamental investors. While we do not make decisions based on macro views, we stay abreast of macro changes across the globe as large shifts may impact the long-term fundamentals of the businesses we own on behalf of our shareholders.
The First Eagle Overseas Variable Fund continues to seek opportunities to invest in high-quality companies at what we consider to be attractive prices. With the rapid rise of equity valuations in Japan, it seems that we may have entered a market period where equity valuations are on the higher side of fair. Even in Europe, where market valuations grew at a more measured pace, we've found that good companies are generally fairly valued. In this type of environment, it has been more difficult to find opportunities with what we believe to be an adequate margin of safety in price. In addition, several of our investments have reached what we believe to be their intrinsic values. As a result, we have trimmed or exited several long-term holdings.
Since cash is a residual of our investment process, in times like these, our cash levels grow as a percentage of our Fund. This period has been no exception.
When equity markets are rising to new heights, it can be challenging for value investors to search patiently, one security at a time, for companies priced with what we view to be a margin of safety. Under the thoughtful leadership of Matthew McLennan alongside Portfolio Managers Abhay Deshpande and Kimball Brooker, First Eagle's Global Value Team remains disciplined and continues to demonstrate the patient temperament required to weather this part of the cycle.
Closing
Please be assured that we remain dedicated to our goal of managing your investments in our Funds in the same prudent manner we have been practicing for over 30 years. We are grateful for your continued confidence.
Sincerely,
John P. Arnhold
President
August 2013
Past performance is no guarantee of future results. The portfolio is actively managed. The portfolio and opinions expressed herein are subject to change. All investments involve the risk of loss of principal.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
5
Management's Discussion of Fund Performance
In the six months ending June 30, 2013, the MSCI World Index increased 8.43%. In Europe, the German DAX Index rose 2.3% and the French CAC 40 Index rose 2.7% during the period. The Nikkei 225 Index increased 31.6% during the six-month period. This large move was, in part, the result of the December election of Shinzo Abe and the belief that his reflationary policies would be fully enacted. Although our portfolio benefited from a rising Japanese equity market, these gains were partially offset by the weakness in gold mining stocks and gold bullion. Crude oil rose 5.2% to $97 a barrel, and the price of gold fell 26.3% to $1,235 an ounce as of June 28th. On April 15th, gold fell 9%. Market participants appeared to react strongly to comments by the Cyprian Finance Minister that the Central Bank of Cyprus might sell some of its gold reserves to help Cyprus qualify for international aid. Over the six-month period, the Japanese Yen weakened 14.9% against the U.S. Dollar, and in Europe, the U.S. Dollar strengthened 1.4% against the Euro.
First Eagle Overseas Variable Fund
The NAV of the Fund's shares rose 2.41% for the six-month period while the MSCI EAFE Index increased 4.10%. The Fund's cash and cash equivalents position increased from 11.9% at the end of December to 19.3% on June 30, 2013.
The five largest contributors to the performance of First Eagle Overseas Variable Fund over the period were KDDI Corporation (communications, Japan), Thai Beverage PCL (beverages, Thailand), Shimano, Inc. (bicycle parts, Japan), MS&AD Insurance Group Holdings (insurance, Japan) and Nomura Research Institute Limited (technology, Japan) collectively accounting for 2.4% points of this period's performance.
The five largest detractors were gold bullion, Newcrest Mining Limited (mining, Australia), Agnico-Eagle Mines Limited (mining, Canada), Fanuc Corporation (robotics, Japan) and Gold Fields Limited (mining, South Africa). Their combined negative performance over the six-month period subtracted -3.86% points from the Fund's performance.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
6
Management's Discussion of Fund Performance (continued)
As of June 30, 2013, the Fund was approximately 40% hedged versus the Japanese Yen and 30% hedged versus the Euro.
Matthew McLennan
Head of the Global Value Team
Portfolio Manager
Abhay Deshpande
Portfolio Manager
T. Kimball Brooker, Jr.
Portfolio Manager
August 2013
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
7
Management's Discussion of Fund Performance (continued)
Past performance is no guarantee of future results. The portfolio is actively managed. Current and future portfolio holdings are subject to risk.
There are risks associated with investing in funds that invest in securities of foreign countries, such as erratic market conditions, economic and political instability and fluctuations in currency exchange rates. Funds whose investments are concentrated in a specific industry or sector may be subject to a higher degree of risk than funds whose investments are diversified and may not be suitable for all investors. Hedging can reduce exposure to currency exchange movements, but cannot eliminate that exposure. It is possible to lose money under a hedge. Results from hedging transactions, which for the Funds are primarily currency forward contracts, are further described in the financial statements that follow this commentary.
Investment in gold and gold related investments present certain risks, including negative tax consequences (e.g., a change in a fund's tax status causing the fund to be subject to tax at the fund level on its taxable income), political and economic risks affecting the price of gold and other precious metals like changes in U.S. or foreign tax, currency or mining laws, increased environmental costs, international monetary and political policies, economic conditions within an individual country, trade imbalances, and trade or currency restrictions between countries. The price of gold, in turn, is likely to affect the market prices of securities of companies mining or processing gold, and accordingly, the value of investments in such securities may also be affected. Gold related investments as a group have not performed as well as the stock market in general during periods when the U.S. dollar is strong, inflation is low and general economic conditions are stable. In addition, returns on gold related investments have traditionally been more volatile than investments in broader equity or debt markets.
The commentary represents the opinion of the Global Value Team Portfolio Managers as of August 2013 and is subject to change based on market and other conditions. These materials are provided for informational purposes only. These opinions are not intended to be a forecast of future events, a guarantee of future results, or investment advice. The views expressed herein may change at any time subsequent of the date of issue hereof. The information provided is not to be construed as a recommendation or an offer to buy or sell or the solicitation of an offer to buy or sell any fund or security.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
8
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Fund Overview | Data as of June 30, 2013 (unaudited)
INVESTMENT OBJECTIVE
First Eagle Overseas Variable Fund seeks long-term growth of capital by investing primarily in equities, including common and preferred stocks, warrants or other similar rights, and convertible securities, issued by non-U.S. companies.
Average Annual Returns
ONE-YEAR |
FIVE-YEARS |
TEN-YEARS |
|||||||||||||
First Eagle Overseas Variable Fund |
13.03 |
% |
5.78 |
% |
13.16 |
% |
|||||||||
MSCI EAFE Index |
18.62 |
0.63 |
7.67 |
||||||||||||
Consumer Price Index |
1.75 |
1.31 |
2.43 |
Asset Allocation*
Countries**
Japan |
25.98 |
% |
|||||
France |
10.63 |
||||||
Canada |
6.92 |
||||||
Germany |
4.42 |
||||||
United States |
4.27 |
||||||
Switzerland |
3.68 |
||||||
Mexico |
3.09 |
||||||
United Kingdom |
3.06 |
||||||
South Korea |
2.58 |
||||||
Singapore |
2.38 |
||||||
Thailand |
1.51 |
||||||
Austria |
1.28 |
||||||
South Africa |
1.20 |
||||||
Sweden |
1.09 |
||||||
Hong Kong |
0.91 |
||||||
Ireland |
0.86 |
||||||
Bermuda |
0.86 |
||||||
Australia |
0.81 |
||||||
Spain |
0.80 |
||||||
Greece |
0.76 |
||||||
Belgium |
0.69 |
||||||
Italy |
0.63 |
||||||
Norway |
0.59 |
||||||
Malaysia |
0.55 |
||||||
Israel |
0.44 |
||||||
Turkey |
0.43 |
||||||
Netherlands |
0.33 |
* Asset Allocations and Countries percentages are based on total investments in the portfolio.
** Country allocations reflect country of issuer (not currency of issue) and exclude short term investments. Bonds of non-U.S. issuers may be U.S. dollar denominated.
The Fund's portfolio composition is subject to change at any time.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
10
Overseas Variable
Growth of a $10,000 Initial Investment
*Holdings in cash, commercial paper, and other short term cash equivalents have been excluded. Percentages are based on total net assets.
Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses. The MSCI EAFE Index is a total return index, reported in U.S. Dollars, based on share price and reinvested net dividends of approximately 1,100 companies from 22 countries and is not available for purchase. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.
Top 10 Holdings*
Gold Bullion (precious metal) |
4.25 |
% |
|||||
Grupo Televisa S.A.B., ADR (Mexican media company) |
1.89 |
||||||
Fanuc Corporation (Japanese automation components manufacturer) |
1.87 |
||||||
Keyence Corporation (Japanese sensors manufacturer) |
1.83 |
||||||
SMC Corporation (Japanese automated control devices manufacturer) |
1.81 |
||||||
Secom Company Limited (Japanese commercial services provider) |
1.79 |
||||||
KDDI Corporation (Japanese telecommunications company) |
1.68 |
||||||
HeidelbergCement AG (German building materials manufacturer) |
1.61 |
||||||
Total SA (French oil company) |
1.59 |
||||||
Nestlé SA (Swiss food company) |
1.57 |
||||||
Total |
19.89 |
% |
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
11
First Eagle Overseas Variable Fund
SHARES |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
International Common Stocks 75.64% |
|||||||||||||||
Australia 0.81% |
|||||||||||||||
533,112 |
Newcrest Mining Limited |
$ |
12,035,355 |
$ |
4,812,193 |
||||||||||
Austria 1.27% |
|||||||||||||||
344,128 |
Wienerberger AG |
5,226,110 |
3,974,071 |
||||||||||||
79,499 |
OMV AG |
3,193,448 |
3,590,750 |
||||||||||||
8,419,558 |
7,564,821 |
||||||||||||||
Belgium 0.69% |
|||||||||||||||
34,494 |
Groupe Bruxelles Lambert SA |
2,959,008 |
2,595,617 |
||||||||||||
16,497 |
Sofina SA |
1,625,340 |
1,494,757 |
||||||||||||
4,584,348 |
4,090,374 |
||||||||||||||
Bermuda 0.85% |
|||||||||||||||
81,180 |
Jardine Matheson Holdings Limited |
2,388,610 |
4,911,390 |
||||||||||||
20,651 |
Hiscox, Limited |
170,246 |
178,875 |
||||||||||||
2,558,856 |
5,090,265 |
||||||||||||||
Canada 6.66% |
|||||||||||||||
301,300 |
Canadian Natural Resources Limited |
8,666,454 |
8,494,385 |
||||||||||||
226,518 |
Cenovus Energy, Inc. |
5,714,786 |
6,460,293 |
||||||||||||
169,422 |
|
Potash Corporation of Saskatchewan, Inc. |
6,672,918 |
6,460,061 |
|||||||||||
230,720 |
Goldcorp, Inc. |
7,042,019 |
5,705,706 |
||||||||||||
432,584 |
Penn West Petroleum Limited |
7,186,941 |
4,576,739 |
||||||||||||
153,286 |
Agnico-Eagle Mines Limited |
5,197,863 |
4,226,770 |
||||||||||||
465,400 |
Kinross Gold Corporation |
2,406,179 |
2,373,540 |
||||||||||||
75,229 |
EnCana Corporation |
1,552,890 |
1,274,379 |
||||||||||||
107,519 |
Catalyst Paper Corporation (a)(b)(c) |
2,181 |
112,457 |
||||||||||||
44,442,231 |
39,684,330 |
||||||||||||||
France 10.59% |
|||||||||||||||
194,229 |
Total SA |
9,779,897 |
9,481,942 |
||||||||||||
77,828 |
Sanofi |
5,617,906 |
8,065,886 |
||||||||||||
273,961 |
Bouygues SA |
10,564,875 |
6,992,949 |
||||||||||||
229,037 |
Carrefour SA |
6,073,461 |
6,299,400 |
||||||||||||
75,015 |
Sodexo |
2,043,749 |
6,249,167 |
||||||||||||
115,856 |
Compagnie de Saint-Gobain |
4,879,607 |
4,690,001 |
||||||||||||
364,800 |
Société Télévision Francaise 1 |
6,165,468 |
4,365,220 |
||||||||||||
52,842 |
Neopost SA |
4,579,685 |
3,507,870 |
||||||||||||
26,147 |
Wendel SA |
508,531 |
2,693,809 |
||||||||||||
27,856 |
Laurent-Perrier |
2,065,828 |
2,393,077 |
||||||||||||
11,484 |
Robertet SA |
849,379 |
2,130,110 |
See Notes to Financial Statements.
12
Schedule of Investments | Six-Month Period Ended June 30, 2013 (unaudited)
SHARES |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
International Common Stocks 75.64% (continued) |
|||||||||||||||
France 10.59% (continued) |
|||||||||||||||
26,164 |
NSC Groupe (b) |
$ |
1,990,467 |
$ |
2,111,494 |
||||||||||
34,760 |
Legrand SA |
1,159,791 |
1,612,544 |
||||||||||||
22,180 |
|
Société Foncière Financière et de Participations (a) |
2,036,704 |
1,007,584 |
|||||||||||
8,655 |
BioMerieux |
671,300 |
838,624 |
||||||||||||
9,682 |
Gaumont SA |
835,117 |
480,158 |
||||||||||||
8,840 |
Sabeton SA (a) |
100,102 |
152,577 |
||||||||||||
59,921,867 |
63,072,412 |
||||||||||||||
Germany 4.40% |
|||||||||||||||
142,342 |
HeidelbergCement AG |
7,346,007 |
9,573,386 |
||||||||||||
352,458 |
Deutsche Wohnen AG |
3,292,170 |
5,984,743 |
||||||||||||
97,337 |
Daimler AG |
4,685,509 |
5,889,587 |
||||||||||||
153,074 |
Hamburger Hafen und Logistik AG |
5,267,794 |
3,275,648 |
||||||||||||
24,274 |
Fraport AG |
913,552 |
1,468,593 |
||||||||||||
21,505,032 |
26,191,957 |
||||||||||||||
Greece 0.76% |
|||||||||||||||
457,586 |
Jumbo SA (a) |
3,174,943 |
4,526,686 |
||||||||||||
Hong Kong 0.90% |
|||||||||||||||
684,604 |
Hopewell Holdings Limited |
2,352,387 |
2,277,291 |
||||||||||||
189,670 |
Guoco Group Limited |
2,199,025 |
2,151,992 |
||||||||||||
246,000 |
Great Eagle Holdings Limited |
766,574 |
938,829 |
||||||||||||
5,317,986 |
5,368,112 |
||||||||||||||
Ireland 0.86% |
|||||||||||||||
252,125 |
CRH PLC |
4,349,815 |
5,119,317 |
||||||||||||
Israel 0.44% |
|||||||||||||||
267,106 |
Israel Chemicals Limited |
2,763,229 |
2,638,347 |
||||||||||||
Italy 0.63% |
|||||||||||||||
397,580 |
Italcementi S.p.A. RSP |
3,849,944 |
1,278,249 |
||||||||||||
68,340 |
Italcementi S.p.A. |
1,275,606 |
436,768 |
||||||||||||
45,886 |
Italmobiliare S.p.A. RSP (a) |
2,342,059 |
621,166 |
||||||||||||
25,533 |
Italmobiliare S.p.A. (a) |
2,256,914 |
545,719 |
||||||||||||
79,000 |
Recordati S.p.A. |
524,615 |
876,628 |
||||||||||||
10,249,138 |
3,758,530 |
||||||||||||||
Japan 25.86% |
|||||||||||||||
76,980 |
Fanuc Corporation |
6,396,270 |
11,161,246 |
||||||||||||
34,110 |
Keyence Corporation |
6,143,115 |
10,885,073 |
See Notes to Financial Statements.
13
Overseas Variable Fund
SHARES |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
International Common Stocks 75.64% (continued) |
|||||||||||||||
Japan 25.86% (continued) |
|||||||||||||||
53,760 |
SMC Corporation |
$ |
6,063,411 |
$ |
10,797,532 |
||||||||||
195,460 |
Secom Company Limited |
8,289,891 |
10,642,105 |
||||||||||||
192,800 |
KDDI Corporation |
5,953,027 |
10,030,732 |
||||||||||||
362,300 |
MS&AD Insurance Group Holdings |
9,916,118 |
9,212,750 |
||||||||||||
106,760 |
Shimano, Inc. |
2,155,817 |
9,063,513 |
||||||||||||
341,600 |
NKSJ Holdings, Inc. |
8,709,117 |
8,145,634 |
||||||||||||
365,160 |
Hoya Corporation |
7,795,394 |
7,543,989 |
||||||||||||
138,280 |
Astellas Pharma, Inc. |
5,203,863 |
7,514,914 |
||||||||||||
48,480 |
Hirose Electric Company Limited |
4,794,553 |
6,393,612 |
||||||||||||
235,660 |
Mitsubishi Estate Company Limited |
3,856,512 |
6,275,238 |
||||||||||||
150,400 |
|
Nissin Foods Holdings Company Limited |
5,301,373 |
6,088,486 |
|||||||||||
154,290 |
Nomura Research Institute Limited |
2,894,901 |
5,024,770 |
||||||||||||
182,130 |
MISUMI Group, Inc. |
3,070,861 |
5,007,749 |
||||||||||||
361,980 |
Kansai Paint Company Limited |
2,725,268 |
4,620,555 |
||||||||||||
57,100 |
|
Ono Pharmaceutical Company Limited |
1,880,545 |
3,874,602 |
|||||||||||
139,048 |
Chofu Seisakusho Company Limited |
2,330,173 |
3,007,239 |
||||||||||||
159,784 |
Nitto Kohki Company Limited |
3,170,541 |
2,964,333 |
||||||||||||
320,500 |
|
Japan Wool Textile Company Limited |
2,379,039 |
2,284,669 |
|||||||||||
137,200 |
T. Hasegawa Company Limited |
2,002,922 |
1,972,648 |
||||||||||||
72,980 |
As One Corporation |
1,283,278 |
1,816,774 |
||||||||||||
108,710 |
Nagaileben Company Limited |
919,919 |
1,814,025 |
||||||||||||
23,020 |
|
Shin-Etsu Chemical Company Limited |
1,067,927 |
1,527,239 |
|||||||||||
56,094 |
Secom Joshinetsu Company Limited |
1,001,733 |
1,442,223 |
||||||||||||
51,930 |
Daiichikosho Company Limited |
711,897 |
1,422,603 |
||||||||||||
25,394 |
SK Kaken Company Limited |
654,403 |
1,257,154 |
||||||||||||
71,610 |
OSG Corporation |
440,292 |
1,072,923 |
||||||||||||
43,800 |
Seikagaku Corporation |
309,117 |
529,504 |
||||||||||||
9,880 |
|
Kobayashi Pharmaceutical Company Limited |
454,995 |
520,996 |
|||||||||||
108 |
NTT DoCoMo, Inc. |
161,000 |
167,804 |
||||||||||||
108,037,272 |
154,082,634 |
||||||||||||||
Malaysia 0.55% |
|||||||||||||||
2,668,190 |
Genting Malaysia Berhad |
2,244,010 |
3,285,095 |
See Notes to Financial Statements.
14
Schedule of Investments | Six-Month Period Ended June 30, 2013 (unaudited)
SHARES |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
International Common Stocks 75.64% (continued) |
|||||||||||||||
Mexico 3.07% |
|||||||||||||||
453,137 |
Grupo Televisa S.A.B., ADR |
$ |
8,558,304 |
$ |
11,255,923 |
||||||||||
119,710 |
Industrias Peñoles S.A.B. de C.V. |
661,696 |
3,566,231 |
||||||||||||
260,119 |
Fresnillo PLC |
3,375,778 |
3,489,438 |
||||||||||||
12,595,778 |
18,311,592 |
||||||||||||||
Netherlands 0.33% |
|||||||||||||||
263,553 |
TNT Express NV |
2,778,254 |
1,976,675 |
||||||||||||
Norway 0.58% |
|||||||||||||||
424,764 |
Orkla ASA |
2,981,701 |
3,479,592 |
||||||||||||
Singapore 2.37% |
|||||||||||||||
1,440,813 |
Haw Par Corporation Limited |
3,785,660 |
8,218,602 |
||||||||||||
4,065,310 |
ComfortDelGro Corporation Limited |
4,719,225 |
5,885,478 |
||||||||||||
8,504,885 |
14,104,080 |
||||||||||||||
South Africa 1.19% |
|||||||||||||||
565,610 |
Gold Fields Limited, ADR |
5,927,465 |
2,969,452 |
||||||||||||
202,295 |
AngloGold Ashanti Limited, ADR |
3,407,136 |
2,892,819 |
||||||||||||
235,367 |
|
Harmony Gold Mining Company Limited, ADR |
2,356,639 |
896,748 |
|||||||||||
115,754 |
Sibanye Gold Limited, ADR (a) |
796,571 |
340,317 |
||||||||||||
12,487,811 |
7,099,336 |
||||||||||||||
South Korea 2.31% |
|||||||||||||||
92,672 |
KT&G Corporation |
5,113,871 |
6,020,982 |
||||||||||||
19,748 |
Nong Shim Company Limited |
3,769,031 |
4,590,950 |
||||||||||||
1,360 |
|
Lotte Confectionery Company Limited |
605,175 |
1,913,682 |
|||||||||||
49,850 |
Fursys, Inc. |
1,161,375 |
1,241,830 |
||||||||||||
10,649,452 |
13,767,444 |
||||||||||||||
Spain 0.79% |
|||||||||||||||
85,811 |
Red Electrica Corporation SA |
4,090,765 |
4,719,149 |
||||||||||||
Sweden 1.08% |
|||||||||||||||
233,754 |
Investor AB, Class 'A' |
4,657,344 |
6,099,961 |
||||||||||||
12,577 |
Investor AB, Class 'B' |
234,678 |
338,145 |
||||||||||||
4,892,022 |
6,438,106 |
||||||||||||||
Switzerland 3.67% |
|||||||||||||||
142,180 |
Nestlé SA |
4,368,452 |
9,325,129 |
||||||||||||
129,778 |
Pargesa Holding SA |
7,721,848 |
8,662,858 |
||||||||||||
9,593 |
Rieter Holding AG (a) |
1,167,779 |
1,511,237 |
||||||||||||
397 |
Lindt & Spruengli AG PC |
1,113,111 |
1,491,246 |
See Notes to Financial Statements.
15
Overseas Variable Fund
SHARES |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
International Common Stocks 75.64% (continued) |
|||||||||||||||
Switzerland 3.67% (continued) |
|||||||||||||||
11,283 |
Autoneum Holding AG (a) |
$ |
520,295 |
$ |
843,940 |
||||||||||
14,891,485 |
21,834,410 |
||||||||||||||
Thailand 1.51% |
|||||||||||||||
9,873,192 |
Thai Beverage PCL |
1,600,547 |
4,595,805 |
||||||||||||
611,105 |
Bangkok Bank PCL, NVDR |
2,002,395 |
4,019,520 |
||||||||||||
20,000 |
OHTL PCL (b) |
88,922 |
352,733 |
||||||||||||
3,691,864 |
8,968,058 |
||||||||||||||
Turkey 0.42% |
|||||||||||||||
206,623 |
Yazicilar Holding AS |
1,423,265 |
2,528,285 |
||||||||||||
United Kingdom 3.05% |
|||||||||||||||
176,670 |
Berkeley Group Holdings PLC |
2,093,939 |
5,726,128 |
||||||||||||
223,540 |
GlaxoSmithKline PLC |
4,234,881 |
5,603,086 |
||||||||||||
1,368,939 |
WM Morrison Supermarkets PLC |
6,117,293 |
5,450,904 |
||||||||||||
72,000 |
Anglo American PLC |
2,138,290 |
1,386,376 |
||||||||||||
14,584,403 |
18,166,494 |
||||||||||||||
Total International Common Stocks |
383,175,325 |
450,678,294 |
|||||||||||||
International Preferred Stock 0.25% |
|||||||||||||||
South Korea 0.25% |
|||||||||||||||
1,949 |
|
Samsung Electronics Company Limited |
250,410 |
1,508,617 |
|||||||||||
OUNCES |
|||||||||||||||
Commodity 4.25% |
|||||||||||||||
20,548 |
Gold bullion (a) |
18,141,049 |
25,333,076 |
||||||||||||
PRINCIPAL |
|||||||||||||||
International Corporate Bond 0.23% |
|||||||||||||||
Canada 0.23% |
|||||||||||||||
1,863,261 USD |
Catalyst Paper Corporation 11.00% due 10/30/17 (c)(d) |
2,311,335 |
1,341,548 |
See Notes to Financial Statements.
16
Schedule of Investments | Six-Month Period Ended June 30, 2013 (unaudited)
PRINCIPAL |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
Commercial Paper 19.17% |
|||||||||||||||
International Commercial Paper 7.95% |
|||||||||||||||
Canada 0.38% |
|||||||||||||||
355,000 |
Suncor Energy, Inc. USD0.27% due 08/14/13 |
$ |
354,883 |
$ |
354,883 |
||||||||||
1,917,000 |
Suncor Energy, Inc. USD0.29% due 09/23/13 |
1,915,702 |
1,915,397 |
||||||||||||
Germany 0.86% |
|||||||||||||||
2,648,000 |
Henkel Corporation USD0.13% due 09/10/13 |
2,647,321 |
2,646,754 |
||||||||||||
2,448,000 |
Henkel Corporation USD0.15% due 09/10/13 |
2,447,276 |
2,446,847 |
||||||||||||
Italy 2.91% |
|||||||||||||||
15,221,000 |
Eni S.p.A. USD0.17% due 07/01/13 |
15,221,000 |
15,221,000 |
||||||||||||
2,144,000 |
Eni S.p.A. USD0.39% due 08/26/13 |
2,142,733 |
2,142,733 |
||||||||||||
Japan 1.66% |
|||||||||||||||
6,253,000 |
Hitachi America Capital USD0.27% due 07/01/13 |
6,253,000 |
6,253,000 |
||||||||||||
3,648,000 |
Hitachi International Treasury USD0.27% due 07/01/13 |
3,648,000 |
3,648,000 |
||||||||||||
Switzerland 0.48% |
|||||||||||||||
398,000 |
Nestlé SA USD0.10% due 09/05/13 |
397,927 |
397,927 |
||||||||||||
893,000 |
Roche Holding, Inc. USD0.07% due 08/07/13 |
892,936 |
892,936 |
||||||||||||
1,539,000 |
Roche Holding, Inc. USD0.08% due 08/15/13 |
1,538,846 |
1,538,846 |
||||||||||||
United Arab Emirates 0.27% |
|||||||||||||||
1,581,000 |
Xstrata Finance Dubai Limited USD0.41% due 07/15/13 |
1,580,754 |
1,580,754 |
||||||||||||
United Kingdom 1.39% |
|||||||||||||||
1,539,000 |
AstraZeneca PLC USD0.10% due 09/10/13 |
1,538,696 |
1,538,370 |
||||||||||||
676,000 |
AstraZeneca PLC USD0.12% due 07/23/13 |
675,951 |
675,951 |
||||||||||||
6,071,000 |
GlaxoSmithKline PLC USD0.11% due 07/10/13 |
6,070,833 |
6,070,833 |
||||||||||||
Total International Commercial Paper |
47,325,858 |
47,324,231 |
See Notes to Financial Statements.
17
Overseas Variable Fund
PRINCIPAL |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
Commercial Paper 19.17% (continued) |
|||||||||||||||
U.S. Commercial Paper 11.22% |
|||||||||||||||
$ |
708,000 |
Abbott Laboratories 0.10% due 09/03/13 |
$ |
707,874 |
$ |
707,908 |
|||||||||
2,295,000 |
Abbott Laboratories 0.11% due 08/27/13 |
2,294,600 |
2,294,600 |
||||||||||||
1,062,000 |
Abbott Laboratories 0.12% due 09/09/13 |
1,061,753 |
1,061,849 |
||||||||||||
1,358,000 |
BHP Billiton Finance USA Limited 0.08% due 07/16/13 |
1,357,955 |
1,357,955 |
||||||||||||
880,000 |
BHP Billiton Finance USA Limited 0.09% due 08/14/13 |
879,903 |
879,903 |
||||||||||||
2,385,000 |
Caterpillar Financial Services Company 0.14% due 07/10/13 |
2,384,917 |
2,384,917 |
||||||||||||
5,460,000 |
Caterpillar Financial Services Company 0.14% due 07/25/13 |
5,459,490 |
5,459,490 |
||||||||||||
2,295,000 |
Chevron Corporation 0.06% due 07/12/13 |
2,294,958 |
2,294,958 |
||||||||||||
2,295,000 |
Chevron Corporation 0.06% due 07/15/13 |
2,294,946 |
2,294,946 |
||||||||||||
2,295,000 |
Chevron Corporation 0.06% due 07/17/13 |
2,294,939 |
2,294,939 |
||||||||||||
646,000 |
Church & Dwight Company, Inc. 0.32% due 07/08/13 |
645,960 |
645,960 |
||||||||||||
1,267,000 |
Coca-Cola Company 0.12% due 07/19/13 |
1,266,924 |
1,266,924 |
||||||||||||
1,581,000 |
Devon Energy Corporation 0.28% due 07/19/13 |
1,580,779 |
1,580,779 |
||||||||||||
844,000 |
Devon Energy Corporation 0.31% due 07/10/13 |
843,935 |
843,935 |
||||||||||||
2,075,000 |
Duke Energy Corporation 0.26% due 08/07/13 |
2,074,445 |
2,074,445 |
||||||||||||
2,580,000 |
Exxon Mobil Corporation 0.04% due 07/25/13 |
2,579,931 |
2,579,931 |
||||||||||||
4,073,000 |
Exxon Mobil Corporation 0.05% due 08/09/13 |
4,072,779 |
4,072,779 |
||||||||||||
2,295,000 |
Honeywell International, Inc. 0.10% due 09/24/13 |
2,294,458 |
2,294,271 |
||||||||||||
1,152,000 |
Johnson & Johnson 0.05% due 07/10/13 |
1,151,986 |
1,151,986 |
||||||||||||
1,152,000 |
Johnson & Johnson 0.05% due 07/11/13 |
1,151,984 |
1,151,984 |
||||||||||||
2,580,000 |
Johnson & Johnson 0.05% due 08/07/13 |
2,579,867 |
2,579,867 |
||||||||||||
2,580,000 |
Johnson & Johnson 0.05% due 08/12/13 |
2,579,849 |
2,579,849 |
See Notes to Financial Statements.
18
Schedule of Investments | Six-Month Period Ended June 30, 2013 (unaudited)
PRINCIPAL |
DESCRIPTION |
COST (NOTE 1) |
VALUE (NOTE 1) |
||||||||||||
Commercial Paper 19.17% (continued) |
|||||||||||||||
U.S. Commercial Paper 11.22% (continued) |
|||||||||||||||
$ |
4,169,000 |
Kroger Company 0.20% due 07/01/13 |
$ |
4,169,000 |
$ |
4,169,000 |
|||||||||
2,304,000 |
Merck & Company, Inc. 0.08% due 07/18/13 |
2,303,913 |
2,303,913 |
||||||||||||
1,633,000 |
MetLife 0.13% due 07/11/13 |
1,632,941 |
1,632,941 |
||||||||||||
770,000 |
MetLife 0.13% due 08/13/13 |
769,880 |
769,880 |
||||||||||||
1,097,000 |
Parker-Hannifin Corporation 0.10% due 07/09/13 |
1,096,976 |
1,096,976 |
||||||||||||
646,000 |
PepsiCo, Inc. 0.05% due 07/08/13 |
645,994 |
645,994 |
||||||||||||
1,917,000 |
PepsiCo, Inc. 0.07% due 08/07/13 |
1,916,862 |
1,916,862 |
||||||||||||
768,000 |
Philip Morris International, Inc. 0.08% due 07/19/13 |
767,969 |
767,969 |
||||||||||||
2,036,000 |
Procter & Gamble Company 0.09% due 09/04/13 |
2,035,669 |
2,035,731 |
||||||||||||
1,539,000 |
Unilever Capital Corporation 0.09% due 08/08/13 |
1,538,854 |
1,538,854 |
||||||||||||
621,000 |
Unilever Capital Corporation 0.10% due 09/12/13 |
620,874 |
620,830 |
||||||||||||
4,618,000 |
Wal-Mart Stores, Inc. 0.09% due 09/10/13 |
4,617,181 |
4,617,335 |
||||||||||||
895,000 |
Wal-Mart Stores, Inc. 0.10% due 07/30/13 |
894,928 |
894,928 |
||||||||||||
Total U.S. Commercial Paper |
66,865,273 |
66,865,388 |
|||||||||||||
Total Commercial Paper |
114,191,131 |
114,189,619 |
|||||||||||||
Total Investments 99.54% |
$ |
518,069,250 |
$ |
593,051,154 |
|||||||||||
Other Assets in Excess of Liabilities 0.46% |
2,759,163 |
||||||||||||||
Net Assets 100.00% |
$ |
595,810,317 |
(a) Non-income producing security/commodity.
(b) Security is deemed illiquid. At June 30, 2013, the value of these securities amounted to $2,576,684 or 0.43% of net assets.
(c) Represents securities that are subject to legal or contractual restrictions on resale. At June 30, 2013, the value of these securities amounted to $1,454,005 or 0.24% of net assets.
(d) Payment-in-kind security.
At June 30, 2013, cost is substantially identical for both book and federal income tax purposes. Net unrealized appreciation consisted of:
Gross unrealized appreciation |
$ |
117,391,280 |
|||||
Gross unrealized depreciation |
(42,409,376 |
) |
|||||
Net unrealized appreciation |
$ |
74,981,904 |
See Notes to Financial Statements.
19
Overseas Variable Fund
Abbreviations used in this schedule include:
ADR American Depository Receipt
NVDR Non-Voting Depository Receipt
PC Participation Certificate
PCL Public Company Limited
PLC Public Limited Company
RSP Represents Non-Voting Shares
Currencies
USD United States Dollar
RESTRICTED SECURITIES |
ACQUISITION DATE |
COST |
CARRYING VALUE PER SHARE/PRINCIPAL |
||||||||||||
Catalyst Paper Corporation |
09/17/12 |
$ |
2,181 |
$ |
1.05 |
||||||||||
Catalyst Paper Corporation 11.00% due 10/30/2017 |
09/17/12 |
2,311,335 |
0.72 |
||||||||||||
Foreign Currency Exchange Contracts Sales |
SETTLEMENT DATES THROUGH |
FOREIGN CURRENCY TO BE DELIVERED |
U.S. $ TO BE RECEIVED |
U.S. $ VALUE AT JUNE 30, 2013 |
UNREALIZED APPRECIATION AT JUNE 30, 2013 |
UNREALIZED DEPRECIATION AT JUNE 30, 2013 |
||||||||||||||||||||||
07/17/13 |
6,759,000 |
Euro |
$ |
8,835,432 |
$ |
8,798,371 |
$ |
37,061 |
$ |
|
|||||||||||||||||
08/21/13 |
3,073,000 |
Euro |
4,107,403 |
4,000,808 |
106,595 |
|
|||||||||||||||||||||
09/18/13 |
2,737,000 |
Euro |
3,579,038 |
3,563,827 |
15,211 |
|
|||||||||||||||||||||
10/16/13 |
3,270,000 |
Euro |
4,296,175 |
4,258,445 |
37,730 |
|
|||||||||||||||||||||
11/13/13 |
6,199,000 |
Euro |
8,127,044 |
8,074,021 |
53,023 |
|
|||||||||||||||||||||
12/18/13 |
4,993,000 |
Euro |
6,661,810 |
6,504,456 |
157,354 |
|
|||||||||||||||||||||
08/21/13 |
1,315,578,000 |
Japanese Yen |
14,099,003 |
13,267,246 |
831,757 |
|
|||||||||||||||||||||
09/18/13 |
1,747,957,000 |
Japanese Yen |
18,254,472 |
17,630,377 |
624,095 |
|
|||||||||||||||||||||
10/16/13 |
453,333,000 |
Japanese Yen |
4,780,057 |
4,573,419 |
206,638 |
|
|||||||||||||||||||||
11/13/13 |
890,586,000 |
Japanese Yen |
8,975,103 |
8,986,892 |
|
(11,789 |
) |
||||||||||||||||||||
12/18/13 |
642,178,000 |
Japanese Yen |
6,766,888 |
6,482,263 |
284,625 |
|
|||||||||||||||||||||
01/15/14 |
1,885,268,000 |
Japanese Yen |
21,122,049 |
19,013,557 |
2,108,492 |
|
|||||||||||||||||||||
$ |
109,604,474 |
$ |
105,153,682 |
$ |
4,462,581 |
$ |
(11,789 |
) |
|||||||||||||||||||
Foreign Currency Exchange Contracts Purchases |
|||||||||||||||||||||||||||
SETTLEMENT DATES THROUGH |
FOREIGN CURRENCY TO BE RECEIVED |
U.S. $ TO BE DELIVERED |
U.S. $ VALUE AT JUNE 30, 2013 |
UNREALIZED APPRECIATION AT JUNE 30, 2013 |
UNREALIZED DEPRECIATION AT JUNE 30, 2013 |
||||||||||||||||||||||
07/17/13 |
822,134,000 |
Japanese Yen |
$ |
9,047,314 |
$ |
8,289,773 |
$ |
|
$ |
(757,541 |
) |
See Notes to Financial Statements.
20
Schedule of Investments | Six-Month Period Ended June 30, 2013 (unaudited)
INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS |
PERCENT OF NET ASSETS |
||||||
International Common Stocks |
|||||||
Consumer Discretionary |
10.02 |
% |
|||||
Consumer Staples |
8.21 |
||||||
Energy |
5.68 |
||||||
Financials |
9.88 |
||||||
Health Care |
6.57 |
||||||
Industrials |
15.27 |
||||||
Information Technology |
5.60 |
||||||
Materials |
11.91 |
||||||
Telecommunication Services |
1.71 |
||||||
Utilities |
0.79 |
||||||
Total International Common Stocks |
75.64 |
||||||
International Preferred Stock |
|||||||
Information Technology |
0.25 |
||||||
Total International Preferred Stock |
0.25 |
||||||
Commodity |
4.25 |
||||||
International Corporate Bond |
|||||||
Materials |
0.23 |
||||||
Total International Corporate Bond |
0.23 |
||||||
Commercial Paper |
|||||||
International Commercial Paper |
7.95 |
||||||
U.S. Commercial Paper |
11.22 |
||||||
Total Commercial Paper |
19.17 |
||||||
Total Investments |
99.54 |
% |
See Notes to Financial Statements.
21
Statement of Assets and Liabilities
FIRST EAGLE OVERSEAS VARIABLE FUND |
|||||||
Assets |
|||||||
Investments, at Cost (Note 1) |
|||||||
Investments |
$ |
499,928,201 |
|||||
Gold bullion |
18,141,049 |
||||||
Foreign currency |
261,135 |
||||||
Total Investments, at Cost |
518,330,385 |
||||||
Investments, at Value (Note 1) |
|||||||
Investments |
567,718,078 |
||||||
Gold bullion |
25,333,076 |
||||||
Foreign currency |
258,161 |
||||||
Total Investments, at Value |
593,309,315 |
||||||
Cash |
990 |
||||||
Receivable for forward currency contracts held, at value (Note 1) |
4,462,581 |
||||||
Receivable for investment securities sold |
15,477 |
||||||
Receivable for Fund shares sold |
35 |
||||||
Accrued interest and dividends receivable |
1,280,528 |
||||||
Other assets |
49,836 |
||||||
Total Assets |
599,118,762 |
||||||
Liabilities |
|||||||
Payable for Fund shares redeemed |
252,439 |
||||||
Payable for investment securities purchased |
1,106,151 |
||||||
Payable for forward currency contracts held, at value (Note 1) |
769,330 |
||||||
Investment advisory fees payable (Note 2) |
369,755 |
||||||
Distribution fees payable (Note 3) |
123,252 |
||||||
Administrative fees payable (Note 2) |
24,189 |
||||||
Trustee fees payable |
917 |
||||||
Accrued expenses and other liabilities |
662,412 |
||||||
Total Liabilities |
3,308,445 |
||||||
Net Assets |
$ |
595,810,317 |
See Notes to Financial Statements.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
22
June 30, 2013 (unaudited)
FIRST EAGLE OVERSEAS VARIABLE FUND |
|||||||
Net Assets Consist of |
|||||||
Capital stock (par value, $0.001 per share) |
$ |
20,586 |
|||||
Capital surplus |
462,435,386 |
||||||
Net unrealized appreciation on: |
|||||||
Investments (net of $292,714 deferred capital gain country tax) |
74,689,190 |
||||||
Foreign currency and forward contract related translation |
3,667,629 |
||||||
Undistributed net realized gains on investments, commodity, foreign currency and forward contracts |
54,762,288 |
||||||
Accumulated net investment income |
235,238 |
||||||
Net Assets |
$ |
595,810,317 |
|||||
Shares outstanding (1,000,000,000 shares authorized) (Note 6) |
20,586,007 |
||||||
Net asset value per share and redemption proceeds per share |
$ |
28.94 |
See Notes to Financial Statements.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
23
Statement of Operations Six-Months Ended June 30, 2013 (unaudited)
FIRST EAGLE OVERSEAS VARIABLE FUND |
|||||||
Investment Income |
|||||||
Interest and Dividends (net of $1,032,036 foreign taxes withheld) |
$ |
7,582,153 |
|||||
Total Income |
7,582,153 |
||||||
Expenses |
|||||||
Investment advisory fees (Note 2) |
2,291,054 |
||||||
Administrative costs (Note 2) |
32,538 |
||||||
Distribution fees (Note 3) |
763,685 |
||||||
Shareholder servicing agent fees |
513,542 |
||||||
Custodian and accounting fees |
121,460 |
||||||
Professional fees |
76,099 |
||||||
Shareholder reporting fees |
18,332 |
||||||
Trustees' fees |
7,734 |
||||||
Registration and filing fees |
375 |
||||||
Other Expenses |
28,106 |
||||||
Total Expenses |
3,852,925 |
||||||
Net Investment Income (Note 1) |
3,729,228 |
||||||
Realized and Unrealized Gains (Losses) on Investments and Foreign Currency Related Transactions (Note 1) |
|||||||
Net realized gains from: |
|||||||
Investment transactions |
18,028,687 |
||||||
Foreign currency and forward contract related transactions |
12,362,681 |
||||||
30,391,368 |
|||||||
Changes in unrealized appreciation (depreciation) of: |
|||||||
Investment transactions (net of increase in deferred capital gain country tax accruals of $32,018) |
(17,285,436 |
) |
|||||
Foreign currency and forward contract related translation |
(1,560,850 |
) |
|||||
(18,846,286 |
) |
||||||
Net realized and unrealized gains (losses) on investments, foreign currency and forward contract related transactions |
11,545,082 |
||||||
Net Increase in Net Assets Resulting from Operations |
$ |
15,274,310 |
See Notes to Financial Statements.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
24
Statements of Changes in Net Assets
FIRST EAGLE OVERSEAS VARIABLE FUND |
|||||||||||
SIX-MONTHS ENDED JUNE 30, 2013 (unaudited) |
YEAR ENDED DECEMBER 31, 2012 |
||||||||||
Operations |
|||||||||||
Net investment income |
$ |
3,729,228 |
$ |
4,854,901 |
|||||||
Net realized gain from investments, foreign currency and forward contract related transactions |
30,391,368 |
30,284,500 |
|||||||||
Change in unrealized appreciation (depreciation) of investments, foreign currency and forward contract related transactions |
(18,846,286 |
) |
50,975,732 |
||||||||
Net increase in net assets resulting from operations |
15,274,310 |
86,115,133 |
|||||||||
Distribution to Shareholders |
|||||||||||
Dividends paid from net investment income |
|
(4,535,109 |
) |
||||||||
Distributions paid from net realized gains from investment transactions |
|
(33,257,469 |
) |
||||||||
Decrease in net assets resulting from distributions |
|
(37,792,578 |
) |
||||||||
Fund Share Transactions (Note 6) |
|||||||||||
Net proceeds from shares sold |
15,845,790 |
27,560,793 |
|||||||||
Net asset value of shares issued for reinvested dividends and distributions |
|
37,788,552 |
|||||||||
Cost of shares redeemed |
(46,934,590 |
) |
(107,012,560 |
) |
|||||||
Decrease in net assets from Fund share transactions |
(31,088,800 |
) |
(41,663,215 |
) |
|||||||
Net increase (decrease) in net assets |
(15,814,490 |
) |
6,659,340 |
||||||||
Net Assets (Note 1) |
|||||||||||
Beginning of period |
611,624,807 |
604,965,467 |
|||||||||
End of period |
$ |
595,810,317 |
$ |
611,624,807 |
|||||||
Accumulated net investment income (loss) |
$ |
235,238 |
$ |
(3,493,990 |
) |
See Notes to Financial Statements.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
25
Financial Highlights
SIX-MONTHS ENDED JUNE 30, 2013 |
FOR YEAR ENDED DECEMBER 31, |
||||||||||||||||||||||||||
(unaudited) |
2012 |
2011 |
2010 |
2009 |
2008 |
||||||||||||||||||||||
Selected data for a share of beneficial interest |
|||||||||||||||||||||||||||
outstanding throughout each period is presented below:* |
|||||||||||||||||||||||||||
Net asset value, beginning of period ($) |
28.26 |
26.23 |
28.89 |
24.65 |
20.80 |
29.56 |
|||||||||||||||||||||
Income (loss) from investment operations: |
|||||||||||||||||||||||||||
Net investment income ($) |
0.18 |
0.22 |
0.24 |
0.13 |
0.20 |
0.43 |
|||||||||||||||||||||
Net realized and unrealized gains (losses) on investments |
0.50 |
3.64 |
2.06 |
4.59 |
4.02 |
6.02 |
|||||||||||||||||||||
Total income (loss) from investment operations |
0.68 |
3.86 |
1.82 |
4.72 |
4.22 |
5.59 |
|||||||||||||||||||||
Less distributions: |
|||||||||||||||||||||||||||
Dividends from net investment income ($) |
|
0.22 |
0.35 |
0.48 |
0.12 |
0.35 |
|||||||||||||||||||||
Distributions from capital gains |
|
1.61 |
0.49 |
|
0.25 |
2.82 |
|||||||||||||||||||||
Total distributions |
|
1.83 |
0.84 |
0.48 |
0.37 |
3.17 |
|||||||||||||||||||||
Net asset value, end of period ($) |
28.94 |
28.26 |
26.23 |
28.89 |
24.65 |
20.80 |
|||||||||||||||||||||
Total Return (%) |
2.41 |
(a) |
14.83 |
6.30 |
19.17 |
20.25 |
18.82 |
||||||||||||||||||||
Ratios and supplemental data |
|||||||||||||||||||||||||||
Net assets, end of period (thousands) ($) |
595,810 |
611,625 |
604,965 |
619,644 |
484,171 |
279,671 |
|||||||||||||||||||||
Ratio of operating expenses to average net assets including earnings credits (%)(c) |
1.26 |
(b) |
1.26 |
1.25 |
1.31 |
1.28 |
1.32 |
||||||||||||||||||||
Ratio of net investment income to average net assets including earnings credits (%)(d) |
1.22 |
(b) |
0.79 |
0.82 |
0.51 |
0.89 |
1.60 |
||||||||||||||||||||
Portfolio turnover rate (%) |
9.27 |
(a) |
10.11 |
17.48 |
13.38 |
9.51 |
9.09 |
* Per share amounts have been calculated using the average shares method.
(a) Not Annualized
(b) Annualized
(c) Ratio of operating expenses to average net assets with and without earnings credits is substantially the same.
(d) Ratio of net investment income to average net assets with and without earnings credits is substantially the same.
See Notes to Financial Statements.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
26
This page was intentionally left blank.
Notes to Financial Statements (unaudited)
Note 1 Significant Accounting Policies
First Eagle Variable Funds (the "Trust") is an open-end, diversified management investment company registered under the Investment Company Act of 1940, as amended ("1940 Act"). The Trust consists of one portfolio, First Eagle Overseas Variable Fund (the "Fund"). The Trust is a Delaware statutory trust and was until March 31, 2004 a Maryland Corporation operating under the name First Eagle Variable Funds, Inc. The First Eagle Overseas Variable Fund seeks long-term growth of capital by investing primarily in equities issued by non-U.S. corporations.
First Eagle Investment Management, LLC (the "Adviser"), a subsidiary of Arnhold and S. Bleichroeder Holdings, Inc. ("ASB Holdings"), manages the Fund.
The following is a summary of significant accounting policies adhered to by the Fund and are in conformity with U.S. generally accepted accounting principles ("GAAP").
a) Investment valuation The Fund computes its net asset value once daily as of the close of trading on each day the New York Stock Exchange ("NYSE") is open for trading. The net asset value per share is computed by dividing the total current value of the assets of the Fund, less its liabilities, by the total number of shares outstanding at the time of such computation.
A portfolio security, other than a bond, which is traded on a U.S. national securities exchange or a securities exchange abroad is normally valued at the price of the last sale on the exchange as of the close of business on the date on which assets are valued. If there are no sales on such date, such portfolio investment will be valued at the mean between the closing bid and asked prices (and if there is only a bid or only an asked price on such date, valuation will be at such bid or asked price for long or short positions, respectively). Securities, other than bonds, traded in the over-the-counter market are valued at the mean between the last bid and asked prices prior to the time of valuation (and if there is only a bid or only an asked price on such date, valuation will be at such bid or asked price for long or short positions, respectively), except if such unlisted security traded on the NASDAQ in which case it is valued at its last sale price (or, if available, the NASDAQ Official Closing Price).
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
28
(continued)
All bonds, whether listed on an exchange or traded in the over-the-counter market (and except for short-term investments as described in the next sentence), for which market quotations are readily available are valued at the mean between the last bid and asked prices received from dealers in the over-the-counter market in the United States or abroad, except that when no asked price is available, bonds are valued at the last bid price alone. Broker-Dealers or pricing services use multiple valuation techniques to determine value. In instances where sufficient market activity exists, dealers or pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the dealers or pricing services also utilize proprietary valuation models which may consider market transactions in comparable securities and the various relationships between securities in determining value and/or market characteristics such as benchmark yield curves, option-adjusted spreads, credit spreads, estimated default rates, coupon-rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair values. Short-term investments maturing in sixty days or less are valued at cost plus interest earned (or discount amortized, as the case may be), which is deemed to approximate value.
Commodities (such as physical metals) are valued at the spot price at the time trading on the New York Stock Exchange closes (normally 4:00 p.m. E.S.T.).
Forward contracts are valued at the current cost of covering or offsetting such contracts at the time NYSE closes (normally 4:00 p.m. E.S.T.).
Effective March 1, 2013, the 4:00 p.m. E.S.T. exchange rates are used to convert foreign security prices into U.S. dollars. Any security that is listed or traded on more than one exchange (or traded in multiple markets) is valued at the relevant quotation on the exchange or market deemed to be the primary trading venue for that security. In the absence of such a quotation, a quotation from the exchange or market deemed by the Adviser to be the secondary trading venue for the particular security shall be used. The Fund uses pricing services to identify the market prices of publicly traded securities in its portfolio. When market prices are determined to be "stale" as a result of limited market activity for a particular holding, or in other circumstances when market prices are unavailable, such as for private placements, or
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
29
Notes to Financial Statements (unaudited)
determined to be unreliable for a particular holding, such holdings may be "fair valued" in accordance with procedures approved by the Board of Trustees ("Board"). Additionally, with respect to foreign holdings, specifically in circumstances leading the Adviser to believe that significant events occurring after the close of a foreign market have materially affected the value of the Fund's holdings in that market, such holdings may be fair valued to reflect the events in accordance with procedures approved by the Board. The determination of whether a particular foreign investment should be fair valued will be based on review of a number of factors, including developments in foreign markets, the performance of U.S. securities markets and security-specific events. The values assigned to a Fund's holdings therefore may differ on occasion from reported market values.
The Fund has adopted procedures under which movements in the prices for U.S. securities (beyond specified thresholds) occurring after the close of a foreign market may require fair valuation of securities traded in that foreign market. The values assigned to the Fund's holdings therefore may differ on occasion from reported market values. The Trust and the Adviser believe relying on the procedures as just described will result in prices that are more reflective of the actual market value of portfolio securities held by the Fund as of 4:00 p.m. E.S.T.
The Fund adopted provisions surrounding fair value measurements and disclosures that define fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. This applies to fair value measurements that are already required or permitted by other accounting standards and is intended to increase consistency of those measurements and applies broadly to securities and other types of assets and liabilities.
The Fund discloses the fair value of its investments in a hierarchy that prioritizes the inputs or assumptions to valuation techniques used to measure fair value. These inputs are used in determining the value of the Fund's investments and are summarized in the following fair value hierarchy:
Level 1 Quoted prices in active markets for identical securities.
Level 2 Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3 Other significant unobservable inputs (including the Fund's own assumption in determining the fair value of investments).
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
30
(continued)
The significant unobservable inputs that may be used in determining valuations for investments identified within Level 3 are market comparables and the enterprise value of a company. Indications of value and quotations may be observable at any given time, but are currently treated by the Fund as unobservable. Significant changes in any of the unobservable inputs may significantly impact the fair value measurement. The impact is based on the relationship between each unobservable input and the fair value measurement.
Significant increases (decreases) in enterprise multiples may increase (decrease) the fair value measurement. Significant increases (decreases) in the discount for marketability, probability of insolvency and probability of default may decrease (increase) the fair value measurement.
Fair valuation of securities, other financial investments or other assets (collectively, "securities") held by the Fund shall be determined in good faith by or under the direction of the Board, generally acting through its designated Valuation Committee or Valuation Panel (collectively, the "Committees"). The Committees' responsibilities include making determinations regarding Level 3 fair value measurements and providing the results to the Board, in accordance with the Fund's valuation policies.
It is the policy of the Fund to recognize significant transfers between Levels 1, 2 and 3 and to disclose those transfers as of the date of the underlying event which caused the movement.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
31
Notes to Financial Statements (unaudited)
The following is a summary of the Fund's inputs used to value the Fund's investments as of June 30, 2013:
First Eagle Overseas Variable Fund |
|||||||||||||||||||
DESCRIPTION |
LEVEL 1 |
LEVEL 2(a) |
LEVEL 3 |
TOTAL |
|||||||||||||||
Assets:† | |||||||||||||||||||
International Common Stocks |
$ |
448,101,610 |
$ |
2,576,684 |
$ |
|
$ |
450,678,294 |
|||||||||||
International Preferred Stock |
1,508,617 |
|
|
1,508,617 |
|||||||||||||||
Commodity* |
25,333,076 |
|
|
25,333,076 |
|||||||||||||||
International Corporate Bond |
|
1,341,548 |
|
1,341,548 |
|||||||||||||||
International Commercial Paper |
|
47,324,231 |
|
47,324,231 |
|||||||||||||||
U.S. Commercial Paper |
|
66,865,388 |
|
66,865,388 |
|||||||||||||||
Foreign Currency Contracts** |
|
4,462,581 |
|
4,462,581 |
|||||||||||||||
Total |
$ |
474,943,303 |
$ |
122,570,432 |
$ |
|
$ |
597,513,735 |
|||||||||||
Liabilities: |
|||||||||||||||||||
Foreign Currency Contracts** |
$ |
|
$ |
769,330 |
$ |
|
$ |
769,330 |
|||||||||||
Total |
$ |
|
$ |
769,330 |
$ |
|
$ |
769,330 |
(a) Transfer into/out of Level 2 represent value as of the beginning of the period.
International common stocks and an international preferred stock valued at $412,186,877 and $2,219,419 respectively, were transferred from Level 2 to Level 1 during the six-month period ended June 30, 2013. At December 31, 2012, these securities were valued based on fair value adjustment factors; at June 30, 2013, these securities were valued using quoted market prices in active markets. There were no transfers from Level 1 to Level 2 as of June 30, 2013.
† See Schedule of Investments for additional detailed categorizations.
* Represents gold bullion.
** Foreign currency contracts are valued at net unrealized appreciation (depreciation) on the investment.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
32
(continued)
b) Investment transactions and income Investment transactions are accounted for on a trade date basis. The specific identification method is used in determining realized gains and losses from investment transactions. Dividend income is recorded on the ex-dividend date. Interest income is recorded daily on the accrual basis. In computing investment income, the Fund accretes discounts and amortizes premiums on debt obligations using the effective yield method. Payments received from certain investments held by the Fund may be comprised of dividends, capital gains and return of capital. The Fund originally estimates the expected classification of such payments. The amounts may subsequently be reclassified upon receipt of information from the issuer.
c) Expenses Certain expenses are shared with the First Eagle Funds, an affiliated fund group. Such costs are generally allocated using the ratio of the Fund's average daily net assets relative to the total average daily net assets of First Eagle Funds. Earnings credits may reduce shareholder servicing agent fees by the amount of interest earned on balances with such service provider.
d) Foreign currency translation The books and records of the Fund are maintained in U.S. dollars. The market values of securities which are not traded in U.S. currency are recorded in the financial statements after translation to U.S. dollars based on the applicable exchange rates at the end of the period. The costs of such securities are translated at exchange rates prevailing when acquired. Related dividends, interest and withholding taxes are accrued at the rates of exchange prevailing on the respective dates of such transactions.
The net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period. The Fund does not isolate that portion of gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the securities. Accordingly, such foreign currency gains (losses) are included in the reported net realized and unrealized gains (losses) on investment transactions on the Statement of Operations. However, for federal income tax purposes the Fund does isolate the effect of changes in foreign exchange rates from the changes in market prices for realized gains and losses on debt obligations.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
33
Notes to Financial Statements (unaudited)
e) Forward currency contracts In connection with portfolio purchases and sales of securities denominated in foreign currencies, the Fund has entered into forward currency contracts. The Fund enters into foreign exchange contracts primarily to manage and/or gain exposure to certain foreign currencies. The Fund's currency transactions include portfolio hedging on portfolio positions. Portfolio hedging is the use of a forward contract (or other cash management position) with respect to one or more portfolio security positions denominated or quoted in a particular currency. Currency exchange transactions involve currencies of the different countries that the Fund invests in and serves as hedges against possible variations in the exchange rates between the currencies and U.S. dollar. The Fund engages in portfolio hedging with respect to the currency of a particular country in amounts approximating actual or anticipated positions in securities denominated in that currency. Hedging can reduce exposure to currency exchange movements, but cannot eliminate that exposure. It is possible to lose money under a hedge.
The Fund could be exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are unable to meet the terms of their contracts or if the Fund is unable to enter into a closing position. Forward currency contracts outstanding at period end, if any, are listed after the Fund's portfolio. Outstanding contracts at period end are indicative of the volume of activity during the period.
The Fund adopted provisions surrounding disclosures and derivative instruments and hedging activities which require qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments, and disclosures about currency-risk-related contingent features in derivative agreements.
In order to better define its contractual rights and to secure rights that will help the Fund mitigate its counterparty risk, the Fund may enter into an International Swaps and Derivatives Association, Inc. Master Agreement ("ISDA Master Agreement") or similar agreement with its derivative contract counterparties. An ISDA Master Agreement is a bilateral agreement between the Fund and a counterparty that governs OTC derivatives and foreign exchange contracts and typically contains, among other things, collateral
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
34
(continued)
posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, the Fund may, under certain circumstances, offset with the counterparty certain derivative financial instrument's payables and/or receivables with collateral held and/or posted and create one single net payment. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of default (close-out netting) including the bankruptcy or insolvency of the counterparty. Note, however, that bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events.
For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statements of Assets and Liabilities.
At June 30, 2013, the Fund had the following foreign forward currency contracts grouped into appropriate risk categories illustrated below on a gross basis:
GAIN OR (LOSS) ON DERIVATIVES RECOGNIZED IN INCOME |
|||||||||||||||||||
RISK TYPE |
ASSET DERIVATIVE FAIR VALUE1 |
LIABILITY DERIVATIVE FAIR VALUE2 |
REALIZED GAIN3 |
CHANGE IN DEPRECIATION4 |
|||||||||||||||
Foreign currency |
$ |
4,462,581 |
$ |
769,330 |
$ |
12,489,134 |
$ |
(1,543,591 |
) |
1 Statement of Assets and Liabilities location: Receivable for forward currency contracts held, at value.
2 Statement of Assets and Liabilities location: Payable for forward currency contracts held, at value.
3 Statement of Operations location: Net realized gains (losses) from: foreign currency and forward contract related transactions.
4 Statement of Operations location: Changes in unrealized appreciation (depreciation) of: foreign currency and forward contract related translation.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
35
Notes to Financial Statements (unaudited)
Forward Currency Contracts Assets and Collateral Held by Counterparty as of June 30, 2013:
COUNTERPARTY |
GROSS AMOUNT OF ASSETS PRESENTED IN STATEMENT OF ASSETS AND LIABILITIES |
FINANCIAL INSTRUMENT |
COLLATERAL RECEIVED |
NET AMOUNT (NOT LESS THAN $0) |
|||||||||||||||
BNY Mellon |
$ |
991,376 |
$ |
(11,789 |
) |
$ |
|
$ |
979,587 |
||||||||||
Goldman Sachs Capital Markets LP |
639,306 |
|
|
639,306 |
|||||||||||||||
HSBC Bank USA |
441,978 |
|
|
441,978 |
|||||||||||||||
JPMorgan Chase Bank N.A. |
2,145,553 |
(757,541 |
) |
|
1,388,012 |
||||||||||||||
UBS AG |
244,368 |
|
|
244,368 |
|||||||||||||||
$ |
4,462,581 |
$ |
(769,330 |
) |
$ |
|
$ |
3,693,251 |
Forward Currency Contracts Liabilities and Collateral Pledged as of June 30, 2013:
COUNTERPARTY |
GROSS AMOUNT OF LIABILITIES PRESENTED IN STATEMENT OF ASSETS AND LIABILITIES |
FINANCIAL INSTRUMENT |
COLLATERAL PLEDGED |
NET AMOUNT (NOT LESS THAN $0) |
|||||||||||||||
BNY Mellon |
$ |
11,789 |
$ |
(11,789 |
) |
$ |
|
$ |
|
||||||||||
JPMorgan Chase Bank N.A. |
757,541 |
(757,541 |
) |
|
|
||||||||||||||
$ |
769,330 |
$ |
(769,330 |
) |
$ |
|
$ |
|
f) Treasury Inflation-Protected Securities The Fund may invest in Treasury Inflation-Protected Securities ("TIPS") which are specially structured bonds in which the principal amount is adjusted to keep pace with inflation. The inflation (deflation) adjustment is applied to the principal of each bond on a monthly basis and is accounted for as interest income on the Statement of Operations. TIPS are subject to interest rate risk.
g) Restricted Securities The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities, if any, is included at the end of the Fund's Schedule of Investments.
h) United States income taxes No provision has been made for U.S. federal income taxes since it is the intention of the Fund to distribute to shareholders all taxable net investment income and net realized gains on
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
36
(continued)
investments, if any, within the allowable time limit, and to comply with the provisions of the Code for a Regulated Investment Company. The Fund declares and pays such income and capital gains on an annual basis.
The Fund adopted provisions surrounding income taxes, which require the tax effects of certain tax positions to be recognized. These tax positions must meet a "more likely than not" standard that based on their technical merits, have a more than 50% likelihood of being sustained upon examination. Management of the Trust has analyzed the Fund's tax positions taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Fund's financial statements.
i) 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 at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
j) Foreign Taxes The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests.
Note 2 Investment Advisory, Custody and Administration Agreements; Transactions with Related Persons
For its services, the Adviser receives, pursuant to an Investment Advisory Agreement between the Fund and the Adviser (the "Advisory Agreement") an annual advisory fee at an annual rate of 0.75% of the average daily net assets of the Fund.
The Adviser also performs certain administrative, accounting, operations, compliance and other services on behalf of the Fund, and in accordance with its agreement with them, the Fund reimburses the Adviser for costs (including personnel, related overhead and other costs) related to those services. For the six-month period ended June 30, 2013, the Fund reimbursed the Adviser $28,625 and had payable to the Adviser $24,189.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
37
Notes to Financial Statements (unaudited)
The Fund has entered into a Custody Agreement with State Street Bank and Trust Company ("SSB"). The Custody Agreement provides for an annual fee based on the amount of assets under custody plus transaction charges. SSB serves as custodian of the Fund's portfolio securities and other assets. SSB has directly entered into a sub-custodial agreement to maintain the custody of gold bullion in the Fund. Under the terms of the Custody Agreement between the Fund and SSB, SSB maintains and deposits in separate accounts, cash, securities and other assets of the Fund. SSB is also required, upon the order of the Fund, to deliver securities held by SSB and the sub-custodian, and to make payments for securities purchased by the Fund. SSB has also entered into sub-custodian agreements with a number of foreign banks and clearing agencies, pursuant to which portfolio securities purchased outside the United States are maintained in the custody of these entities.
The Fund has also entered into an Administration Agreement with SSB, pursuant to which SSB provides certain financial reporting and other administrative services. SSB, as the Fund's Administrator, receives annual fees separate from and in addition to the fees it receives for its services as the Fund's custodian.
Included on the accompanying Statement of Assets and Liabilities of the Fund are fees that are payable to the Trustees in the amount of $917. The Trust adopted a Trustee Deferred Compensation Plan (the "Plan") which allows the eligible independent Trustees to defer the receipt of all or a portion of compensation related to performance of their duties as a Trustee. The deferred fees are invested in various First Eagle Funds until distribution in accordance with the Plan.
Note 3 Plans of Distribution
Under the terms of the Distribution Plans and Agreements (the "Plans") with FEF Distributors, LLC (the "Distributor"), pursuant to the provisions of Rule 12b-1 under the 1940 Act, the Fund may pay monthly, a distribution related fee at an annual rate of up to 0.25% of the Fund's average daily net assets. Under the Plans, the Distributor will use amounts payable by the Fund in their entirety for payment to insurance companies which are the issuers of variable contracts invested in shares of the Fund, in order to pay or reimburse such insurance companies for distribution and shareholder servicing-related expenses incurred or paid by such insurance companies. For the six-month period ended June 30, 2013 the distribution fees incurred by the Fund was $763,685.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
38
(continued)
Note 4 Purchases and Sales of Securities
During the six-month period ended June 30, 2013, the cost of purchases of investments and proceeds from sales of investments, excluding U.S. Government and short-term securities, totaled $47,109,016 and $102,127,489, respectively.
There were no purchases or sales of U.S. Government securities during the six-month period ended June 30, 2013.
Note 5 Line of Credit
At a meeting on September 12, 2012, the Board of Trustees approved continuing a $300 million committed, unsecured line of credit (the "Credit Facility") with State Street Bank and Trust Company for the Fund and First Eagle Funds, to be utilized for temporarily financing the purchase or sale of securities for prompt delivery in the ordinary course of business or for temporarily financing the redemption of shares of the Fund or the First Eagle Funds at the request of shareholders and other temporary or emergency purposes. Under the Credit Facility arrangement, the Fund has agreed to pay an annual commitment fee on the unused balance, allocated pro rata with the First Eagle Funds, based on the relative asset size of the Fund. A portion of the commitment fees related to the line of credit are paid by the Fund and are included in miscellaneous expenses in the Statement of Operations. During the six-month period ended June 30, 2013, the Fund had no borrowings under the agreement.
Note 6 Capital Stock
Transactions in shares of capital stock were as follows:
SIX-MONTH PERIOD ENDED JUNE 30, 2013 |
YEAR ENDED DECEMBER 31, 2012 |
||||||||||
Shares sold |
540,860 |
1,025,964 |
|||||||||
Shares issued for reinvested dividends |
|
1,362,732 |
|||||||||
Shares redeemed |
(1,599,062 |
) |
(3,806,876 |
) |
|||||||
Net decrease |
(1,058,202 |
) |
(1,418,180 |
) |
Note 7 Indemnification and Investment Risk
In the normal course of business, the Fund enters into contracts that contain a variety of representations which provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown, as this would
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
39
Notes to Financial Statements (unaudited) (continued)
involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote. The Fund may have elements of risk not typically associated with investments in the United States of America due to its investments in foreign countries or regions. Such foreign investments may subject the Fund to additional risks resulting from political or economic conditions in such countries or regions and the possible imposition of adverse governmental laws or currency exchange restrictions could cause the securities and their markets to be less liquid and their prices to be more volatile than those of comparable U.S. securities. The securities markets in many emerging-market countries are substantially smaller, less developed, less liquid and more volatile than the securities markets of developed countries.
The Fund is subject to interest rate and credit risk. The value of debt securities may decline as interest rates increase. The Fund could lose money if the issuer of a fixed income security is unable to pay interest or repay principal when it is due. The ability of the issuers of debt to meet their obligations may be affected by the economic and political developments in a specific industry or region.
The Fund enters into derivatives which may represent off-balance sheet risk. Off-balance sheet risk exists when the maximum potential loss on a particular investment is greater than the value of such investment as reflected in the Statement of Assets and Liabilities.
The shares of the Fund may be purchased only by the separate accounts of insurance companies for the purpose of funding variable life insurance policies and variable annuity contracts. At June 30, 2013, the Fund is offered as an investment option by two insurance companies and accordingly a decision by any insurance company to withdraw its participation may have a negative impact on the Fund.
Note 8 Subsequent Events
In accordance with the provision surrounding Subsequent Events adopted by the Fund, management has evaluated the possibility of subsequent events existing in the Fund's financial statements. Management has determined that there are no material events that would require disclosures in the Fund's financial statements.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
40
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Fund Expenses (unaudited)
Example
As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs and (2) ongoing costs, including advisory fees; distribution fees (12b-1) and/or 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.
This Example is based on an investment of $1,000 invested on January 1, 2013 and held for the six-months ended June 30, 2013.
Actual Expenses
The table below titled "Based on Actual Total Return" provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled "Expenses Paid During the Period".
Based on Actual Total Return1
ACTUAL TOTAL RETURN2 |
BEGINNING ACCOUNT VALUE |
ENDING ACCOUNT VALUE |
ANNUALIZED EXPENSE RATIO |
EXPENSES PAID DURING THE PERIOD3 |
|||||||||||||||||||
First Eagle Overseas Variable Fund |
2.41 |
% |
$ |
1,000.00 |
$ |
1,024.10 |
1.26 |
% |
$ |
6.32 |
1 For the six-months ended June 30, 2013.
2 Past performance does not guarantee future results. Assumes reinvestment of all dividends and capital gain distributions, if any, at net asset value. Total return is not annualized, as it may not be representative of the total return for the year.
3 Expenses are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
42
(continued)
Hypothetical Example for Comparison Purposes
The table below titled "Based on Hypothetical Total Return" provides information about hypothetical account values and hypothetical expenses based on the 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 the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5% hypothetical example relating to the Fund with the 5% hypothetical examples that appear in the shareholder reports of other funds.
This Example is based on an investment of $1,000 invested on January 1, 2013 and held for the six-months ended June 30, 2013.
Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or back-end sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
Based on Hypothetical Total Return1
HYPOTHETICAL ANNUALIZED TOTAL RETURN |
BEGINNING ACCOUNT VALUE |
ENDING ACCOUNT VALUE |
ANNUALIZED EXPENSE RATIO |
EXPENSES PAID DURING THE PERIOD2 |
|||||||||||||||||||
First Eagle Overseas Variable Fund |
5.00 |
% |
$ |
1,000.00 |
$ |
1,018.55 |
1.26 |
% |
$ |
6.31 |
1 For the six-months ended June 30, 2013.
2 Expenses are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
43
General Information
Quarterly Form N-Q portfolio schedule
The First Eagle Variable Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission ("SEC") for the first and third quarters of each fiscal year on Form N-Q. The Fund's Form N-Q is available on the SEC's Web site at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling 1.800.SEC.0330. Additionally, you may obtain copies of Form N-Q from the Fund upon request by calling 1.800.334.2143.
Proxy voting policies, procedures and record
You may obtain a description of the Fund's (1) proxy voting policies, (2) proxy voting procedures and (3) information regarding how the Fund voted any proxies related to portfolio securities during the most recent twelve-month period ended June 30 for which an SEC filing has been made, without charge, upon request by contacting the Fund directly at 1.800.334.2143 or on the EDGAR Database on the SEC's Web site at www.sec.gov.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
44
First Eagle Variable Funds
Trustees
Lisa Anderson
John P. Arnhold
Candace K. Beinecke (Chair)
Jean-Marie Eveillard
Jean D. Hamilton
James E. Jordan
William M. Kelly
Paul J. Lawler
Officers
John P. Arnhold
President
Robert Bruno
Senior Vice President
Joseph T. Malone
Chief Financial Officer
Mark D. Goldstein
Chief Compliance Officer
Suzan J. Afifi
Secretary & Vice President
Philip Santopadre
Treasurer
Michael Luzzatto
Vice President
Meng Lam
Assistant Treasurer
Investment Adviser
First Eagle Investment Management, LLC
1345 Avenue of the Americas
New York, NY 10105
Legal Counsel
Shearman & Sterling LLP
599 Lexington Avenue
New York, NY 10022
Custodian
State Street Bank and Trust Company
801 Pennsylvania Avenue
Kansas City, MO 64105
Shareholder Servicing Agent
DST Systems, Inc.
330 West 9th Street
Kansas City, MO 64105
800.334.2143
Underwriter
FEF Distributors, LLC
1345 Avenue of the Americas
New York, NY 10105
Independent Registered
Public Accounting Firm
PricewaterhouseCoopers LLP
300 Madison Avenue
New York, NY 10017
This report is not authorized for distribution to prospective investors unless preceded or accompanied by a currently effective prospectus of First Eagle Variable Funds.
FIRST EAGLE VARIABLE FUNDS | SEMI-ANNUAL REPORT | JUNE 30, 2013
45
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1345 Avenue of the Americas | New York, NY | 10105
800.334.2143 | firsteaglefunds.com
Item 2. Code of Ethics.
The Registrant has adopted a code of ethics that applies to its principal executive officer and principal financial officer. Copies of the code of ethics may be requested free of charge by calling 1-800-334-2143 (toll free).
Item 3. Audit Committee Financial Expert.
Not applicable to this semi-annual report.
Item 4. Principal Accountant Fees and Services
Not applicable to this semi-annual report.
Item 5. Audit Committee of Listed Registrants
Not applicable at this time.
Item 6. Schedule of Investments.
Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable at this time.
Item 8. Purchases of Equity Securities by Close-End Management Investment Company and Affiliated Purchasers.
Not applicable at this time.
Item 9. Submission of Matters to a Vote of Security Holders.
Not applicable at this time.
Item 10. Controls and Procedures.
(a) In the opinion of the principal executive officer and principal financial officer, based on their evaluation, the registrants disclosure controls and procedures are adequately designed and are operating effectively to ensure (i) that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared; and (ii) that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commissions rules and forms.
(b) There were no changes in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal half-year (the registrants second fiscal half-year in the case of an annual report) that
have materially affected or are reasonably likely to materially affect, the registrants internal control over financial reporting.
Item 11. Exhibits.
(a)(1) Not applicable to this semi-annual report.
(a)(2) Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)): Attached hereto.
(a)(3) Not applicable.
(b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)): Attached hereto.
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) |
First Eagle Variable Funds |
|
|
By (Signature and Title)* |
/s/ John P. Arnhold |
|
|
|
John P. Arnhold, President |
Date: August 20, 2013
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/ John P. Arnhold |
|
|
|
John P. Arnhold, Principal Executive Officer |
Date: August 20, 2013
By (Signature and Title)* |
/s/ Joseph T. Malone |
|
|
|
Joseph T. Malone, Principal Financial Officer |
Date: August 20, 2013
* Print the name and title of each signing officer under his or her signature.