Consolidated ssr-output-EDGAR XBRL File

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________

 

FORM N-CSRS

________

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

 

Investment Company Act File Number 811-22920

 

The Advisors’ Inner Circle Fund III

(Exact name of registrant as specified in charter)

________

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Address of principal executive offices) (Zip code)

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: (877) 446-3863

 

Date of fiscal year end: December 31, 2024

 

Date of reporting period: June 30, 2024

 

 

 

 

 

Item 1. Reports to Stockholders.

 

(a)       A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Act”) (17 CFR § 270.30e-1), is attached hereto.

 

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The Advisors' Inner Circle Fund III

Image

ARGA Emerging Markets Value Fund 

Institutional Class Shares - ARMIX

Semi-Annual Shareholder Report - June 30, 2024

This semi-annual shareholder report contains important information about Institutional Class Shares of the ARGA Emerging Markets Value Fund (the "Fund") for the period from January 1, 2024 to June 30, 2024. You can find additional information about the Fund at https://www.argainvest.com/arga-emerging-markets-value-fund/. You can also request this information by contacting us at 866-234-ARGA (866-234-2742) 

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment) 

Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
ARGA Emerging Markets Value Fund, Institutional Class Shares
$43
0.84%

Key Fund Statistics as of June 30, 2024

Total Net Assets
Number of Holdings
Total Advisory Fees Paid
Portfolio Turnover Rate
$726,143,421
56
$2,270,767
10%

What did the Fund invest in?

Country WeightingsFootnote Reference*

Holdings Chart
Value
Value
Other Countries
0.0%
Peru
1.4%
Hungary
1.4%
United States
3.0%
Thailand
3.1%
Macao
3.1%
Hong Kong
3.2%
India
4.4%
South Africa
7.2%
Taiwan
9.7%
Brazil
9.8%
South Korea
15.6%
China
31.9%
FootnoteDescription
Footnote*
Percentages are calculated based on total net assets.

Top Ten Holdings

Holding Name
Percentage of Total Net Assets
SK Hynix
5.6%
Gree Electric Appliances of Zhuhai, Class A
4.1%
Samsung Electronics
4.1%
Alibaba Group Holding
3.9%
Yageo
3.2%
Tencent Holdings
3.2%
China Overseas Land & Investment
3.1%
MTN Group
3.0%
Banco Bradesco
2.7%
Naspers, Class N
2.4%

Material Fund Changes

There were no material changes during the reporting period.

 

Changes in and Disagreements with Accountants 

There were no changes in or disagreements with accountants during the reporting period.

Additional Information

For additional information about the Fund; including its prospectus, financial information, and holdings, visit or call:

  • 866-234-ARGA (866-234-2742) 

  • https://www.argainvest.com/arga-emerging-markets-value-fund/ 

An image of a QR code that, when scanned, navigates the user to the following URL: https://confluence.com

Householding

Rule 30e-1 of the Investment Company Act of 1940 permits funds to transmit only one copy of a proxy statement, annual report or semi-annual report to shareholders (who need not be related) with the same residential, commercial or electronic address, provided that the shareholders have consented in writing and the reports are addressed either to each shareholder individually or to the shareholders as a group. This process is known as “householding” and is designed to reduce the duplicate copies of materials that shareholders receive and to lower printing and mailing costs for funds. 

ARG-SA-TSR-2024-1

The Advisors' Inner Circle Fund III

Image

ARGA International Value Fund 

Institutional Class Shares - ARVIX

Semi-Annual Shareholder Report - June 30, 2024

This semi-annual shareholder report contains important information about Institutional Class Shares of the ARGA International Value Fund (the "Fund") for the period from January 1, 2024 to June 30, 2024. You can find additional information about the Fund at https://www.argainvest.com/arga-international-value-fund/. You can also request this information by contacting us at 866-234-ARGA (866-234-2742) 

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment) 

Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
ARGA International Value Fund, Institutional Class Shares
$38
0.75%

Key Fund Statistics as of June 30, 2024

Total Net Assets
Number of Holdings
Total Advisory Fees Paid
Portfolio Turnover Rate
$70,761,986
76
$80,835
15%

What did the Fund invest in?

Country WeightingsFootnote Reference*

Holdings Chart
Value
Value
Other Countries
17.4%
Italy
3.0%
Hong Kong
3.3%
Canada
3.3%
Spain
4.1%
United Kingdom
4.2%
Switzerland
4.6%
Brazil
6.1%
South Korea
6.5%
United States
7.5%
Japan
10.2%
France
10.4%
China
14.4%
FootnoteDescription
Footnote*
Percentages are calculated based on total net assets.

Top Ten Holdings

Holding Name
Percentage of Total Net Assets
Accor
4.9%
Tencent Holdings
4.0%
Nidec
3.5%
Las Vegas Sands
3.5%
SK Hynix
3.4%
Prudential
3.2%
Alibaba Group Holding
3.1%
Boliden
2.8%
UBS Group
2.7%
Banco Bilbao Vizcaya Argentaria
2.6%

Material Fund Changes

There were no material changes during the reporting period.

 

Changes in and Disagreements with Accountants 

There were no changes in or disagreements with accountants during the reporting period.

Additional Information

For additional information about the Fund; including its prospectus, financial information, and holdings, visit or call:

  • 866-234-ARGA (866-234-2742) 

  • https://www.argainvest.com/arga-international-value-fund/ 

An image of a QR code that, when scanned, navigates the user to the following URL: https://confluence.com

Householding

Rule 30e-1 of the Investment Company Act of 1940 permits funds to transmit only one copy of a proxy statement, annual report or semi-annual report to shareholders (who need not be related) with the same residential, commercial or electronic address, provided that the shareholders have consented in writing and the reports are addressed either to each shareholder individually or to the shareholders as a group. This process is known as “householding” and is designed to reduce the duplicate copies of materials that shareholders receive and to lower printing and mailing costs for funds. 

ARG-SA-TSR-2024-2

The Advisors' Inner Circle Fund III

Image

ARGA Value Fund 

Institutional Class Shares - ARUIX

Semi-Annual Shareholder Report - June 30, 2024

This semi-annual shareholder report contains important information about Institutional Class Shares of the ARGA Value Fund (the "Fund") for the period from January 1, 2024 to June 30, 2024. You can find additional information about the Fund at https://www.argainvest.com/arga-value-fund/. You can also request this information by contacting us at 866-234-ARGA (866-234-2742) 

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment) 

Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
ARGA Value Fund, Institutional Class Shares
$33
0.65%

Key Fund Statistics as of June 30, 2024

Total Net Assets
Number of Holdings
Total Advisory Fees Paid
Portfolio Turnover Rate
$1,138,331
48
$0
17%

What did the Fund invest in?

Sector WeightingsFootnote Reference*

Holdings Chart
Value
Value
Consumer Staples
4.2%
Industrials
4.2%
Communication Services
6.7%
Information Technology
9.6%
Energy
10.5%
Health Care
10.8%
Materials
10.8%
Consumer Discretionary
20.2%
Financials
22.0%
FootnoteDescription
Footnote*
Percentages are calculated based on total net assets.

Top Ten Holdings

Holding Name
Percentage of Total Net Assets
Tapestry
4.5%
Alcoa
4.1%
Citigroup
3.9%
Bank of America
3.6%
PVH
3.5%
Mohawk Industries
3.4%
Las Vegas Sands
3.3%
QUALCOMM
3.2%
Gilead Sciences
3.1%
Walt Disney
3.1%

Material Fund Changes

There were no material changes during the reporting period.

 

Changes in and Disagreements with Accountants 

There were no changes in or disagreements with accountants during the reporting period.

Additional Information

For additional information about the Fund; including its prospectus, financial information, and holdings, visit or call:

  • 866-234-ARGA (866-234-2742) 

  • https://www.argainvest.com/arga-value-fund/ 

An image of a QR code that, when scanned, navigates the user to the following URL: https://confluence.com

Householding

Rule 30e-1 of the Investment Company Act of 1940 permits funds to transmit only one copy of a proxy statement, annual report or semi-annual report to shareholders (who need not be related) with the same residential, commercial or electronic address, provided that the shareholders have consented in writing and the reports are addressed either to each shareholder individually or to the shareholders as a group. This process is known as “householding” and is designed to reduce the duplicate copies of materials that shareholders receive and to lower printing and mailing costs for funds. 

ARG-SA-TSR-2024-3

 

 

 

(b)       Not applicable.

 

Item 2. Code of Ethics.

 

Not applicable for semi-annual report.

 

Item 3. Audit Committee Financial Expert.

 

Not applicable for semi-annual report.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable for semi-annual report.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable to open-end management investment companies.

 

Item 6. Schedule of Investments.

 

(a) The Schedules of Investments are included as part of the Financial Statements and Other Information filed under Item 7 of this form.

 

(b) Not applicable.

 

 

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

 

Financial Statements and Financial Highlights are filed herein.

 

The Advisors’ Inner Circle Fund III

 

ARGA FUNDS

Emerging Markets Value Fund

International Value Fund

Value Fund

 

SEMI-ANNUAL FINANCIALS AND OTHER INFORMATION

 

JUNE 30, 2024

 

Investment Advisor:

ARGA Investment Management, LP

 

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

 

 

TABLE OF CONTENTS

 

Financial Statements (Form N-CSRS Item 7)

 

Schedules of Investments

1

Statements of Assets and Liabilities

14

Statements of Operations

16

Statements of Changes in Net Assets

18

Financial Highlights

21

Notes to Financial Statements

24

Approval of Investment Advisory Agreement (Form N-CSRS Item 11)

36

 

The Funds file their complete schedules of investments with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Funds’ Form N-PORT is available on the Funds’ website at https://www.argainvest.com/mutual-funds/.

 

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to Fund securities, as well as information relating to how the Funds voted proxies relating to fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 866-234-2742; and (ii) on the Funds’ website at https://www.argainvest.com/mutual-funds/.

 

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA EMERGING MARKETS

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK — 93.8%

   

Shares

   

Value

 

BRAZIL — 9.8%

Atacadao *

    2,723,300     $ 4,413,713  

Banco Bradesco

    9,858,940       19,752,800  

Banco do Brasil

    2,179,200       10,381,227  

Lojas Renner

    2,975,400       6,669,248  

Petroleo Brasileiro ADR

    1,063,529       15,410,535  

Sendas Distribuidora *

    3,440,500       6,351,579  

Suzano

    816,800       8,337,348  
              71,316,450  
                 

CHINA — 31.9%

Alibaba Group Holding

    503,300       4,543,786  

Alibaba Group Holding ADR

    390,017       28,081,224  

Bank of China, Cl A

    7,903,630       5,025,395  

China Merchants Port Holdings

    3,450,298       5,134,103  

China Overseas Land & Investment

    13,145,469       22,792,740  

China Resources Power Holdings

    5,442,000       16,690,366  

Gree Electric Appliances of Zhuhai, Cl A

    5,573,800       30,085,732  

Hengli Petrochemical, Cl A

    7,042,899       13,521,575  

Industrial & Commercial Bank of China, Cl A

    15,371,900       12,058,798  

Jiangsu Yanghe Distillery, Cl A

    1,042,500       11,584,210  

PICC Property & Casualty, Cl H

    4,588,000       5,698,977  

Ping An Insurance Group of China, Cl A

    2,473,400       14,079,152  

Shanghai Mechanical and Electrical Industry, Cl A

    3,909,614       6,193,139  

SITC International Holdings

    1,344,642       3,650,433  

Sunny Optical Technology Group

    1,207,179       7,458,831  

Suofeiya Home Collection, Cl A

    3,711,390       7,830,335  

Tencent Holdings

    487,300       23,238,489  

Trip.com Group ADR *

    251,144       11,803,768  

Weibo ADR

    315,139       2,420,268  
              231,891,321  
                 

HONG KONG — 3.2%

Melco Resorts & Entertainment ADR *

    1,338,151       9,982,606  

WH Group

    20,640,306       13,585,670  
              23,568,276  
                 

HUNGARY — 1.4%

OTP Bank Nyrt

    211,373       10,502,507  
                 

INDIA — 4.4%

HDFC Bank

    741,127       14,965,189  

Hindalco Industries

    785,977       6,537,123  

Manappuram Finance

    4,143,995       10,331,723  
              31,834,035  
                 

 

The accompanying notes are an integral part of the financial statements.

1

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA EMERGING MARKETS

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK (continued)

 

 

Shares

   

Value

 

MACAO — 3.1%

Galaxy Entertainment Group

    2,154,000     $ 10,040,350  

Sands China *

    6,100,400       12,717,874  
              22,758,224  
                 

PERU — 1.4%

Credicorp

    60,993       9,840,001  
                 

RUSSIA — 0.0%

Alrosa PJSC (A)

    506,080        
                 

SOUTH AFRICA — 7.2%

Absa Group

    1,384,240       12,055,394  

MTN Group

    4,733,609       22,099,498  

Naspers, Cl N

    90,652       17,773,996  
              51,928,888  
                 

SOUTH KOREA — 15.6%

DB Insurance

    122,162       10,161,677  

Hana Financial Group

    185,145       8,164,404  

Hyundai Mobis

    64,723       11,825,524  

KB Financial Group

    142,479       8,125,392  

Samsung Electronics

    501,013       29,664,046  

SK Hynix

    237,478       40,801,705  

WONIK IPS *

    179,917       4,548,574  
              113,291,322  
                 

TAIWAN — 9.7%

Chailease Holding

    1,960,000       9,273,924  

Taiwan Semiconductor Manufacturing

    551,000       16,406,948  

Taiwan Semiconductor Manufacturing ADR

    96,067       16,697,405  

Yageo

    1,033,813       23,262,904  

Zhen Ding Technology Holding

    1,119,000       4,466,825  
              70,108,006  
                 

THAILAND — 3.1%

CP ALL

    4,754,400       7,125,608  

Kasikornbank

    2,464,200       8,427,198  

SCB X

    2,378,400       6,675,528  
              22,228,334  
                 

UNITED STATES — 3.0%

JBS

    2,481,800       14,357,777  

 

The accompanying notes are an integral part of the financial statements.

2

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA EMERGING MARKETS

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK (continued)

 

 

Shares

   

Value

 

Las Vegas Sands

    173,292     $ 7,668,171  
              22,025,948  
                 

TOTAL COMMON STOCK

               

(Cost $627,012,514)

            681,293,312  
                 
                 

TOTAL INVESTMENTS— 93.8%

               

(Cost $627,012,514)

          $ 681,293,312  
                 
                 

 

Percentages are based on Net Assets of $726,143,421.

*

Non-income producing security.

(A)

Level 3 security in accordance with fair value hierarchy.

 

ADR — American Depositary Receipt

Cl — Class

PJSC — Public Joint Stock Company

 


The accompanying notes are an integral part of the financial statements.

3

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA EMERGING MARKETS

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

The following is a summary of the inputs used as of June 30, 2024, in valuing the Fund’s investments carried at value:

 

Investments in Securities

 

Level 1

   

Level 2

   

Level 3

   

Total

 

Common Stock

                               

Brazil

  $ 71,316,450     $     $     $ 71,316,450  

China

    231,891,321                   231,891,321  

Hong Kong

    23,568,276                   23,568,276  

Hungary

    10,502,507                   10,502,507  

India

    31,834,035                   31,834,035  

Macao

    22,758,224                   22,758,224  

Peru

    9,840,001                   9,840,001  

Russia

                ^     ^

South Africa

    51,928,888                   51,928,888  

South Korea

    113,291,322                   113,291,322  

Taiwan

    70,108,006                   70,108,006  

Thailand

    22,228,334                   22,228,334  

United States

    22,025,948                   22,025,948  

Total Common Stock

    681,293,312             ^     681,293,312  

Total Investments in Securities

  $ 681,293,312     $     $ ^   $ 681,293,312  

 

A reconciliation of Level 3 investments is presented when the Fund has a significant amount of Level 3 investments at the end of the period in relation to net assets. Management has concluded that Level 3 investments are not material in relation to net assets.

 

^ Includes securities in which the fair value is $0 or has been rounded to $0.

 

Amounts designated as “–” are $0.

 

For more information on valuation inputs, see Note 2 — Significant Accounting Policies in the Notes to Financial Statements.

 

The accompanying notes are an integral part of the financial statements.

4

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA INTERNATIONAL

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK — 92.0%

   

Shares

   

Value

 

AUSTRALIA — 1.2%

QBE Insurance Group

    41,901     $ 486,087  

South32

    147,820       360,914  
              847,001  
                 

BRAZIL — 3.9%

Banco Bradesco ADR

    499,319       1,118,475  

Banco do Brasil

    130,611       622,202  

Lojas Renner

    452,800       1,014,934  
              2,755,611  
                 

CANADA — 3.3%

Great-West Lifeco

    14,484       422,541  

Nutrien

    27,597       1,405,015  

Suncor Energy

    14,100       537,491  
              2,365,047  
                 

CHINA — 14.4%

Alibaba Group Holding

    1,800       16,250  

Alibaba Group Holding ADR

    30,212       2,175,264  

China Overseas Land & Investment

    412,804       715,755  

Gree Electric Appliances of Zhuhai, Cl A

    273,600       1,476,812  

NXP Semiconductors

    2,021       543,831  

Ping An Insurance Group of China, Cl H

    266,627       1,208,674  

Tencent Holdings

    58,620       2,795,486  

Trip.com Group ADR *

    26,186       1,230,742  
              10,162,814  
                 

FINLAND — 1.4%

Nokia

    255,353       973,144  
                 

FRANCE — 10.4%

Accor

    84,225       3,454,691  

Airbus

    8,792       1,207,670  

Bouygues

    12,725       408,426  

Kering

    3,005       1,089,363  

Societe Generale

    28,602       671,439  

Teleperformance

    5,027       529,430  
              7,361,019  
                 

 

The accompanying notes are an integral part of the financial statements.

5

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA INTERNATIONAL

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK (continued)

 

 

Shares

   

Value

 

GERMANY — 1.0%

BASF

    13,955     $ 675,295  

Fresenius & KGaA *

    1,982       59,179  
              734,474  
                 

HONG KONG — 3.3%

CK Asset Holdings

    4,500       16,856  

Melco Resorts & Entertainment ADR *

    5,371       40,068  

Prudential

    247,997       2,252,124  

Sun Hung Kai Properties

    2,000       17,300  
              2,326,348  
                 

INDIA — 0.7%

HDFC Bank ADR

    8,118       522,231  
                 

IRELAND — 1.4%

Smurfit Kappa Group

    22,738       1,013,013  
                 

ITALY — 3.0%

Eni

    57,957       890,939  

Leonardo

    22,145       514,167  

Saipem *

    271,223       694,796  
              2,099,902  
                 

JAPAN — 10.2%

ITOCHU

    11,100       541,857  

Japan Airlines

    36,000       568,003  

Kobe Steel

    107,300       1,331,496  

Marubeni

    28,100       519,681  

Nidec

    56,200       2,509,771  

Olympus

    31,600       509,383  

SoftBank Group

    8,300       536,000  

Sumitomo Realty & Development

    8,500       249,416  

Toray Industries

    97,400       460,999  
              7,226,606  
                 

LUXEMBOURG — 0.8%

ArcelorMittal

    24,898       569,821  
                 

MACAO — 2.3%

Galaxy Entertainment Group

    82,000       382,223  

 

The accompanying notes are an integral part of the financial statements.

6

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA INTERNATIONAL

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK (continued)

 

 

Shares

   

Value

 

Sands China *

    603,600     $ 1,258,362  
              1,640,585  
                 

NETHERLANDS — 2.8%

ABN AMRO Bank GDR

    39,111       642,949  

Aegon

    156,627       967,523  

Shell

    10,359       371,106  
              1,981,578  
                 

NORWAY — 2.2%

Aker BP

    1,405       35,819  

Equinor

    52,388       1,491,368  
              1,527,187  
                 

SOUTH KOREA — 6.5%

Hyundai Mobis

    2,322       424,252  

Samsung Electronics

    22,714       1,344,854  

Shinhan Financial Group

    12,457       435,746  

SK Hynix

    14,061       2,415,856  
              4,620,708  
                 

SPAIN — 4.1%

Banco Bilbao Vizcaya Argentaria

    180,453       1,807,332  

Banco Santander

    229,088       1,062,453  
              2,869,785  
                 

SWEDEN — 2.8%

Boliden

    61,550       1,969,205  
                 

SWITZERLAND — 4.6%

Novartis

    12,725       1,362,083  

Sandoz Group

    125       4,527  

UBS Group

    64,472       1,898,029  
              3,264,639  
                 

UNITED KINGDOM — 4.2%

Berkeley Group Holdings

    363       21,053  

BP

    74,683       448,619  

easyJet

    2,079       12,028  

HSBC Holdings

    117,327       1,014,309  

 

The accompanying notes are an integral part of the financial statements.

7

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA INTERNATIONAL

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK (continued)

 

 

Shares

   

Value

 

Kingfisher

    23,023     $ 72,409  

Lloyds Banking Group

    166,825       115,437  

Taylor Wimpey

    392,832       705,884  

Whitbread

    16,504       620,663  
              3,010,402  
                 

UNITED STATES — 7.5%

GSK

    54,672       1,057,046  

JBS

    99,700       576,787  

Las Vegas Sands

    56,136       2,484,018  

Tenaris

    77,234       1,186,943  
              5,304,794  
                 

TOTAL COMMON STOCK

               

(Cost $65,107,093)

            65,145,914  
                 
                 

PREFERRED STOCK — 3.0%

                 

BRAZIL — 2.2%

Gerdau (A)

    256,068       844,688  

Petroleo Brasileiro (A)

    108,400       737,844  
              1,582,532  
                 

GERMANY — 0.8%

Henkel & KGaA (A)

    5,929       528,419  
                 

TOTAL PREFERRED STOCK

               

(Cost $2,173,647)

            2,110,951  
                 

TOTAL INVESTMENTS— 95.0%

               

(Cost $67,280,740)

          $ 67,256,865  

 

Percentages are based on Net Assets of $70,761,986.

*

Non-income producing security.

 

The accompanying notes are an integral part of the financial statements.

8

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA INTERNATIONAL

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

(A)

There is currently no rate available.

 

ADR — American Depositary Receipt

Cl — Class

GDR — Global Depositary Receipt

 

As of June 30, 2024, all of the Fund's investments were considered Level 1, in accordance with the authoritative guidance on fair value measurements and disclosure under U.S. generally accepted accounting principles.

 

For more information on valuation inputs, see Note 2 — Significant Accounting Policies in the Notes to Financial Statements.

 

The accompanying notes are an integral part of the financial statements.

9

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK — 99.0%

   

Shares

   

Value

 

COMMUNICATION SERVICES — 6.7%

       

Comcast, Cl A

    428     $ 16,760  

Liberty Global, Cl A *

    1,376       23,984  

Walt Disney

    355       35,248  
                 
              75,992  

CONSUMER DISCRETIONARY — 20.2%

       

Las Vegas Sands

    840       37,170  

Lear

    185       21,129  

Mohawk Industries *

    345       39,189  

Newell Brands

    1,895       12,147  

PVH

    374       39,595  

Signet Jewelers

    332       29,741  

Tapestry

    1,204       51,519  
                 
              230,490  

CONSUMER STAPLES — 4.2%

       

Target

    159       23,539  

Tyson Foods, Cl A

    423       24,170  
                 
              47,709  

ENERGY — 10.5%

       

EQT

    328       12,129  

Helmerich & Payne

    886       32,020  

Occidental Petroleum

    379       23,888  

PBF Energy, Cl A

    236       10,861  

Petroleo Brasileiro ADR

    1,283       18,591  

Phillips 66

    158       22,305  
                 
              119,794  

FINANCIALS — 22.0%

       

American International Group

    342       25,390  

Bank of America

    1,028       40,884  

Citigroup

    697       44,232  

Goldman Sachs Group

    59       26,687  

Invesco

    1,105       16,531  

MetLife

    316       22,180  

RenaissanceRe Holdings

    36       8,046  

SLM

    703       14,615  

Travelers

    124       25,214  

 

The accompanying notes are an integral part of the financial statements.

10

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK (continued)

 

 

Shares

   

Value

 

Wells Fargo

    442     $ 26,250  
                 
              250,029  

HEALTH CARE — 10.8%

       

AbbVie

    135       23,155  

Baxter International

    560       18,732  

CVS Health

    280       16,537  

Elevance Health

    22       11,921  

Gilead Sciences

    521       35,746  

Medtronic

    121       9,524  

Perrigo

    281       7,216  
                 
              122,831  

INDUSTRIALS — 4.2%

       

Genpact

    256       8,240  

Stanley Black & Decker

    257       20,532  

WESCO International

    123       19,498  
                 
              48,270  

INFORMATION TECHNOLOGY — 9.6%

       

Arrow Electronics *

    236       28,499  

Intel

    278       8,609  

QUALCOMM

    182       36,251  

Skyworks Solutions

    109       11,617  

TE Connectivity

    159       23,919  
                 
              108,895  

MATERIALS — 10.8%

       

Alcoa

    1,161       46,185  

Celanese, Cl A

    79       10,656  

Dow

    547       29,018  

International Flavors & Fragrances

    141       13,425  

 

The accompanying notes are an integral part of the financial statements.

11

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA

VALUE FUND

JUNE 30, 2024

(UNAUDITED)

 

 

SCHEDULE OF INVESTMENTS

COMMON STOCK (continued)

 

 

Shares

   

Value

 

LyondellBasell Industries, Cl A

    252     $ 24,106  
                 
              123,390  

TOTAL COMMON STOCK

               

(Cost $1,028,543)

            1,127,400  
                 

TOTAL INVESTMENTS— 99.0%

               

(Cost $1,028,543)

          $ 1,127,400  

 

Percentages are based on Net Assets of $1,138,331.

*

Non-income producing security.

 

ADR — American Depositary Receipt

Cl — Class

 

As of June 30, 2024, all of the Fund’s investments were considered Level 1, in accordance with the authoritative guidance on fair value measurements and disclosure under U.S. generally accepted accounting principles.

 

For more information on valuation inputs, see Note 2 — Significant Accounting Policies in the Notes to Financial Statements.

 

The accompanying notes are an integral part of the financial statements.

12

 

This page intentionally left blank.

 

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

STATEMENTS OF ASSETS AND LIABILITIES

   

ARGA Emerging Markets Value Fund

   

ARGA International Value Fund

 

Assets:

               

Investments, at Value (Cost $627,012,514 and $67,280,740)

  $ 681,293,312     $ 67,256,865  

Foreign Currency, at Value (Cost $533,878 and $17,797)

    533,878       17,796  

Cash

    40,086,065       3,201,093  

Dividend and Interest Receivable

    4,264,121       262,672  

Receivable for Capital Shares Sold

    1,270,161       700  

Receivable for Investment Securities Sold

    249,115        

Reclaim Receivable

    155,026       60,561  

Reimbursement/Receivable due from Investment Adviser

           

Other Prepaid Expenses

    49,244       18,833  

Total Assets

    727,900,922       70,818,520  

Liabilities:

               

Payable for Foreign Capital Gains Tax

    829,882        

Payable to Investment Adviser

    412,989       27,430  

Payable for Investment Securities Purchased

    328,394        

Payable for Capital Shares Redeemed

    67,545        

Payable to Administrator

    39,880       8,197  

Audit Fees Payable

    14,054       14,054  

Transfer Agent Fees Payable

    6,212       3,123  

Chief Compliance Officer Fees Payable

    3,112       141  

Unrealized Loss on Foreign Spot Currency Contracts

    289       15  

Payable to Trustees

          276  

Other Accrued Expenses and Other Payables

    55,144       3,298  

Total Liabilities

    1,757,501       56,534  

Commitments and Contingencies

               

Net Assets

  $ 726,143,421     $ 70,761,986  

Net Assets Consist of:

               

Paid-in Capital

  $ 667,790,111     $ 69,036,878  

Total Distributable Earnings

    58,353,310       1,725,108  

Net Assets

  $ 726,143,421     $ 70,761,986  

Institutional Class Shares:

               

Net Assets

  $ 726,143,421     $ 70,761,986  

Outstanding Shares of beneficial interest (unlimited authorization — no par value)

    70,815,155       6,526,016  

Net Asset Value, Offering and Redemption Price Per Share

  $ 10.25     $ 10.84  

 

See Note 5 in the Notes to Financial Statements.

Amounts designated as “—” are $0.

The accompanying notes are an integral part of the financial statements.

14

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

STATEMENTS OF ASSETS AND LIABILITIES

   

ARGA Value Fund

 

Assets:

       

Investments, at Value (Cost $1,028,543)

  $ 1,127,400  

Cash

    8,871  

Deferred Offering Costs (Note 2)

    4,671  

Receivable for Legal Fees

    3,503  

Dividend and Interest Receivable

    816  

Receivable for Trustee Fee

    505  

Reclaim Receivable

    17  

Reimbursement/Receivable due from Investment Adviser

    21,126  

Other Prepaid Expenses

    4,958  

Total Assets

    1,171,867  

Liabilities:

       

Audit Fees Payable

    12,800  

Prepaid Reimbursement to Fund

    10,640  

Payable to Administrator

    6,148  

Transfer Agent Fees Payable

    3,125  

Chief Compliance Officer Fees Payable

    6  

Other Accrued Expenses and Other Payables

    817  

Total Liabilities

    33,536  

Commitments and Contingencies

       

Net Assets

  $ 1,138,331  

Net Assets Consist of:

       

Paid-in Capital

  $ 1,007,297  

Total Distributable Earnings

    131,034  

Net Assets

  $ 1,138,331  

Institutional Class Shares:

       

Net Assets

  $ 1,138,331  

Outstanding Shares of beneficial interest (unlimited authorization — no par value)

    100,659  

Net Asset Value, Offering and Redemption Price Per Share

  $ 11.31  

 

See Note 5 in the Notes to Financial Statements.

The accompanying notes are an integral part of the financial statements.

15

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

FOR THE SIX MONTHS ENDED

JUNE 30, 2024

(UNAUDITED)

 

 

STATEMENTS OF OPERATIONS

   

ARGA Emerging Markets Value Fund

   

ARGA International Value Fund

 

Investment Income:

               

Dividends

  $ 14,026,681     $ 1,224,006  

Interest

    589,104       32,428  

Less: Foreign Taxes Withheld

    (1,006,530 )     (109,917 )

Total Investment Income

    13,609,255       1,146,517  

Expenses:

               

Investment Advisory Fees

    2,270,767       135,962  

Administration Fees

    222,524       49,750  

Trustees' Fees (Form N-CSRS Item 10)

    19,419       1,070  

Chief Compliance Officer Fees

    7,100       467  

Custodian Fees

    57,891       3,565  

Legal Fees

    28,728       1,414  

Printing Fees

    22,917       1,611  

Registration and Filing Fees

    22,583       3,907  

Transfer Agent Fees

    20,332       10,439  

Audit Fees

    14,054       14,054  

Pricing Fees

    489       689  

Other Expenses

    26,476       2,153  

Total Expenses

    2,713,280       225,081  

Less:

               

Waiver - Reimbursement from Adviser

          (55,127 )

Net Expenses

    2,713,280       169,954  

Net Investment Income

    10,895,975       976,563  

Net Realized Gain (Loss) on:

               

Investments

    4,912,274       786,253  

Foreign Capital Gains Tax

    (435,877 )      

Foreign Currency Transactions

    (118,293 )     (13,247 )

Net Realized Gain

    4,358,104       773,006  

Net Change in Unrealized Appreciation (Depreciation) on:

               

Investments

    23,960,975       (758,321 )

Foreign Capital Gains Tax

    (591,903 )      

Foreign Currency Translation

    (44,879 )     (2,090 )

Net Change in Unrealized Appreciation (Depreciation)

    23,324,193       (760,411 )

Net Realized and Unrealized Gain

    27,682,297       12,595  

Net Increase in Net Assets Resulting from Operations

  $ 38,578,272     $ 989,158  

 

Amounts designated as “—” are $0.

 

The accompanying notes are an integral part of the financial statements.

16

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

FOR THE SIX MONTHS ENDED

JUNE 30, 2024

(UNAUDITED)

 

 

STATEMENTS OF OPERATIONS

   

ARGA Value Fund

 

Investment Income:

       

Dividends

  $ 14,626  

Interest

    157  

Less: Foreign Taxes Withheld

    (18 )

Total Investment Income

    14,765  

Expenses:

       

Administration Fees

    37,312  

Investment Advisory Fees

    2,864  

Trustees' Fees (Form N-CSRS Item 10)

    352  

Chief Compliance Officer Fees

    13  

Offering Costs

    64,768  

Audit Fees

    12,800  

Transfer Agent Fees

    10,399  

Legal Fees

    2,235  

Pricing Fees

    1,335  

Custodian Fees

    527  

Registration and Filing Fees

    402  

Printing Fees

    43  

Other Expenses

    779  

Total Expenses

    133,829  

Less:

       

Waiver - Reimbursement from Adviser

    (130,107 )

Net Expenses

    3,722  

Net Investment Income

    11,043  

Net Realized Gain on:

       

Investments

    17,701  

Net Realized Gain

    17,701  

Net Change in Unrealized Depreciation on:

       

Investments

    (958 )

Net Change in Unrealized Appreciation (Depreciation)

    (958 )

Net Realized and Unrealized Gain

    16,743  

Net Increase in Net Assets Resulting from Operations

  $ 27,786  

 

The accompanying notes are an integral part of the financial statements.

17

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA EMERGING MARKETS

VALUE FUND

 

 

STATEMENTS OF CHANGES IN NET ASSETS

   

Six Months
Ended
June 30, 2024 (Unaudited)

   

Year
Ended
December 31, 2023

 

Operations:

               

Net Investment Income

  $ 10,895,975     $ 15,989,805  

Net Realized Gain (Loss)

    4,358,104       15,930,289  

Net Change in Unrealized Appreciation (Depreciation)

    23,324,193       44,692,992  

Net Increase in Net Assets Resulting From Operations

    38,578,272       76,613,086  

Total Distributions

          (18,921,672 )

Capital Share Transactions:

               

Institutional Class Shares

               

Issued

    196,046,454       179,033,794  

Reinvestment of Distributions

          18,574,301  

Redeemed

    (75,003,150 )     (116,588,880 )

Net Increase in Net Assets From Capital Share Transactions

    121,043,304       81,019,215  

Total Increase in Net Assets

    159,621,576       138,710,629  

Net Assets:

               

Beginning of Year/Six Month Period

    566,521,845       427,811,216  

End of Year/Six Month Period

  $ 726,143,421     $ 566,521,845  

Shares Transactions:

               

Institutional Class Shares

               

Issued

    20,248,902       18,825,594  

Reinvestment of Distributions

          1,915,191  

Redeemed

    (7,719,018 )     (12,147,112 )

Net Increase in Shares Outstanding From Share Transactions

    12,529,884       8,593,673  

 

Amounts designated as “—” are $0.

 

The accompanying notes are an integral part of the financial statements.

18

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA INTERNATIONAL

VALUE FUND

 

 

STATEMENTS OF CHANGES IN NET ASSETS

   

Six Months
Ended
June 30, 2024 (Unaudited)

   

Year
Ended
December 31, 2023

 

Operations:

               

Net Investment Income

  $ 976,563     $ 114,769  

Net Realized Gain (Loss)

    773,006       102,844  

Net Change in Unrealized Appreciation (Depreciation)

    (760,411 )     956,447  

Net Increase in Net Assets Resulting From Operations

    989,158       1,174,060  

Total Distributions

          (111,339 )

Capital Share Transactions:

               

Institutional Class Shares

               

Issued

    53,256,333       14,167,278  

Reinvestment of Distributions

          111,339  

Redeemed

    (411,311 )     (1,540,322 )

Net Increase in Net Assets From Capital Share Transactions

    52,845,022       12,738,295  

Total Increase in Net Assets

    53,834,180       13,801,016  

Net Assets:

               

Beginning of Year/Six Month Period

    16,927,806       3,126,790  

End of Year/Six Month Period

  $ 70,761,986     $ 16,927,806  

Shares Transactions:

               

Institutional Class Shares

               

Issued

    4,938,388       1,406,152  

Reinvestment of Distributions

          10,685  

Redeemed

    (36,827 )     (157,457 )

Net Increase in Shares Outstanding From Share Transactions

    4,901,561       1,259,380  

 

Amounts designated as “—” are $0.

 

The accompanying notes are an integral part of the financial statements.

19

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA

VALUE FUND

 

 

STATEMENTS OF CHANGES IN NET ASSETS

   

Six Months
Ended
June 30, 2024 (Unaudited)

   

Period
Ended
December 31, 2023*

 

Operations:

               

Net Investment Income

  $ 11,043     $ 7,262  

Net Realized Gain (Loss)

    17,701       3,312  

Net Change in Unrealized Appreciation (Depreciation)

    (958 )     99,815  

Net Increase in Net Assets Resulting From Operations

    27,786       110,389  

Total Distributions

          (7,141 )

Capital Share Transactions:

               

Institutional Class Shares

               

Issued

    56       1,000,100  

Reinvestment of Distributions

          7,141  

Net Increase in Net Assets From Capital Share Transactions

    56       1,007,241  

Total Increase in Net Assets

    27,842       1,110,489  

Net Assets:

               

Beginning of Period

    1,110,489        

End of Period

  $ 1,138,331     $ 1,110,489  

Shares Transactions:

               

Institutional Class Shares

               

Issued

    5       100,010  

Reinvestment of Distributions

          644  

Net Increase in Shares Outstanding From Share Transactions

    5       100,654  

 

* Commenced operations on August 31, 2023.

 

Amounts designated as “—” are $0.

 

The accompanying notes are an integral part of the financial statements.

20

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA EMERGING MARKETS

VALUE FUND

 

 

FINANCIAL HIGHLIGHTS

Selected Per Share Data & Ratios For a Share

Outstanding Throughout the Year or Period

   

Six Months Ended June 30, 2024 (Unaudited) 

   

Year
Ended
December 31, 2023 

   

Year
Ended
December 31, 2022 

   

Period
Ended
December 31, 2021
(1) 

 

Net Asset Value, Beginning of Year/Period

  $ 9.72     $ 8.61     $ 9.05     $ 10.00  

Income (Loss) from Investment Operations:

                               

Net Investment Income*

    0.16       0.29       0.38       0.23  

Net Realized and Unrealized Gain (Loss)

    0.37       1.15       (0.49 )     (1.08 )

Total from Investment Operations

    0.53       1.44       (0.11 )     (0.85 )

Dividends and Distributions:

                               

Net Investment Income

          (0.33 )     (0.33 )     (0.09 )

Capital Gains

                      (0.01 )

Total Dividends and Distributions

          (0.33 )     (0.33 )     (0.10 )

Net Asset Value, End of Year/Period

  $ 10.25     $ 9.72     $ 8.61     $ 9.05  

Total Return

    5.45 %     16.74 %     (1.19 )%     (8.45 )%

Ratios and Supplemental Data

                               

Net Assets, End of Year/Period (Thousands)

  $ 726,143     $ 566,522     $ 427,811     $ 179,438  

Ratio of Net Expenses to Average Net Assets

    0.84 %     0.87 %     0.90 %     0.90 %

Ratio of Gross Expenses to Average Net Assets

    0.84 %     0.85 %     0.88 %     1.19 %

Ratio of Net Investment Income to Average Net Assets

    3.36 %     3.09 %     4.45 %     4.24 %

Portfolio Turnover Rate

    10 %     26 %     35 %     17 %

 

*

Per share calculations were performed using average shares for the period.

Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Annualized

Portfolio turnover rate is for the period indicated and has not been annualized.

(1)

Commenced operations on June 3, 2021.

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

 

The accompanying notes are an integral part of the financial statements.

21

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA INTERNATIONAL

VALUE FUND

 

 

FINANCIAL HIGHLIGHTS

Selected Per Share Data & Ratios For a Share

Outstanding Throughout the Year or Period

   

Six Months Ended June 30, 2024 (Unaudited) 

   

Year
Ended
December 31, 2023 

   

Year
Ended
December 31, 2022 

   

Period
Ended
December 31, 2021
(1) 

 

Net Asset Value, Beginning of Year/Period

  $ 10.42     $ 8.56     $ 9.23     $ 10.00  

Income (Loss) from Investment Operations:

                               

Net Investment Income*

    0.23       0.23       0.29       0.12  

Net Realized and Unrealized Gain (Loss)

    0.19       1.75       (0.65 )     (0.84 )

Total from Investment Operations

    0.42       1.98       (0.36 )     (0.72 )

Dividends and Distributions:

                               

Net Investment Income

          (0.12 )     (0.31 )     (0.05 )

Capital Gains

                       

Total Dividends and Distributions

          (0.12 )     (0.31 )     (0.05 )

Net Asset Value, End of Year/Period

  $ 10.84     $ 10.42     $ 8.56     $ 9.23  

Total Return

    4.03 %     23.09 %     (3.88 )%     (7.21 )%

Ratios and Supplemental Data

                               

Net Assets, End of Year/Period (Thousands)

  $ 70,762     $ 16,928     $ 3,127     $ 3,474  

Ratio of Net Expenses to Average Net Assets

    0.75 %     0.75 %     0.75 %     0.75 %

Ratio of Gross Expenses to Average Net Assets

    0.99 %     4.16 %     6.39 %     17.78 %

Ratio of Net Investment Income to Average Net Assets

    4.31 %     2.34 %     3.44 %     2.23 %

Portfolio Turnover Rate

    15 %     64 %     46 %     10 %

 

*

Per share calculations were performed using average shares for the period.

Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Annualized

Portfolio turnover rate is for the period indicated and has not been annualized.

(1)

Commenced operations on June 3, 2021.

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

 

The accompanying notes are an integral part of the financial statements.

22

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA

VALUE FUND

 

 

FINANCIAL HIGHLIGHTS

Selected Per Share Data & Ratios For a Share

Outstanding Throughout the Period

   

Six Months Ended June 30, 2024 (Unaudited) 

   

Period
Ended
December 31, 2023
(1) 

 

Net Asset Value, Beginning of Period

  $ 11.03     $ 10.00  

Income (Loss) from Investment Operations:

               

Net Investment Income*

    0.11       0.07  

Net Realized and Unrealized Gain

    0.17       1.03  

Total from Investment Operations

    0.28       1.10  

Dividends and Distributions:

               

Net Investment Income

          (0.07 )

Capital Gains

           

Total Dividends and Distributions

          (0.07 )

Net Asset Value, End of Period

  $ 11.31     $ 11.03  

Total Return

    2.54 %     11.01 %

Ratios and Supplemental Data

               

Net Assets, End of Period (Thousands)

  $ 1,138     $ 1,110  

Ratio of Net Expenses to Average Net Assets

    0.65 %     0.65 %

Ratio of Gross Expenses to Average Net Assets

    23.36 %     25.73 %

Ratio of Net Investment Income to Average Net Assets

    1.93 %     2.17 %

Portfolio Turnover Rate

    17 %     17 %

 

*

Per share calculations were performed using average shares for the period.

Total return is for the period indicated and has not been annualized. Returns shown do not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Annualized

Portfolio turnover rate is for the period indicated and has not been annualized.

(1)

Commenced operations on August 31, 2023.

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

 

The accompanying notes are an integral part of the financial statements.

23

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

NOTES TO FINANCIAL STATEMENTS

 

1. Organization:

 

The Advisors’ Inner Circle Fund III (the “Trust”) is organized as a Delaware statutory trust under a Declaration of Trust dated December 4, 2013. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with 58 funds. The financial statements herein are those of the ARGA Emerging Markets Value Fund (the “Emerging Markets Value Fund”), the ARGA International Value Fund (the “International Value Fund”) and the ARGA Value Fund (the “Value Fund”); collectively known as the ARGA Funds (the “Funds”). The investment objective of the Funds is to seek to provide long-term capital appreciation. Each of the Funds is classified as a non-diversified investment company. ARGA Investment Management, LP (the “Adviser”) serves as the investment adviser to each of the Funds. Each Fund offers two classes of shares to investors, Investor Shares and Institutional Shares. The financial statements of the remaining funds of the Trust are presented separately. The assets of each Fund are segregated, and a shareholder’s interest is limited to the Fund in which shares are held. Please refer to a current prospectus for additional information on each share class. Investor Shares of the Funds are currently not available for purchase.

 

2. Significant Accounting Policies:

 

The accompanying financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) and are presented in U.S. dollars which is the functional currency of the Funds. The Funds are investment companies and therefore apply the accounting and reporting guidance issued by the U.S. Financial Accounting Standards Board (“FASB”) in Accounting Standards Codification (“ASC”) Topic 946, Financial Services — Investment Companies. The following are significant accounting policies which are consistently followed in the preparation of the financial statements.

 

Use of Estimates — The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.

 

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ official closing price will be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates. Prices for most securities held in the Funds are provided daily by recognized

 

24

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

independent pricing agents. If a security price cannot be obtained from an independent, third-party pricing agent, the Funds seek to obtain a bid price from at least one independent broker.

 

Securities for which market prices are not “readily available” are valued in accordance with fair value procedures (the "Fair Value Procedures") established by the Adviser and approved by the Trust's Board of Trustees (the “Board”). Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the "valuation designee" to determine the fair value of securities and other instruments for which no readily available market quotations are available. The Fair Value Procedures are implemented through a Fair Value Committee (the “Committee”) of the Adviser.

 

Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures include: the security’s trading has been halted or suspended; the security has been delisted from a national exchange; the security’s primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government imposed restrictions. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee.

 

In accordance with U.S. GAAP, the Funds disclose fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price).

 

Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

 

 

Level 1 — Unadjusted quoted prices in active markets for identical, unrestricted assets or liabilities that the Funds have the ability to access at the measurement date;

 

 

Level 2 — Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with the Adviser's pricing procedures, etc.); and

 

 

Level 3 — Prices, inputs or exotic modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

 

Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.

 

25

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

Federal Income Taxes — It is the Funds’ intention to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended. Accordingly, no provision for Federal income taxes has been made in the financial statements.

 

The Funds evaluate tax positions taken or expected to be taken in the course of preparing the Funds’ tax returns to determine whether it is “more-likely-than-not” (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current period. The Funds did not record any tax provision in the current period. However, management’s conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e., from commencement of operations, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.

 

As of and during the six months ended June 30, 2024, the Funds did not have a liability for any unrecognized tax benefits. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations. During the year, the Funds did not incur any interest or penalties.

 

Withholding taxes on foreign dividends have been provided for in accordance with the Funds’ understanding of the applicable country’s tax rules and rates. The Funds or their agent files withholding tax reclaims in certain jurisdictions to recover certain amounts previously withheld. The Funds may record a reclaim receivable based on collectability, which includes factors such as the jurisdiction’s applicable laws, payment history and market convention. Professional fees paid to those that provide assistance in receiving the tax reclaims, which generally are contingent upon successful receipt of reclaimed amounts, are recorded in Professional Fees on the Statements of Operations once the amounts are due. The professional fees related to pursuing these tax reclaims are not subject to the Adviser’s expense limitation agreement.

 

Security Transactions and Investment Income — Security transactions are accounted for on trade date. Costs used in determining realized gains and losses on the sale of investment securities are based on the specific identification method. Dividend income and expense are recorded on the ex-dividend date. Dividend income is recorded net of unrecoverable withholding tax. Interest income is recognized on the accrual basis from settlement date. Certain dividends and expenses from foreign securities will be recorded as soon as the Funds are informed of the dividend if such information is obtained subsequent to the ex-dividend date.

 

Foreign Currency Translation — The books and records of the Funds are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Funds do not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses

 

26

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Funds’ books and the U.S. dollar equivalent amounts actually received or paid.

 

Classes — Class specific expenses are borne by that class of shares. Income, realized and unrealized gains (losses), and non-class specific expenses are allocated to the respective class on basis of relative daily net assets.

 

Cash — Idle cash may be swept into various time deposit accounts and is classified as cash on the Statements of Assets and Liabilities. The Funds maintain cash in bank deposit accounts which, at times may exceed United States federally insured limits. Amounts invested are available on the same business day.

 

Expenses — Most expenses of the Trust can be directly attributed to a particular fund. Expenses which cannot be directly attributed to a particular fund are apportioned among the funds of the Trust based on the number of funds and/or relative net assets.

 

Dividends and Distributions to Shareholders — Each Fund distributes its net investment income and makes distributions of its net realized capital gains, if any, at least annually. If you own Fund shares on a Fund’s record date, you will be entitled to receive the distribution.

 

Deferred Offering Costs — Offering costs, including costs of printing initial prospectus, legal and registration fees, are amortized over twelve-months from inception of the Fund. During the six months ended June 30, 2024, the ARGA Value Fund amortized offering costs of $64,768. As of June 30, 2024, the ARGA Value Fund has deferred offering costs remaining to be amortized of $4,671.

 

3. Transactions with Affiliates:

 

Certain officers of the Trust are also employees of SEI Investments Global Funds Services (the “Administrator”), a wholly owned subsidiary of SEI Investments Company, and/or SEI Investments Distribution Co. (the “Distributor”). Such officers are paid no fees by the Trust, other than the Chief Compliance Officer (“CCO”) as described below, for serving as officers of the Trust.

 

The services provided by the CCO and his staff are paid for by the Trust as incurred. The services include regulatory oversight of the Trust’s Advisors and service providers as required by SEC regulations. The CCO’s services and fees have been approved by and are reviewed by the Board.

 

4. Administration, Custodian and Transfer Agent Agreements:

 

The Funds and the Administrator are parties to an Administration Agreement under which the Administrator provides administration services to the Funds. For these services, the Administrator is paid an asset based fee, which will vary depending on the number of share classes and the average daily net assets of the Funds. For the six months ended June 30, 2024, ARGA Emerging Markets Value Fund, ARGA International Value Fund and ARGA Value Fund each paid $222,524, $49,750 and $37,312 for these services, respectively.

 

27

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

Brown Brothers Harriman & Co. acts as custodian (the “Custodian”) for the Funds. The Custodian plays no role in determining the investment policies of the Funds or which securities are to be purchased or sold by the Funds. For the six months ended June 30, 2024, the ARGA Emerging Markets Value Fund, ARGA International Value Fund and ARGA Value Fund each paid $57,891, $3,565 and $527 for these services, respectively.

 

Atlantic Shareholder Services LLC serves as the transfer agent and dividend disbursing agent for the Funds under a transfer agency agreement with the Trust. For the six months ended June 30, 2024, the ARGA Emerging Markets Value Fund, ARGA International Value Fund and ARGA Value Fund each paid $20,332, $10,439 and $10,399 for these services, respectively.

 

5. Investment Advisory Agreement:

 

Under the terms of an investment advisory agreement, the Adviser provides investment advisory services to the ARGA Emerging Markets Value Fund, ARGA International Value Fund and ARGA Value Fund at a fee, which is calculated daily and paid monthly, at an annual rate of 0.70%, 0.60% and 0.50%, respectively of each Fund’s average daily net assets.

 

For each Fund, the Adviser has contractually agreed to reduce its fees and/or reimburse expenses to the extent necessary to keep the Funds’ total annual Fund operating expenses (excluding distribution and/or service (12b-1) fees, shareholder servicing fees, interest, taxes, brokerage commissions, and other costs and expenses relating to the securities that are purchased and sold by the Fund, dividend and interest expenses on securities sold short, acquired fund fees and expenses, fees and expenses incurred in connection with tax reclaim recovery services, other expenditures which are capitalized in accordance with generally accepted accounting principles, and non-routine expenses (collectively, “excluded expenses”)) for Investor Shares and Institutional Shares from exceeding certain levels as set forth below until April 30, 2025. Refer to Waiver - Reimbursement from Adviser on the Statement of Operations for fees waived for the six months ended June 30, 2024.

 

Accordingly, the contractual expense limitations for each Fund are as follows:

 

 

Contractual Expense Limitations Institutional Shares

ARGA Emerging Markets Value Fund

0.90%

ARGA International Value Fund

0.75%

ARGA Value Fund

0.65%

 

In addition, the Adviser may receive from a Fund the difference between the total annual Fund operating expenses (not including excluded expenses) and the Fund’s contractual expense limit to recoup all or a portion of its prior fee waivers or expense

 

28

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

 

reimbursements made during the rolling three-year period preceding the date of the recoupment if at any point total annual Fund operating expenses (not including excluded expenses) are below the contractual expense limit (i) at the time of the fee waiver and/or expense reimbursement and (ii) at the time of the recoupment. This agreement may be terminated: (i) by the Board, for any reason at any time; or (ii) by the Adviser, upon ninety (90) days’ prior written notice to the Trust, effective as of the close of business on April 30, 2025.

 

As of June 30, 2024, fees that were previously waived by the Adviser, which may be subject to possible future reimbursement to the Adviser are as follows:

 

Period

 

Subject to Repayment until June 30:

   

ARGA Emerging Markets Value Fund

   

ARGA International Value Fund

 

2022

    2025     $     $ 158,043  

2023

    2026             158,361  

2024

    2027             147,812  
            $     $ 464,216  

 

Period

 

Subject to Repayment until June 30:

   

ARGA Value Fund

 

2024

    2027     $ 213,865  
            $ 213,865  

 

For the six months ended June 30, 2024, the Funds did not recoup any previously waived fees.

 

6. Investment Transactions:

 

For the six months ended June 30, 2024, the purchases and sales of investment securities other than long-term U.S. Government and short-term investments, were as follows:

 

      Purchases       Sales  

ARGA Emerging Markets Value Fund

  $ 149,071,108     $ 60,800,814  

ARGA International Value Fund

    63,548,626       6,240,272  

ARGA Value Fund

    200,678       198,798  

 

7. Federal Tax Information:

 

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain/(loss) on investment transactions for a reporting period may differ significantly from distributions during the year. The book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to distributable earnings or paid-in-capital as appropriate, in the period that the difference arises.

 

29

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

The tax character of dividends and distributions paid during the year or period ended December 31, 2023, were as follows:

 

   

Ordinary Income

   

Total

 

ARGA Emerging Markets Value Fund

2023

  $ 18,921,672     $ 18,921,672  

2022

    16,259,011       16,259,011  

ARGA International Value Fund

2023

    111,339       111,339  

2022

    110,290       110,290  

ARGA Value Fund

2023

    7,141       7,141  

 

As of December 31, 2023, the components of distributable earnings on a tax basis were as follows:

 

   

ARGA Emerging Markets Value Fund

   

ARGA International Value Fund

   

ARGA Value Fund

 

Undistributed Ordinary Income

  $ 3,894,694     $ 15,869     $ 3,433  

Capital Loss Carryforwards

    (5,725,877 )            

Unrealized Appreciation

    21,606,226       720,081       99,815  

Other Temporary Differences

    (5 )            

Total Distributable Earnings

  $ 19,775,038     $ 735,950     $ 103,248  

 

Post October losses represent losses realized on investment transactions from November 1, 2023 through December 31, 2023, that, in accordance with Federal income tax regulations, the Funds may defer and treat as having arisen in the following fiscal year.

 

For Federal income tax purposes, capital loss carryforwards may be carried forward indefinitely and applied against all future gains. Losses carried forward are as follows:

 

   

Short-Term Loss

   

Long-Term Loss

   

Total

 

ARGA Emerging Markets Value Fund

  $ 5,725,877     $     $ 5,725,877  

 

 

During the year ended December 31, 2023, the following Funds utilized capital loss carryforwards to offset capital gains amounting to:

 

   

Short-Term Loss

   

Long-Term Loss

   

Total

 

ARGA Emerging Markets Value Fund

  $ 12,710,298     $ 2,525,481     $ 15,235,779  

ARGA International Value Fund

    55,454       51,777       107,231  

 

30

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

The Federal tax cost and aggregate gross unrealized appreciation and depreciation for investments held by Funds at June 30, 2024, were as follows:

 

   

Federal Tax Cost

   

Aggregate Gross Unrealized Appreciation

   

Aggregate Gross Unrealized Depreciation

   

Net Unrealized Appreciation/Depreciation

 

ARGA Emerging Markets Value Fund

  $ 627,012,514     $ 113,419,219     $ (59,138,421 )   $ 54,280,798  

ARGA International Value Fund

    67,280,740       3,261,936       (3,285,811 )     (23,875 )

ARGA Value Fund

    1,028,543       149,396       (50,539 )     98,857  

 

8. Concentration of Shareholders:

 

At June 30, 2024, the percentage of total shares outstanding held by shareholders for each Fund, which are comprised of individual shareholders and omnibus accounts that are held on behalf of various individual shareholders, each owning 10% or greater of the aggregate shares outstanding were as follows:

 

   

No. of
Shareholders

   

%
Ownership

 

ARGA Emerging Markets Value Fund, Institutional Shares

    2       78%  

ARGA International Value Fund, Institutional Shares

    3       92%  

ARGA Value Fund, Institutional Shares

    1       100%  

 

9. Indemnifications:

 

In the normal course of business, the Funds enter into contracts that provide general indemnifications. The Funds’ maximum exposure under these arrangements is dependent on future claims that may be made against the Funds and, therefore, cannot be established; however, based on experience, the risk of loss from such claim is considered remote.

 

10. Concentration of Risks:

 

As with all mutual funds, there is no guarantee that the Fund will achieve its investment objective. You could lose money by investing in the Fund. A Fund share is not a bank deposit and it is not insured or guaranteed by the FDIC or any government agency.

 

Equity Risk — The risk that stock prices will fall over short or extended periods of time, sometimes rapidly and unpredictably. The value of equity securities will fluctuate in response to factors affecting a particular company, as well as broader market and economic conditions. Broad movements in financial markets may adversely affect the price of the Fund’s investments, regardless of how well the companies in which the Fund invests perform. Moreover, in the event of a company’s bankruptcy, claims

 

31

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

of certain creditors, including bondholders, will have priority over claims of common stock holders such as the Fund.

 

Market Risk — The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment, general economic and market conditions, regional or global instability, and currency and interest rate fluctuations. In addition, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which the Fund invests, which in turn could negatively impact the Fund’s performance and cause losses on your investment in the Fund. Market risk may affect a single issuer, an industry, a sector or the equity or bond market as a whole.

 

Active Management Risk — The Fund is subject to the risk that the Adviser’s judgments about the attractiveness, value, or potential appreciation of the Fund’s investments may prove to be incorrect. If the investments selected and strategies employed by the Fund fail to produce the intended results, the Fund could underperform in comparison to other funds with similar objectives and investment strategies.

 

Value Style Risk — The Adviser’s value investment style may increase the risks of investing in the Fund. If the Adviser’s assessment of market conditions, or a company’s value or prospects for exceeding earnings expectations is inaccurate, the Fund could suffer losses or produce poor performance relative to other funds. In addition, “value stocks” can continue to be undervalued by the market for long periods of time.

 

Foreign Investment/Emerging Markets Risk — The risk that non-U.S. securities may be subject to additional risks due to, among other things, political, social and economic developments abroad, currency movements, and different legal, regulatory and tax environments. These additional risks may be heightened with respect to emerging market countries because political turmoil and rapid changes in economic conditions are more likely to occur in these countries. In addition, periodic U.S. Government restrictions on investments in issuers from certain foreign countries may require the Fund to sell such investments at inopportune times, which could result in losses to the Fund.

 

Frontier Markets Risk — Frontier markets are inherently riskier than developed and advanced emerging markets, given the earlier stage of their economic and capital market development. Given the more limited investment flows, frontier markets tend to be less liquid than their developed and emerging market peers. Frontier markets carry higher governance risk, political instability, capital control risk and foreign exchange risk.

 

32

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

Geographic Focus Risk — To the extent that it focuses its investments in a particular country or geographic region, the Fund may be more susceptible to economic, political, regulatory or other events or conditions affecting issuers and countries within that country or geographic region. As a result, the Fund may be subject to greater price volatility and risk of loss than a fund holding more geographically diverse investments.

 

Sector and Industry Focus Risk — Because the Fund may, from time to time, be more heavily invested in particular sectors, the value of its shares may be especially sensitive to factors and economic risks that specifically affect those sectors. As a result, the Fund’s share price may fluctuate more widely than the value of shares of a mutual fund that invests in a broader range of sectors.

 

Currency Risk — As a result of the Fund’s investments in securities or other investments denominated in, and/or receiving revenues in, foreign currencies, the Fund will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar, resulting in the dollar value of an investment in the Fund being adversely affected. Currency exchange rates may fluctuate in response to, among other things, changes in interest rates, intervention (or failure to intervene) by U.S. or foreign governments, central banks or supranational entities, or by the imposition of currency controls or other political developments in the United States or abroad.

 

Liquidity Risk — Certain securities may be difficult or impossible to sell at the time and the price that the Fund would like. The Fund may have to accept a lower price to sell a security, sell other securities to raise cash, or give up an investment opportunity, any of which could have a negative effect on Fund management or performance. Liquidity risk may be heightened in the emerging market countries in which the Fund invests, as a result of their markets being less developed.

 

Depositary Receipts Risk — Depositary receipts, such as ADRs, GDRs and EDRs, are certificates evidencing ownership of shares of a foreign issuer that are issued by depositary banks and generally trade on an established market. Depositary receipts are subject to many of the risks associated with investing directly in foreign securities, including, among other things, political, social and economic developments abroad, currency movements and different legal, regulatory and tax environments.

 

Preferred Stock Risk — Preferred stocks in which the Fund may invest are sensitive to interest rate changes, and are also subject to equity risk, which is the risk that stock prices will fall over short or extended periods of time. The rights of preferred stocks on the distribution of a company’s assets in the event of a liquidation are generally subordinate to the rights associated with a company’s debt securities.

 

Private Placements Risk — Investment in privately placed securities may be less liquid than in publicly traded securities. Although these securities may be resold in privately negotiated transactions, the prices realized from these sales could be less than those originally paid by the Fund or less than what may be considered the fair value of such

 

33

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

securities. Furthermore, companies whose securities are not publicly traded may not be subject to the disclosure and other investor protection requirements that might be applicable if their securities were publicly traded.

 

Participation Notes Risk — The return on a P-Note is linked to the performance of the issuers of the underlying securities. The performance of P-Notes will not replicate exactly the performance of the issuers that they seek to replicate due to transaction costs and other expenses. P-Notes are subject to counterparty risk since the notes constitute general unsecured contractual obligations of the financial institutions issuing the notes, and the Fund is relying on the creditworthiness of such institutions and has no rights under the notes against the issuers of the underlying securities. In addition, P-Notes are subject to liquidity risk, which is described elsewhere in this section.

 

Master Limited Partnerships (MLPs) Risk — MLPs are limited partnerships in which the ownership units are publicly traded. MLPs often own several properties or businesses (or own interests) that are related to oil and gas industries or other natural resources, but they also may finance other projects. To the extent that an MLP's interests are all in a particular industry, the MLP will be negatively impacted by economic events adversely impacting that industry. Additional risks of investing in a MLP also include those involved in investing in a partnership as opposed to a corporation, such as limited control of management, limited voting rights and tax risks. MLPs may be subject to state taxation in certain jurisdictions, which will have the effect of reducing the amount of income paid by the MLP to its investors.

 

REITs Risk — REITs are pooled investment vehicles that own, and usually operate, income-producing real estate. REITs are susceptible to the risks associated with direct ownership of real estate, such as the following: declines in property values; increases in property taxes, operating expenses, interest rates or competition; overbuilding; zoning changes; and losses from casualty or condemnation. REITs typically incur fees that are separate from those of the Fund. Accordingly, the Fund’s investments in REITs will result in the layering of expenses such that shareholders will indirectly bear a proportionate share of the REITs’ operating expenses, in addition to paying Fund expenses. REIT operating expenses are not reflected in the fee table and example in this prospectus.

 

ETFs Risk — ETFs are pooled investment vehicles, such as registered investment companies and grantor trusts, whose shares are listed and traded on U.S. and non-U.S. stock exchanges or otherwise traded in the over-the-counter market. To the extent that the Fund invests in ETFs, the Fund will be subject to substantially the same risks as those associated with the direct ownership of the securities in which the ETF invests, and the value of the Fund’s investment will fluctuate in response to the performance of the ETF’s holdings. ETFs typically incur fees that are separate from those of the Fund. Accordingly, the Fund’s investments in ETFs will result in the

 

34

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

layering of expenses such that shareholders will indirectly bear a proportionate share of the ETFs’ operating expenses, in addition to paying Fund expenses.

 

Stock Connect Investing Risk — Trading through Stock Connect is subject to a number of restrictions that may affect the Fund’s investments and returns, including a daily quota that limits the maximum net purchases under Stock Connect each day. In addition, investments made through Stock Connect are subject to relatively untested trading, clearance and settlement procedures. Moreover, A-Shares purchased through Stock Connect generally may only be sold or otherwise transferred through Stock Connect. The Fund’s investments in A-Shares purchased through Stock Connect are generally subject to Chinese securities regulations and listing rules. While overseas investors currently are exempt from paying capital gains or value added taxes on income and gains from investments in A-Shares purchased through Stock Connect, these tax rules could be changed, which could result in unexpected tax liabilities for the Fund. Stock Connect operates only on days when both the China and Hong Kong markets are open for trading and when banks in both markets are open on the corresponding settlement days. Therefore, the Fund may be subject to the risk of price fluctuations of A-Shares when Stock Connect is not trading.

 

New Fund Risk — Because the Fund is new, investors in the Fund bear the risk that the Fund may not be successful in implementing its investment strategy, may not employ a successful investment strategy, or may fail to attract sufficient assets under management to realize economies of scale, any of which could result in the Fund being liquidated at any time without shareholder approval and at a time that may not be favorable for all shareholders. Such liquidation could have negative tax consequences for shareholders and will cause shareholders to incur expenses of liquidation.

 

11. Subsequent Events:

 

The Funds have evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no additional disclosures and/or adjustments were required to the financial statements as of June 30, 2024.

 

35

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Form N-CSRS Item 11)

 

ARGA Emerging Markets Value Fund

 

ARGA International Value Fund

 

ARGA Value Fund

 

Pursuant to Section 15 of the Investment Company Act of 1940 (the “1940 Act”), the Funds’ advisory agreement (the “Agreement”) must be renewed at least annually after its initial two-year term: (i) by the vote of the Board of Trustees (the “Board” or the “Trustees”) of The Advisors’ Inner Circle Fund III (the “Trust”) or by a vote of a majority of the shareholders of the Funds; and (ii) by the vote of a majority of the Trustees who are not parties to the Agreement or “interested persons” of any party thereto, as defined in the 1940 Act (the “Independent Trustees”), cast in person at a meeting called for the purpose of voting on such renewal.

 

A Board meeting was held on March 26–27, 2024 to decide whether to renew the Agreement for an additional one-year term. In preparation for the meeting, the Trustees requested that the Adviser furnish information necessary to evaluate the terms of the Agreement. Prior to the meeting, the Independent Trustees of the Funds met to review and discuss the information provided and submitted a request for additional information to the Adviser, and information was provided in response to this request. The Trustees used this information, as well as other information that the Adviser and other service providers of the Funds presented or submitted to the Board at the meeting and other meetings held during the prior year, to help them decide whether to renew the Agreement for an additional year.

 

Specifically, the Board requested and received written materials from the Adviser and other service providers of the Funds regarding: (i) the nature, extent and quality of the Adviser’s services; (ii) the Adviser’s investment management personnel; (iii) the Adviser’s operations and financial condition; (iv) the Adviser’s brokerage practices (including any soft dollar arrangements) and investment strategies; (v) the Funds’ advisory fees paid to the Adviser and overall fees and operating expenses compared with peer groups of mutual funds; (vi) the level of the Adviser’s profitability from its relationship with the Funds, including both direct and indirect benefits accruing to the Adviser and its affiliates; (vii) the Adviser’s potential economies of scale; (viii) the Adviser’s compliance program, including a description of material compliance matters and material compliance violations; (ix) the Adviser’s policies on and compliance procedures for personal securities transactions; and (x) the Funds’ performance compared with peer groups of mutual funds and the Funds’ benchmark indices.

 

Representatives from the Adviser, along with other Fund service providers, presented additional information and participated in question and answer sessions at the Board meeting to help the Trustees evaluate the Adviser’s services, fees and other aspects of

 

36

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

the Agreement. The Independent Trustees received advice from independent counsel and met in executive sessions outside the presence of Fund management and the Adviser.

 

At the Board meeting, the Trustees, including all of the Independent Trustees, based on their evaluation of the information provided by the Adviser and other service providers of the Funds, renewed the Agreement. In considering the renewal of the Agreement, the Board considered various factors that they determined were relevant, including: (i) the nature, extent and quality of the services provided by the Adviser; (ii) the investment performance of the Funds and the Adviser; (iii) the costs of the services provided and profits realized by the Adviser from its relationship with the Funds, including both direct and indirect benefits accruing to the Adviser and its affiliates; (iv) the extent to which economies of scale are being realized by the Adviser; and (v) whether fee levels reflect such economies of scale for the benefit of Fund investors, as discussed in further detail below.

 

Nature, Extent and Quality of Services Provided by the Adviser

 

In considering the nature, extent and quality of the services provided by the Adviser, the Board reviewed the portfolio management services provided by the Adviser to the Funds, including the quality and continuity of the Adviser’s portfolio management personnel, the resources of the Adviser, and the Adviser’s compliance history and compliance program. The Trustees reviewed the terms of the Agreement. The Trustees also reviewed the Adviser’s investment and risk management approaches for the Funds. The most recent investment adviser registration form (“Form ADV”) for the Adviser was available to the Board, as was the response of the Adviser to a detailed series of questions which included, among other things, information about the investment advisory services provided by the Adviser to the Funds.

 

The Trustees also considered other services provided to the Funds by the Adviser such as selecting broker-dealers for executing portfolio transactions, monitoring adherence to the Funds’ investment restrictions, and monitoring compliance with various Fund policies and procedures and with applicable securities laws and regulations. Based on the factors above, as well as those discussed below, the Board concluded, within the context of its full deliberations, that the nature, extent and quality of the services provided to the Funds by the Adviser were sufficient to support renewal of the Agreement.

 

Investment Performance of the Funds and the Adviser

 

The Board was provided with regular reports regarding the Funds’ performance over various time periods. The Trustees also reviewed reports prepared by the Funds’ administrator comparing the Funds’ performance to their benchmark indices and peer groups of mutual funds as classified by Lipper, an independent provider of investment company data, over various periods of time. Representatives from the Adviser provided information regarding and led discussions of factors impacting the

 

37

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

performance of the Funds, outlining current market conditions and explaining their expectations and strategies for the future. The Trustees determined that the Funds’ performance was satisfactory, or, where the Funds’ performance was materially below their benchmarks and/or peer group, the Trustees were satisfied by the reasons for the underperformance and/or the steps taken by the Adviser in an effort to improve the performance of the Funds. Based on this information, the Board concluded, within the context of its full deliberations, that the investment results that the Adviser had been able to achieve for the Funds were sufficient to support renewal of the Agreement.

 

Costs of Advisory Services, Profitability and Economies of Scale

 

In considering the advisory fees payable by the Funds to the Adviser, the Trustees reviewed, among other things, a report of the advisory fees paid to the Adviser. The Trustees also reviewed reports prepared by the Funds’ administrator comparing the Funds’ net and gross expense ratios and advisory fees to those paid by peer groups of mutual funds as classified by Lipper. The Board concluded, within the context of its full deliberations, that the advisory fees were reasonable in light of the nature and quality of the services rendered by the Adviser.

 

The Trustees reviewed the costs of services provided by and the profits realized by the Adviser from its relationship with the Funds, including both direct benefits and indirect benefits, such as research and brokerage services received under soft dollar arrangements, accruing to the Adviser and its affiliates. The Trustees considered how the Adviser’s profitability was affected by factors such as its organizational structure and method for allocating expenses. The Trustees concluded that the profit margins of the Adviser with respect to the management of the Funds were not unreasonable. The Board also considered the Adviser’s commitment to managing the Funds and its willingness to continue its expense limitation and fee waiver arrangements with the Funds.

 

The Trustees considered the Adviser’s views relating to economies of scale in connection with the Funds as Fund assets grow and the extent to which the benefits of any such economies of scale are shared with the Funds and Fund shareholders. The Board considered the existence of any economies of scale and whether those were passed along to the Funds’ shareholders through a graduated advisory fee schedule or other means, including fee waivers. The Trustees recognized that economies of scale are difficult to identify and quantify and are rarely identifiable on a fund-by-fund basis. Based on this evaluation, the Board concluded that the advisory fee was reasonable in light of the information that was provided to the Trustees by the Adviser with respect to economies of scale.

 

Renewal of the Agreement

 

Based on the Board’s deliberations and its evaluation of the information described above and other factors and information it believed relevant in the exercise of its reasonable business judgment, the Board, including all of the Independent Trustees,

 

38

 

THE ADVISORS’ INNER CIRCLE FUND III

ARGA FUNDS

JUNE 30, 2024

(UNAUDITED)

 

 

with the assistance of Fund counsel and Independent Trustees’ counsel, unanimously concluded that the terms of the Agreement, including the fees payable thereunder, were fair and reasonable and agreed to renew the Agreement for another year. In its deliberations, the Board did not identify any absence of information as material to its decision, or any particular factor (or conclusion with respect thereto) or single piece of information that was all-important, controlling or determinative of its decision, but considered all of the factors together, and each Trustee may have attributed different weights to the various factors (and conclusions with respect thereto) and information.

 

39

 

NOTES

 

 

NOTES

 

 

ARGA Funds

P.O. Box 588

Portland, ME 04112

1- 866-234-2742

 

Investment Adviser:

ARGA Investment Management, LP

1010 Washington Blvd, 6th Floor

Stamford, CT 06901

 

Administrator:

SEI Investments Global Funds Services

One Freedom Valley Drive

Oaks, PA 19456

 

Distributor:

SEI Investments Distribution Co.

One Freedom Valley Drive

Oaks, PA 19456

 

Legal Counsel:

Morgan, Lewis & Bockius LLP

2222 Market Street

Philadelphia, PA 19103

 

Independent Registered Public Accounting Firm:

Ernst & Young LLP

One Commerce Square

2005 Market Street, Suite 700

Philadelphia, PA 19103

 

 

 

 

 

 

This information must be preceded or accompanied by a current prospectus for the Funds described.

 

ARG-SA-001-0400

 

 

 

 

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

 

There were no changes in or disagreements with accountants on accounting and financial disclosure during the period covered by the report.

 

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

 

There were no matters submitted to a vote of shareholders during the period covered by this report.

 

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

 

No remuneration was paid by the company during the period covered by the report to any Officers of the Trust, other than as disclosed as part of the financial statements included above in Item 7.

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

 

The disclosure regarding the Approval of Advisory Agreement, if applicable, is included as part of the financial statements included above in Item 7.

 

 

 

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

Item 14. Purchases of Equity Securities by Closed-End Management Company and Affiliated Purchasers.

 

Not applicable to open-end management investment companies.

 

Item 15. Submission of Matters to a Vote of Security Holders.

 

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees during the period covered by this report.

 

Item 16. Controls and Procedures.

 

(a) The Registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the Registrant's disclosure controls and procedures, as defined in Rule 30a-3(c) under the Act (17 CFR § 270.30a-3(c)), as of a date within 90 days of the filing date of the report, are effective based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR § 270.30a-3(b)) and Rule 13a-15(b) or Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR § 240.13a-15(b) or 240.15d-15(b)).

 

(b) There has been no change in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR § 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

 

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

Item 18. Recovery of Erroneously Awarded Compensation.

 

(a) Not applicable.

 

(b) Not applicable.

 

 

 

Item 19. Exhibits.

 

(a)(1) Not applicable for semi-annual reports.

 

(a)(2) Not applicable.

 

(a)(3) A separate certification for the principal executive officer and the principal financial officer of the Registrant, as required by Rule 30a-2(a) under the Act (17 CFR § 270.30a-2(a)), are filed herewith.

 

(a)(4) Not applicable.

 

(b) Officer certifications, as required by Rule 30a-2(b) under the Act (17 CFR § 270.30a-2(b)), also accompany this filing as exhibits.

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant) The Advisors’ Inner Circle Fund III  
     
By (Signature and Title) /s/ Michael Beattie   
  Michael Beattie  
  Principal Executive Officer  
     
Date: September 6, 2024    

 

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/ Michael Beattie   
  Michael Beattie  
  Principal Executive Officer  
     
Date: September 6, 2024    
     
By (Signature and Title) /s/ Andrew Metzger  
  Andrew Metzger  
  Principal Financial Officer  
     
Date: September 6, 2024