N-CSRS 1 fp0085980-1_ncsrs.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number: 811-08194

 

FINANCIAL INVESTORS TRUST

(Exact name of Registrant as specified in charter)

 

1290 Broadway, Suite 1000, Denver, Colorado 80203

(Address of principal executive offices) (Zip code)

 

Michael Lawlor, Esq., Secretary

Financial Investors Trust

1290 Broadway, Suite 1000

Denver, Colorado 80203

(Name and address of agent for service)

  

Registrant’s telephone number, including area code: 303-623-2577

 

Date of fiscal year end: April 30

 

Date of reporting period: May 1, 2023 – October 31, 2023

   

 

Item 1. Reports to Stockholders.

 

(a)       Report of Shareholders.

 

   

 

 

TABLE OF CONTENTS

 

 

SEMI-ANNUAL REPORT

 

 

SHAREHOLDER LETTER 1
PERFORMANCE UPDATE 4
DISCLOSURE OF FUND EXPENSES 6
PORTFOLIO OF INVESTMENTS 7
STATEMENT OF ASSETS AND LIABILITIES 19
STATEMENT OF OPERATIONS 20
STATEMENTS OF CHANGES IN NET ASSETS 21
FINANCIAL HIGHLIGHTS 22
NOTES TO FINANCIAL STATEMENTS 24
ADDITIONAL INFORMATION 31
LIQUIDITY RISK MANAGEMENT PROGRAM 32
PRIVACY POLICY 33

 

Disciplined Growth Investors’ goal is to communicate clearly and transparently with our clients and mutual fund shareholders. It is mutually beneficial when our shareholders understand how we invest, what we are currently thinking and forecasting, and the specific investment decisions we have made. Our views and opinions regarding the investment prospects of our portfolio holdings and the Fund are “forward looking statements” which may or may not be accurate over the long term. While we believe we have a reasonable basis for these forecasts and have confidence in our investment team’s views, actual results may differ materially from those we anticipate. Information provided in this report should not be considered a recommendation to purchase or sell any particular security.

 

You can identify forward looking statements as those including words such as “believe”, “expect”, “anticipate”, “forecast”, and similar statement. We cannot assure future performance. These forward-looking statements are made only as-of the date of this report. Following the publication of this report, we will not update any of the forward-looking statements included here.

 

This material must be preceded or accompanied by a prospectus. Please read the prospectus carefully before investing.

 

OCTOBER 31, 2023 DGINV.COM

   

 

The Disciplined Growth Investors Fund Shareholder Letter
  October 31, 2023 (Unaudited)

 

October 31st marked The DGI Fund’s fiscal year midway point. For the last six months, The Fund returned 7.42%. Stocks in the Fund were up 11.74%% while bonds declined 3.38%.

 

Since the Fund’s Inception (8/12/2011-10/31/2023), the DGI Fund has returned 10.31% (annualized). The stocks and bonds in the fund have returned annualized rates of 13.61% and 1.81%, respectively, in the same span.

 

For the remainder of this letter, we will focus on calendar year 2023 to-date and longer periods, as those hold more interesting and meaningful narratives than the last six months.

 

Calendar year 2022 presented the largest downturn since the Fund opened in 2011. Both in the Fund and in broad market indexes, stocks and bonds declined simultaneously for the first time since 1969.1 2023 has been a much different story, especially for equities. 2023 has also been a good example of how the stock market and the economy can act differently.

 

Coming into 2023, there was broad concern of an economic recession. Prices were continuing to increase, albeit less sharply than in 2022 and 2021. The consumer’s purchasing power was significantly eroded since the start of 2021. Rising interest rates caused a slight cooling in the housing market and likely negatively impacted private equity markets. With more interest rate hikes, bond prices fell through most of 2023. Banks struggled to absorb the pace of rate changes, with some well-publicized bank failures in March and many other bank stocks shedding value. Yet the stock market maintained an upward climb, with some hiccups in August, September, and October.

 

For the year-to-date, the Fund increased 14.97%, with stocks up 21.29% and bonds down slightly, returning -0.16%. Performance in stocks was both broad based and driven by a single holding. Of the 44 stocks in the Fund, 31 have increased in value thus far in the year, while 13 have posted negative performance. Super Micro Computer alone added 10.63% to the Fund’s total return. The stock is also the largest holding of The DGI Fund, at 12.03% of assets (10/31/23).

 

Super Micro Computer (SMCI)

The Fund’s initial purchase of SMCI was over 10 years ago. We were attracted to the way the founder had developed the company. He founded the company over thirty years ago with no venture capital money. His company has never had layoffs, has never done an acquisition and has never had a fiscal year during which the company lost money. By the time we invested, his company was generating annual sales of around $700 million.

 

For the first nine years the Fund held SMCI, the stock made no meaningful progress and faced some challenges. We were impressed with the reaction and transparency demonstrated by the senior management of Super Micro around these issues, and felt they were serious about becoming a major server company. The CEO’s behavior backed this view, as he cut his pay to just $1 per year and agreed to a 100% performance-based incentive program which would only pay if SMCI’s revenue and share price increased substantially.

 

Revenue growth came first. In 2022, Super Micro’s quarterly revenue growth was 50% or higher each quarter. This was quickly followed by expansion in profit margins – both gross and operating profits. SMCI’s operating profit margin ranged between 1.1% and 6.8% from 2020 through mid-2022. In the last three quarters of 2022, it was above 10% and has remained above pre-2022 highs during 2023.

 

The stock price has reflected this progress, increasing 190.85% in the calendar year-to-date.

 

Semi-Annual Report | October 31, 2023 1

   

 

The Disciplined Growth Investors Fund Shareholder Letter
  October 31, 2023 (Unaudited)

 

In addition to feeling good about a stock working well for us and our clients, Super Micro is encouraging to us as corporate governance is one key item in our research process. Management alignment with fundamental financial progress is something we believe is important to sustained growth.

 

At this point, SMCI is in a unique position in the Fund. It is the largest holding and we are keenly aware of the high allocation, yet we believe it still holds significant potential. We have trimmed the position slightly at times to manage allocation risk. That said, we are primarily focused on continuing to develop our understanding of the depth and durability of the long-term competitive advantage for SMCI and the size of their addressable market. Today, the company is generating annual revenues of about $7 billion. We believe their addressable market is around $60 billion and may well grow to $100 billion over the next decade. It is rare for a company to be both the performance leader and low-cost provider in an industry, but Super Micro appears to be executing on exactly those seemingly contradictory fronts.

 

A Mixed Bag for Bonds

The bond portfolio in The DGI Fund has contended with a mixture of price declines and increased yields on new purchases. The painful part, we believe, is likely mostly in the rear-view mirror. When interest rates increase, prices of existing bonds fall. For anyone not previously familiar with this dynamic, 2022 and 2023 have provided an uncomfortable primer.

 

On March 16, 2022, the U.S. Federal Reserve undertook the first of eight interest rate increases. Prior to the increases, the baseline Fed Funds rate was 0.25%. As of 10/31/23, it was 5.50%. The pace of the increase was nearly unprecedented in recent history. As a result, bonds in the Fund have returned -5.16% since the start of March 2022. That encapsulates the pain.

 

The forward-looking environment seems more favorable. At the start of March of 2022, the DGI Fund’s bond portfolio sported a yield to maturity of 2.29%. Today, that is at 6.03%, the highest such figure since we opened The DGI Fund in 2011.

 

The broad consensus forecast is that interest rates are likely to decline one to two years from now. We have no specific interest rate forecast, but given the improvement in yields available, our outlook for bonds is optimistic.

 

We entered 2023 optimistic about the Fund’s prospects, especially the equity portion. While this optimism has generally been validated so far, we still hold that view. Portfolio companies are executing well on a fundamental level. We believe stocks in the Fund are priced to offer forward returns above our hurdle rate.

 

New Purchases and Complete Sales

In the last six months, we did not add any new stocks to The DGI Fund or make any complete sales. We increased the position sizes of existing holdings Floor & Décor and Generac and trimmed the position sizes in Landstar System and Super Micro Computer.

 

Sincerely,

 

Frederick Martin, CFA – Portfolio Manager

 

Rob Nicoski, CPA* – Portfolio Manager

 

Nick Hansen, CFA, CAIA – Portfolio Manager

 

Jason Lima, CFA – Portfolio Manager

 

2 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Shareholder Letter
  October 31, 2023 (Unaudited)

 

*CPA License Inactive.
1As measured by the S&P 500 Index’s calendar year returns and the Bloomberg Aggregate US Government/Credit Bond Index.

 

The Barclay’s Government & Corporate Credit index includes both corporate (publicly-issued, fixed-rate, nonconvertible, investment grade, dollar-denominated, SEC-registered, corporate dept.) and government (Treasury Bond index, Agency Bond index, 1-3 Year Government index, and the 20+-Year treasury) indexes, including bonds with maturities up to ten years.

 

The S&P 500® Total Return Index is an unmanaged index of 500 common stocks chosen for market size, liquidity and industry group representation. It is a market-value weighted index. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly in the Index.

 

Asset class-specific performance is before fees. The Fund’s single fee – the management fee – is paid from the Fund’s holding of cash. Total Fund net-of-fees performance is presented in this letter, later in this annual report, and is updated monthly on the Fund’s website, www.dgifund.com.

 

The views of Disciplined Growth Investors, Inc. and information discussed in this commentary are as of the date of this report, are subject to change, and may not reflect the writers’ current views.

 

The views expressed are those of the Fund’s adviser only, and represent an assessment of market conditions at a specific point in time, are opinions only and should not be relied upon as investment advice regarding a particular investment or markets in general. Such information does not constitute a recommendation to buy or sell specific securities or investment vehicles. It should not be assumed that any investment will be profitable or will equal the performance of the portfolios or any securities or any sectors mentioned in this letter. The subject matter contained in this letter has been derived from several sources believed to be reliable and accurate at the time of compilation. Neither Disciplined Growth Investors, Inc. nor the Fund accepts any liability for losses either direct or consequential caused by the use of this information.

 

The Fund is distributed by ALPS Distributors, Inc.

 

The Fund is subject to investment risks, including possible loss of the principal amount invested and therefore is not suitable for all investors. The Fund may not achieve its objectives.

 

Diversification does not eliminate the risk of experiencing investment losses.

 

Fred Martin is a registered representative of ALPS Distributors, Inc. CFA Institute Marks are trademarks owned by the CFA Institute.

 

Semi-Annual Report | October 31, 2023 3

   

 

The Disciplined Growth Investors Fund Performance Update
  October 31, 2023 (Unaudited)

 

Annualized Total Return Performance (for the period ended October 31, 2023)

 

  6 Month 1 Year 3 Year 5 Year 10 Year Since Inception*
The Disciplined Growth Investors Fund 7.42% 15.11% 7.05% 8.43% 8.54% 10.31%
S&P 500® Total Return Index(1) 1.39% 10.14% 10.36% 11.01% 11.18% 13.13%

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data please call 1.855.DGI.FUND.

 

The table does not reflect the deductions of taxes a shareholder would pay on Fund distributions or redemptions of Fund shares.

 

Subject to investment risks, including possible loss of the principal amount invested.

 

Returns for periods less than 1 year are cumulative.

 

*Fund Inception date of August 12, 2011.

 

(1)The S&P 500® Total Return Index is an unmanaged index of 500 common stocks chosen for market size, liquidity and industry group representation. It is a market-value weighted index. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly in the Index.

 

4 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Performance Update
  October 31, 2023 (Unaudited)

 

Growth of $10,000 Investment in the Fund (for the period ended October 31, 2023)

 

 

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Investing in the Fund is subject to investment risks, including possible loss of the principal amount invested.

 

Industry Sector Allocation

(as a % of Net Assets)*

 

Technology 43.71%
Consumer Discretionary 11.25%
Energy 5.59%
Industrials 4.19%
Health Care 3.82%
Producer Durables 2.14%
Communications 0.87%
Corporate Bonds 22.79%
Foreign Corporate Bonds 2.74%
Government Bond & Agency Obligations 2.29%
Other Assets in Excess of Liabilities 0.61%

Top Ten Holdings

(as a % of Net Assets)*

 

Super Micro Computer, Inc. 12.03%
Plexus Corp. 3.53%
Pure Storage, Inc. 3.45%
Akamai Technologies, Inc. 3.24%
Arista Networks, Inc. 3.14%
Microchip Technology, Inc. 3.06%
Power Integrations, Inc. 2.78%
Southwestern Energy Co. 2.78%
Gentex Corp. 2.71%
Coterra Energy, Inc. 2.64%
Top Ten Holdings 39.36%

 

*Holdings are subject to change, and may not reflect the current or future position of the portfolio.

 

Semi-Annual Report | October 31, 2023 5

   

 

The Disciplined Growth Investors Fund Disclosure of Fund Expenses
  October 31, 2023 (Unaudited)

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund operating expenses. This example is intended to help you understand your ongoing costs (in dollars), of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

 

This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period of May 1, 2023 through October 31, 2023.

 

Actual Expenses The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect transactional costs, such as sales charges (loads), redemption fees or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

  Beginning Account
Value
5/1/2023
Ending Account
Value
10/31/2023
Expense Ratio(a) Expenses Paid During period 5/1/2023 -
10/31/2023(b)
Actual $1,000.00 $1,000.00 0.78% $ 3.93
Hypothetical (5% return before expenses) $1,000.00 $1,021.27 0.78% $ 3.97

 

(a)The Fund's expense ratios have been annualized based on the Fund's most recent fiscal half-year expenses.
(b)Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184)/365 (to reflect the half-year period).

 

6 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Shares   Value
(Note 2)
 
COMMON STOCKS (71.57%)          
COMMUNICATIONS (0.36%)          
Media (0.36%)          
Take-Two Interactive Software, Inc. (a)   10,349   $1,384,179 
           
TOTAL COMMUNICATIONS        1,384,179 
           
CONSUMER DISCRETIONARY (8.92%)          
Consumer Discretionary Products (4.93%)          
Gentex Corp.   366,470    10,510,360 
Gentherm, Inc. (a)   44,772    1,800,730 
LGI Homes, Inc. (a)   36,758    3,473,999 
Under Armour, Inc. , Class A(a)   482,930    3,308,070 
         19,093,159 
Consumer Discretionary Services (2.12%)          
Royal Caribbean Cruises, Ltd. (a)   66,644    5,646,746 
Strategic Education, Inc.   31,052    2,555,890 
         8,202,636 

 

   Shares   Value
(Note 2)
 
CONSUMER DISCRETIONARY (continued)          
Retail & Whsle - Discretionary (1.87%)          
Floor & Decor Holdings, Inc. , Class A(a)   65,962   $5,435,269 
Sleep Number Corp. (a)   98,188    1,597,518 
Stitch Fix, Inc. , Class A(a)   62,314    204,390 
         7,237,177 
           
TOTAL CONSUMER DISCRETIONARY        34,532,972 
           
ENERGY (5.59%)          
Oil & Gas (5.59%)          
Core Laboratories, Inc.   32,247    690,731 
Coterra Energy, Inc.   371,382    10,213,005 
Southwestern Energy Co. (a)   1,507,524    10,748,646 
         21,652,382 
           
TOTAL ENERGY        21,652,382 

 

Semi-Annual Report | October 31, 2023 7

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

HEALTH CARE (3.82%)        
Health Care (3.82%)        
Align Technology, Inc. (a)   31,218    5,762,531 
Intuitive Surgical, Inc. (a)   27,295    7,157,295 
Myriad Genetics, Inc. (a)   119,476    1,861,436 
         14,781,262 
           
TOTAL HEALTH CARE        14,781,262 
           
INDUSTRIALS (9.79%)          
Industrial Products (6.11%)          
Cognex Corp.   185,508    6,676,433 
Generac Holdings, Inc. (a)   28,824    2,423,234 
Graco, Inc.   43,784    3,255,340 
Proto Labs, Inc. (a)   115,345    2,723,296 
Snap-on, Inc.   33,361    8,605,136 
         23,683,439 
Industrial Services (3.68%)          
Alarm.com Holdings, Inc. (a)   131,426    6,719,811 
Landstar System, Inc.   31,606    5,208,037 
MSC Industrial Direct Co., Inc. , Class A   24,516    2,322,891 
         14,250,739 
           
TOTAL INDUSTRIALS        37,934,178 
           
TECHNOLOGY (43.09%)          
Software & Tech Services (7.76%)          
Akamai Technologies, Inc. (a)   121,431    12,547,465 
Autodesk, Inc. (a)   37,045    7,321,204 
Intuit, Inc.   19,113    9,459,979 
Paychex, Inc.   6,506    722,491 
         30,051,139 

 

8 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Shares   Value
(Note 2)
 
TECHNOLOGY (continued)          
Tech Hardware & Semiconductors (35.33%)          
Arista Networks, Inc. (a)   60,657   $12,153,843 
Dolby Laboratories, Inc. , Class A   113,187    9,161,356 
Garmin, Ltd.   88,200    9,043,146 
InterDigital, Inc.   45,019    3,387,680 
IPG Photonics Corp. (a)   37,687    3,237,313 
Microchip Technology, Inc.   166,007    11,834,639 
Plexus Corp. (a)   139,018    13,668,250 
Power Integrations, Inc.   155,567    10,785,460 
Pure Storage, Inc. , Class A(a)   394,706    13,345,010 
Semtech Corp. (a)   45,375    633,435 
Super Micro Computer, Inc. (a)   194,531    46,584,338 
Viasat, Inc. (a)   163,161    3,008,689 
         136,843,159 
           
TOTAL TECHNOLOGY        166,894,298 
           
TOTAL COMMON STOCKS          
(Cost $204,425,324)       $277,179,271 

 

   Principal
Amount
   Value
(Note 2)
 
CORPORATE BONDS (22.79%)          
COMMUNICATIONS (1.21%)          
Cable & Satellite (0.31%)          
Comcast Corp.          
2.650% 02/01/2030  $1,440,000   $1,195,396 
           
Entertainment Content (0.29%)          
Paramount Global          
7.875% 07/30/2030   1,140,000    1,122,945 
           
Wireless Telecommunications Services (0.61%)          
AT&T, Inc.          
4.350% 03/01/2029   1,280,000    1,178,636 
Verizon Communications, Inc.          
4.329% 09/21/2028   1,264,000    1,177,381 
         2,356,017 
           
TOTAL COMMUNICATIONS        4,674,358 

 

Semi-Annual Report | October 31, 2023 9

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
CONSUMER DISCRETIONARY (2.30%)          
Airlines (0.29%)          
Southwest Airlines Co.          
3.450% 11/16/2027  $1,244,000   $1,125,418 
           
Automobiles Manufacturing (0.26%)          
General Motors Co.          
5.400% 10/15/2029   1,100,000    1,033,301 
           
Consumer Services (0.29%)          
Cintas Corp. No 2          
6.150% 08/15/2036   1,120,000    1,114,306 
           
Restaurants (0.60%)          
McDonald's Corp., Series MTN          
6.300% 03/01/2038   1,121,000    1,131,192 
Starbucks Corp.          
4.000% 11/15/2028   1,270,000    1,180,969 
         2,312,161 
           
Retail - Consumer Discretionary (0.86%)          
Advance Auto Parts, Inc.          
3.900% 04/15/2030   1,394,000    1,130,972 
Amazon.com, Inc.          
5.200% 12/03/2025   1,035,000    1,033,404 
Lowe's Cos., Inc.          
3.650% 04/05/2029   1,305,000    1,171,074 
           
TOTAL CONSUMER DISCRETIONARY        8,920,636 
           
CONSUMER STAPLES (0.91%)          
Consumer Products (0.30%)          
Clorox Co.          
3.100% 10/01/2027   1,300,000    1,179,842 
           
Food & Beverage (0.31%)          
Hormel Foods Corp.          
1.700% 06/03/2028   1,400,000    1,188,020 

 

10 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
CONSUMER STAPLES (continued)          
Mass Merchants (0.30%)          
Costco Wholesale Corp.          
1.600% 04/20/2030  $1,480,000   $1,170,617 
           
TOTAL CONSUMER STAPLES        3,538,479 
           
ENERGY (2.32%)          
Exploration & Production (0.27%)          
ConocoPhillips Co.          
3.350% 05/15/2025   1,100,000    1,057,807 
           
Integrated Oils (0.30%)          
BP Capital Markets America, Inc.          
4.893% 09/11/2033   1,253,000    1,147,544 
           
Pipeline (1.45%)          
El Paso Natural Gas Co. LLC          
7.500% 11/15/2026   1,000,000    1,039,071 
Energy Transfer LP          
5.250% 04/15/2029   1,245,000    1,181,964 
Enterprise Products Operating LLC          
3.125% 07/31/2029   1,355,000    1,176,709 
MPLX LP          
2.650% 08/15/2030   1,463,000    1,156,272 
ONEOK, Inc.          
6.875% 09/30/2028   1,062,000    1,080,435 
         5,634,451 
Refining & Marketing (0.30%)          
Phillips 66          
2.150% 12/15/2030   1,498,000    1,157,972 
           
TOTAL ENERGY        8,997,774 
           
FINANCIALS (4.40%)          
Banks (1.16%)          
Regions Financial Corp.          
1.800% 08/12/2028   1,465,000    1,145,373 
Truist Financial Corp., Series MTN          
3.875% 03/19/2029   1,364,000    1,166,281 
US Bancorp, Series DMTN          
3.000% 07/30/2029   1,416,000    1,158,538 

 

Semi-Annual Report | October 31, 2023 11

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
FINANCIALS (continued)          
Banks (continued)          
Wachovia Corp.          
7.574% 08/01/2026  $995,000   $1,030,510 
         4,500,702 
Commercial Finance (0.30%)          
GATX Corp.          
4.700% 04/01/2029   1,275,000    1,176,155 
           
Consumer Finance (0.56%)          
American Express Co.          
3.300% 05/03/2027   1,176,000    1,076,656 
Capital One Financial Corp.          
4.200% 10/29/2025   1,150,000    1,090,918 
         2,167,574 
Diversified Banks (0.91%)          
Bank of America Corp., Series L          
4.183% 11/25/2027   1,280,000    1,177,841 
Citigroup, Inc.          
4.125% 07/25/2028   1,300,000    1,167,479 
JPMorgan Chase & Co.          
4.125% 12/15/2026   1,255,000    1,186,095 
         3,531,415 
Financial Services (0.57%)          
Morgan Stanley          
5.000% 11/24/2025   1,030,000    1,006,689 
Northern Trust Corp.          
3M US L + 1.131% 05/08/2032 (b)   1,349,000    1,186,461 
         2,193,150 
Life Insurance (0.29%)          
Principal Financial Group, Inc.          
3.100% 11/15/2026   1,201,000    1,107,996 
           
Real Estate (0.61%)          
Simon Property Group LP          
2.450% 09/13/2029   1,440,000    1,176,066 

 

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The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
FINANCIALS (continued)          
Real Estate (continued)          
Welltower OP LLC          
4.125% 03/15/2029  $1,310,000   $1,183,065 
         2,359,131 
           
TOTAL FINANCIALS        17,036,123 
           
HEALTH CARE (1.49%)          
Health Care Facilities & Services (0.30%)          
CVS Health Corp.          
3.250% 08/15/2029   1,362,000    1,177,193 
           
Managed Care (0.31%)          
Elevance Health, Inc.          
3.650% 12/01/2027   1,284,000    1,183,291 
           
Pharmaceuticals (0.88%)          
AbbVie, Inc.          
4.250% 11/14/2028   1,255,000    1,181,942 
Astrazeneca Finance LLC          
1.750% 05/28/2028   1,400,000    1,191,998 
Bristol-Myers Squibb Co.          
6.800% 11/15/2026   1,000,000    1,046,361 
         3,420,301 
           
TOTAL HEALTH CARE        5,780,785 
           
INDUSTRIALS (3.08%)          
Aerospace & Defense (0.87%)          
General Dynamics Corp.          
3.500% 05/15/2025   1,100,000    1,067,738 
Northrop Grumman Corp.          
4.400% 05/01/2030   1,224,000    1,129,022 
RTX Corp.          
7.500% 09/15/2029   1,085,000    1,166,430 
         3,363,190 
Engineering & Construction (0.18%)          
Fluor Corp.          
4.250% 09/15/2028   750,000    680,850 

 

Semi-Annual Report | October 31, 2023 13

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
INDUSTRIALS (continued)          
Industrial Other (0.30%)          
Emerson Electric Co.          
2.000% 12/21/2028  $1,370,000   $1,161,458 
           
Railroad (0.59%)          
CSX Corp.          
3.400% 08/01/2024   1,124,000    1,103,632 
Union Pacific Corp.          
2.400% 02/05/2030   1,419,000    1,166,523 
         2,270,155 
Transportation & Logistics (0.58%)          
FedEx Corp.          
2.400% 05/15/2031   1,468,000    1,148,336 
United Parcel Service, Inc.          
6.200% 01/15/2038   1,092,000    1,118,839 
         2,267,175 
Waste & Environment Services & Equipment (0.56%)          
Republic Services, Inc.          
2.300% 03/01/2030   1,429,000    1,159,956 
Waste Management, Inc.          
7.000% 07/15/2028   953,000    1,016,566 
         2,176,522 
           
TOTAL INDUSTRIALS        11,919,350 
           
MATERIALS (0.31%)          
Chemicals (0.31%)          
Dow Chemical Co.          
7.375% 11/01/2029   1,108,000    1,172,001 
DuPont de Nemours, Inc.          
4.725% 11/15/2028   14,000    13,387 
         1,185,388 
           
TOTAL MATERIALS        1,185,388 
           
UTILITIES (6.77%)          
Utilities (6.77%)          
Ameren Corp.          
1.750% 03/15/2028   1,410,000    1,181,927 
Appalachian Power Co., Series AA          
2.700% 04/01/2031   1,464,000    1,154,382 

 

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The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
UTILITIES (continued)          
Utilities (continued)          
Arizona Public Service Co.          
2.600% 08/15/2029  $1,405,000   $1,192,416 
Black Hills Corp.          
3.050% 10/15/2029   1,410,000    1,170,140 
CenterPoint Energy, Inc.          
4.250% 11/01/2028   1,201,000    1,100,298 
CMS Energy Corp.          
3.450% 08/15/2027   1,303,000    1,193,618 
Commonwealth Edison Co., Series 122          
2.950% 08/15/2027   1,300,000    1,179,947 
DTE Electric Co.          
6.350% 10/15/2032   1,023,000    1,032,394 
Duke Energy Corp.          
3.400% 06/15/2029   1,342,000    1,176,030 
Eastern Energy Gas Holdings LLC, Series B          
3.000% 11/15/2029   939,000    784,417 
Interstate Power and Light Co.          
3.600% 04/01/2029   1,300,000    1,167,080 
National Rural Utilities Cooperative Finance Corp.          
1.650% 06/15/2031   1,500,000    1,096,983 
Nevada Power Co., Series N          
6.650% 04/01/2036   1,330,000    1,339,294 
NextEra Energy Capital Holdings, Inc.          
3.500% 04/01/2029   1,330,000    1,172,561 
NiSource, Inc.          
2.950% 09/01/2029   1,325,000    1,128,418 
Oncor Electric Delivery Co. LLC          
3.700% 11/15/2028   1,289,000    1,180,790 
PPL Electric Utilities Corp.          
6.450% 08/15/2037   963,000    953,046 
Public Service Electric and Gas Co.          
3.200% 05/15/2029   1,340,000    1,180,851 
Puget Energy, Inc.          
4.100% 06/15/2030   1,355,000    1,158,721 
Southern Co., Series 21-B          
1.750% 03/15/2028   1,415,000    1,188,797 
Tampa Electric Co.          
3.875% 07/12/2024   1,120,000    1,103,929 
WEC Energy Group, Inc.          
4.750% 01/15/2028   1,240,000    1,186,227 

 

Semi-Annual Report | October 31, 2023 15

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
UTILITIES (continued)          
Utilities (continued)          
Xcel Energy, Inc.          
2.600% 12/01/2029  $1,420,000   $1,174,409 
         26,196,675 
           
TOTAL UTILITIES        26,196,675 
           
TOTAL CORPORATE BONDS          
(Cost $97,665,625)       $88,249,568 
           
FOREIGN CORPORATE BONDS (2.74%)          
ENERGY (0.90%)          
Exploration & Production (0.31%)          
Canadian Natural Resources, Ltd.          
3.850% 06/01/2027   1,280,000    1,187,040 
           
Pipeline (0.59%)          
Enbridge, Inc.          
5.700% 03/08/2033   1,223,000    1,144,116 
TransCanada PipeLines, Ltd.          
7.250% 08/15/2038   1,130,000    1,162,550 
         2,306,666 
           
TOTAL ENERGY        3,493,706 
           
FINANCIALS (0.92%)          
Diversified Banks (0.92%)          
Bank of Nova Scotia          
4.750% 02/02/2026   1,225,000    1,194,066 
Royal Bank of Canada, Series GMTN          
4.650% 01/27/2026   1,229,000    1,191,832 
Toronto-Dominion Bank          
1.200% 06/03/2026   1,340,000    1,188,382 
           
TOTAL FINANCIALS        3,574,280 
           
HEALTH CARE (0.30%)          
Pharmaceuticals (0.30%)          
Pfizer Investment Enterprises Pte, Ltd.          
4.450% 05/19/2028   1,220,000    1,166,605 
           
TOTAL HEALTH CARE        1,166,605 

 

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The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Principal
Amount
   Value
(Note 2)
 
INDUSTRIALS (0.31%)          
Railroad (0.31%)          
Canadian Pacific Railway Co.          
2.900% 02/01/2025  $1,250,000   $1,205,348 
           
TOTAL INDUSTRIALS        1,205,348 
           
MATERIALS (0.31%)          
Metals & Mining (0.31%)          
BHP Billiton Finance USA, Ltd.          
4.750% 02/28/2028   1,220,000    1,178,421 
           
TOTAL MATERIALS        1,178,421 
           
TOTAL FOREIGN CORPORATE BONDS          
(Cost $11,343,544)       $10,618,360 
           
GOVERNMENT & AGENCY OBLIGATIONS (2.29%)          
U.S. Treasury Bonds          
2.875% 08/15/2028   290,000    265,514 
U.S. Treasury Notes          
0.250% 06/15/2024   3,000,000    2,904,463 
0.250% 08/31/2025   3,500,000    3,205,234 
4.125% 06/15/2026   670,000    656,705 
4.250% 05/31/2025   670,000    660,421 
4.500% 11/15/2025   1,200,000    1,187,016 
           
TOTAL GOVERNMENT & AGENCY OBLIGATIONS          
(Cost $8,955,676)       $8,879,353 

 

   Yield   Shares   Value
(Note 2)
 
SHORT TERM INVESTMENTS (0.31%)               
MONEY MARKET FUND (0.31%)               
First American Treasury Obligations               
Fund, 12/31/2049   5.270%(c)    1,173,314    1,173,314 
                
TOTAL SHORT TERM INVESTMENTS               
(Cost $1,173,314)            $1,173,314 

 

Semi-Annual Report | October 31, 2023 17

   

 

The Disciplined Growth Investors Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

TOTAL INVESTMENTS (99.70%)            
(Cost $323,563,483)          $386,099,866 
                
Other Assets In Excess Of Liabilities (0.30%)             1,173,036 
                
NET ASSETS (100.00%)            $387,272,902 

 

(a)Non-Income Producing Security.
(b)Floating or variable rate security. The reference rate is described below. The rate in effect as of October 31, 2023 is based on the reference rate plus the displayed spread as of the securities last reset date.
(c)Represents the 7-day yield.

 

Common Abbreviations:

LLC - Limited Liability Company

LP - Limited Partnership

Ltd. - Limited

 

Reference Rates:

3M US L - 3 Month Synthetic LIBOR as of October 31, 2023 was 5.64%

 

As a result of supervisory guidance and requirements of law, regulated entities have generally ceased investing in LIBOR contracts. Moreover, most LIBOR settings have ceased to be published. Some LIBOR settings continue to be published but only on a temporary, synthetic and non-representative basis. All such synthetic LIBOR settings are expected to be discontinued by September 30, 2024.

 

For Fund compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percent of net assets.

 

See Notes to Financial Statements.

 

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The Disciplined Growth Investors Fund Statement of Assets and Liabilities
  October 31, 2023 (Unaudited)

 

ASSETS    
Investments, at value  $386,099,866 
Receivable for investments sold   1,194,664 
Receivable for shares sold   280,000 
Dividends and interest receivable   1,188,573 
Total assets   388,763,103 
      
LIABILITIES     
Payable for investments purchased   1,108,655 
Payable for shares redeemed   115,591 
Payable to adviser   265,955 
Total liabilities   1,490,201 
NET ASSETS  $387,272,902 
      
NET ASSETS CONSIST OF     
Paid-in capital (Note 5)  $315,724,882 
Distributable Earnings   71,548,020 
NET ASSETS  $387,272,902 
      
INVESTMENTS, AT COST  $323,563,483 
      
PRICING OF SHARES     
Net Asset Value, offering and redemption price per share  $21.79 
Shares of beneficial interest outstanding   17,773,197 

 

See Notes to Financial Statements. 

 

Semi-Annual Report | October 31, 2023 19

   

 

The Disciplined Growth Investors Fund Statement of Operations

 

   For the Six Months Ended October 31, 2023 (Unaudited) 
INVESTMENT INCOME     
Dividends  $927,882 
Interest   2,226,710 
Total investment income   3,154,592 
      
EXPENSES     
Investment advisory fees (Note 6)   1,600,203 
Total expenses   1,600,203 
NET INVESTMENT INCOME   1,554,389 
      
REALIZED AND UNREALIZED GAIN ON INVESTMENTS     
Net realized gain on investments   10,281,856 
Net change in unrealized appreciation on investments   14,491,327 
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS   24,773,183 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  $26,327,572 

 

See Notes to Financial Statements. 

 

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Statements of Changes in Net Assets

 

   For the Six Months Ended October 31, 2023 (Unaudited)   For the Year Ended April 30, 2023 
OPERATIONS          
Net investment income  $1,554,389   $3,070,654 
Net realized gain/(loss)   10,281,856    (1,397,790)
Net change in unrealized appreciation   14,491,327    4,616,078 
Net increase in net assets resulting from operations   26,327,572    6,288,942 
           
DISTRIBUTIONS (Note 3)          
From distributable earnings   (1,519,362)   (8,142,755)
Net decrease in net assets from distributions   (1,519,362)   (8,142,755)
           
CAPITAL SHARE TRANSACTIONS (Note 5)          
Proceeds from sales of shares   10,464,332    29,649,276 
Issued to shareholders in reinvestment of distributions   1,498,568    8,078,561 
Cost of shares redeemed   (7,795,835)   (22,079,671)
Net increase from capital share transactions   4,167,065    15,648,166 
           
Net increase in net assets   28,975,275    13,794,353 
           
NET ASSETS          
Beginning of period   358,297,627    344,503,274 
End of period  $387,272,902   $358,297,627 
           
OTHER INFORMATION          
Share Transactions          
Issued   444,254    1,494,874 
Issued to shareholders in reinvestment of distributions   63,844    412,883 
Redeemed   (335,219)   (1,100,819)
Net increase in share transactions   172,879    806,938 

 

See Notes to Financial Statements. 

 

Semi-Annual Report | October 31, 2023 21

   

 

The Disciplined Growth Investors Fund

 

NET ASSET VALUE, BEGINNING OF PERIOD
 
INCOME FROM OPERATIONS
Net investment income(a)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
 
DISTRIBUTIONS
From net investment income
From net realized gain on investments
Total distributions
 
INCREASE/(DECREASE) IN NET ASSET VALUE
 
NET ASSET VALUE, END OF PERIOD
 
TOTAL RETURN
 
RATIOS AND SUPPLEMENTAL DATA
Net assets, end of period (000's)
 
RATIOS TO AVERAGE NET ASSETS
Expenses
Net investment income
 
PORTFOLIO TURNOVER RATE

 

(a)Per share numbers have been calculated using the average shares method.
(b)Not annualized.
(c)Annualized.

 

See Notes to Financial Statements. 

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Financial Highlights
For a share outstanding during the period or years presented

 

For the Six Months Ended October 31, 2023 (Unaudited)   For the Year Ended April 30, 2023   For the Year Ended April 30, 2022   For the Year Ended April 30, 2021   For the Year Ended April 30, 2020   For the Year Ended April 30, 2019 
$20.36   $20.51   $25.94   $19.42   $21.15   $19.12 
                            
 0.09    0.18    0.08    0.09    0.18    0.16 
 1.43    0.14    (2.84)   8.83    (1.14)   2.55 
 1.52    0.32    (2.76)   8.92    (0.96)   2.71 
                            
 (0.09)   (0.17)   (0.08)   (0.10)   (0.17)   (0.12)
     (0.30)   (2.59)   (2.30)   (0.60)   (0.56)
 (0.09)   (0.47)   (2.67)   (2.40)   (0.77)   (0.68)
                            
 1.43    (0.15)   (5.43)   6.52    (1.73)   2.03 
$21.79   $20.36   $20.51   $25.94   $19.42   $21.15 
                           
 7.42%(b)    1.67%   (11.86%)   47.00%   (4.79%)   14.74%
                            
$387,273   $358,298   $344,503   $345,450   $226,591   $240,172 
                            
                            
 0.78%(c)    0.78%   0.78%   0.78%   0.78%   0.78%
 0.76%(c)    0.89%   0.32%   0.39%   0.86%   0.80%
                            
 10%(b)    26%   21%   31%   29%   22%

 

Semi-Annual Report | October 31, 2023 23

   

 

The Disciplined Growth Investors Fund Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

1. ORGANIZATION

 

 

Financial Investors Trust (the “Trust”), a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). The Trust consists of multiple separate portfolios or series. This semi-annual report describes The Disciplined Growth Investors Fund (the “Fund”). The Fund seeks long-term capital growth and as a secondary objective, modest income with reasonable risk.

 

2. SIGNIFICANT ACCOUNTING POLICIES

 

 

The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. The Fund is considered an investment company for financial reporting purposes under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946. The following is a summary of significant accounting policies consistently followed by the Fund in preparation of its financial statements.

 

Investment Valuation: The Fund generally values its securities based on market prices determined at the close of regular trading on the New York Stock Exchange (“NYSE”), normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

 

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day. Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value, with the exception of exchange-traded open-end investment companies, which are priced as equity securities.

 

The market price for debt obligations is generally the price supplied by an independent third-party pricing service, which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more broker–dealers that make a market in the security. Fixed-income obligations, excluding municipal securities, having a remaining maturity of greater than 60 days, are typically valued at the mean between the evaluated bid and ask prices formulated by an independent pricing service. Corporate Bonds, U.S. Government & Agency, and U.S. Treasury Bonds & Notes are valued using market models that consider trade data, quotations from dealers and active market makers, relevant yield curve and spread data, creditworthiness, trade data or market information on comparable securities, and other relevant security specific information. Publicly traded Foreign Government Debt securities and Foreign Corporate Bonds are typically traded internationally in the over-the-counter market and are

 

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The Disciplined Growth Investors Fund Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

valued at the mean between the bid and asked prices as of the close of business of that market. Mortgage-related and asset-backed securities are valued based on models that consider trade data, prepayment and default projections, benchmark yield and spread data and estimated cash flows of each tranche of the issuer. Publicly traded foreign government debt securities are typically traded internationally in the over-the-counter market and are valued at the mean between the bid and asked prices as of the close of business of that market.

 

When such prices or quotations are not available, or when Disciplined Growth Investors, Inc. (the “Adviser”) believes that they are unreliable, securities may be priced using fair value procedures established by the Adviser pursuant to Rule 2a-5 under the 1940 Act and approved by and subject to the oversight of the Board of Trustees of the Trust (the “Board” or the “Trustees”).

 

Fair Value Measurements: Pursuant to Rule 2a-5 under the Investment Company Act of 1940, the Board has appointed the Adviser to serve as the Valuation Designee to perform fair value determinations for investments in the Fund. When such prices or quotations are not available, or when the Valuation Designee believes that they are unreliable, securities may be priced using fair value procedures approved by the Board. The fair valuation policies and procedures (“FV Procedures”) have been adopted by the Board for the fair valuation of portfolio assets held by the Fund in the event that (1) market quotations for the current price of a portfolio security or asset are not readily available, or (2) available market quotations that would otherwise be used to value a portfolio security or asset in accordance with the Fund’s Pricing Procedures appear to be unreliable or not indicative of fair value. The Pricing Procedures reflect certain pricing methodologies (or “logics”) that are not “readily available market quotations” and thus are viewed and treated as fair valuations. The Valuation Designee routinely meets to discuss fair valuations of portfolio securities and other instruments held by the Fund.

 

The Fund discloses the classification of its fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available.

 

Various inputs are used in determining the value of the Fund’s investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

 

Level 1 – Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that the Fund has the ability to access at the measurement date;
   
Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

 

Semi-Annual Report | October 31, 2023 25

   

 

The Disciplined Growth Investors Fund Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

Level 3 – Significant unobservable prices or inputs (including the Fund’s own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

 

The following is a summary of each input used to value the Fund as of October 31, 2023:

 

Investments in Securities at Value  Level 1 - Unadjusted Quoted Prices   Level 2 - Other Significant Observable Inputs   Level 3 - Significant Unobservable Inputs   Total 
Common Stocks(a)  $277,179,271   $   $   $277,179,271 
Corporate Bonds(a)       88,249,568        88,249,568 
Foreign Corporate Bonds(a)       10,618,360        10,618,360 
Government & Agency Obligations       8,879,353        8,879,353 
Short Term Investments   1,173,314            1,173,314 
TOTAL  $278,352,585   $107,747,281   $   $386,099,866 

 

(a)For detailed descriptions of the underlying industries, see the accompanying Portfolio of Investments.

 

For the six months ended October 31, 2023, the Fund did not have any securities that used significant unobservable inputs (Level 3) in determining fair value. There were no transfers in/out of Level 3 securities during the six months ended October 31, 2023.

 

Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis, which is the same basis the Fund uses for federal income tax purposes. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Fund.

 

Trust Expenses: Some expenses of the Trust can be directly attributed to the Fund. Expenses which cannot be directly attributed to the Fund are apportioned among all funds in the Trust based on average net assets of each fund.

 

Fund Expenses: Expenses that are specific to the Fund are charged directly to the Fund.

 

Federal Income Taxes: The Fund complies with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and intends to distribute substantially all of their net taxable income and net capital gains, if any, each year so that it will not be subject to excise tax on undistributed income and gains. The Fund is not subject to income taxes to the extent such distributions are made.

 

As of and during the six months ended October 31, 2023 the Fund did not have a liability for any unrecognized tax benefits. The Fund files U.S. federal, state, and local tax returns as required. The Fund’s tax returns are subject to examination by the relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return for

 

26 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

federal purposes and four years for most state returns. Tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

 

Distributions to Shareholders: The Fund normally pays dividends, if any, quarterly and distributes capital gains, if any, on an annual basis. Income dividend distributions are derived from dividends and other income the Fund receives from its investments, including short term capital gains. Long term capital gain distributions are derived from gains realized when the Fund sells a security it has owned for more than a year. The Fund may make additional distributions and dividends at other times if the portfolio manager believes doing so may be necessary for the Fund to avoid or reduce taxes.

 

3. TAX BASIS INFORMATION

 

 

Tax Basis of Investments: As of October 31, 2023, the aggregate cost of investments, gross unrealized appreciation/(depreciation) and net unrealized appreciation for Federal tax purposes was as follows:

 

   The Disciplined Growth Investors Fund 
Gross appreciation     
(excess of value over tax cost)  $106,920,669 
Gross depreciation     
(excess of tax cost over value)   (44,384,286)
Net unrealized appreciation  $62,536,383 
Cost of investments for income tax purposes  $323,563,483 

 

Tax Basis of Distributions to Shareholders: The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain was recorded by the Fund.

 

The tax character of distributions paid during the year ended April 30, 2023, were as follows:

 

   Ordinary Income   Long-Term Capital Gain 
The Disciplined Growth Investors Fund  $2,946,749   $5,196,006 

 

The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end. Accordingly, tax basis balances have not been determined as of October 31, 2023.

 

Semi-Annual Report | October 31, 2023 27

   

 

The Disciplined Growth Investors Fund Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

4. SECURITIES TRANSACTIONS

 

 

The cost of purchases and proceeds from sales of securities (excluding short-term securities and U.S. Government Obligations) during the six months ended October 31, 2023, were as follows:

 

Fund  Purchases of Securities   Proceeds From Sales of Securities 
The Disciplined Growth Investors Fund  $32,599,298   $28,969,669 

 

Investment transactions in U.S. Government Obligations during the six months ended October 31, 2023 were as follows:

 

Fund  Purchases of Securities   Proceeds From Sales of Securities 
The Disciplined Growth Investors Fund  $8,086,115   $9,619,545 

 

The cost of purchases in kind, proceeds from sales in kind along with their realized gain/(loss) included in above transactions during the six months ended October 31, 2023 were as follows:

 

Fund  Purchases   Proceeds   Net Realized Gain/(Loss) 
Disciplined Growth Investors Fund  $1,388,820   $   $ 

 

5. SHARES OF BENEFICIAL INTEREST

 

 

The capitalization of the Trust consists of an unlimited number of shares of beneficial interest with no par value per share. Holders of the shares of the Fund of the Trust have one vote for each share held and a proportionate fraction of a vote for each fractional share. All shares issued and outstanding are fully paid and are transferable and redeemable at the option of the shareholder. Purchasers of the shares do not have any obligation to make payments to the Trust or its creditors (other than the purchase price for the shares or make contributions to the Trust or its creditors solely by reason of the purchasers’ ownership of the shares. Shares have no pre-emptive rights.

 

6. MANAGEMENT AND RELATED-PARTY TRANSACTIONS

 

 

The Adviser, subject to the authority of the Board, is responsible for the overall management and administration of the Fund’s business affairs. The Adviser manages the investments of the Fund in accordance with the Fund’s investment objective, policies and limitations and investment guidelines established jointly by the Adviser and the Trustees. Pursuant to the Advisory Agreement, the Fund pays the Adviser a unitary management fee for the services and facilities it provides payable on a monthly basis at the annual rate of 0.78% of the Fund’s average daily net assets. The management fee is paid on a monthly basis.

 

Out of the unitary management fee, the Adviser pays substantially all expenses of the Fund, including the cost of transfer agency, custody, fund administration, bookkeeping and pricing

 

28 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

services, legal, audit and other services, except for interest expenses, brokerage expenses, taxes and extraordinary expenses not incurred in the ordinary course of the Fund’s business. Also included are Trustee fees which were $11,384 for the six months ended October 31, 2023.

 

Fund Administrator Fees and Expenses

ALPS Fund Services, Inc. (“ALPS”) serves as administrator to the Fund. Pursuant to an Administration Agreement, ALPS provides operational services to the Fund including, but not limited to, fund accounting and fund administration and generally assists in the Fund’s operations. Officers of the Trust are employees of ALPS. The Fund’s administration fee is accrued on a daily basis and paid monthly. The Administrator is also reimbursed for certain out-of-pocket expenses. The administrative fee and out-of-pocket expenses are included in the unitary management fee paid to the Adviser.

 

Transfer Agent

ALPS serves as transfer, dividend paying and shareholder servicing agent for the Fund. ALPS receives an annual minimum fee, a fee based upon the number of shareholder accounts, and is also reimbursed for certain out-of-pocket expenses. The fee and out-of-pocket expenses are included in the unitary management fee paid to the Adviser.

 

Compliance Services

ALPS provides services that assist the Trust’s chief compliance officer in monitoring and testing the policies and procedures of the Trust in conjunction with requirements under Rule 38a-1 under the 1940 Act and receives an annual base fee. ALPS is reimbursed for certain out-of-pocket expenses. The fee and out-of-pocket expenses are included in the unitary management fee paid to the Adviser.

 

Principal Financial Officer

ALPS receives an annual fee for providing principal financial officer services to the Fund. The fee is included in the unitary management fee paid to the Adviser.

 

Distributor

ALPS Distributors, Inc. (“ADI” or the “Distributor”) (an affiliate of ALPS) acts as the distributor of the Fund’s shares pursuant to a Distribution Agreement with the Trust. Shares are sold on a continuous basis by ADI as agent for the Fund, and ADI has agreed to use its best efforts to solicit orders for the sale of the Fund’s shares, although it is not obliged to sell any particular amount of shares. ADI is not entitled to any compensation for its services as Distributor. ADI is registered as a broker-dealer with the Securities and Exchange Commission.

 

Trustees

The fees and expenses of the Trustees of the Board are presented in the Statements of Operations

 

Semi-Annual Report | October 31, 2023 29

   

 

The Disciplined Growth Investors Fund Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

7. INDEMNIFICATIONS

 

 

Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that may contain general indemnification clauses, which may permit indemnification to the extent permissible under applicable law. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

 

8. SUBSEQUENT EVENT

 

 

Subsequent events after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial Statements were issued.

 

30 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Additional Information
  October 31, 2023 (Unaudited)

 

1. FUND HOLDINGS

 

 

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the SEC’s Web site at http://www.sec.gov. The Fund’s Form N-PORT reports are also available upon request by calling toll-free (855) 344-3863.

 

2. FUND PROXY VOTING POLICIES, PROCEDURES AND SUMMARIES

 

 

The Fund’s policies and procedures used in determining how to vote proxies and information regarding how the Fund voted proxies relating to portfolio securities during the most recent prior 12-month period ending June 30 are available without charge, (1) upon request, by calling (toll-free) 855-DGI-Fund and (2) on the SEC’s website at http://www.sec.gov.

 

Semi-Annual Report | October 31, 2023 31

   

 

The Disciplined Growth Investors Fund Liquidity Risk
Management Program
  October 31, 2023 (Unaudited)

 

The Financial Investors Trust (the “Trust”) has established a liquidity risk management program (the “Program”) to govern the Trust’s approach to managing liquidity risk for each fund in the Trust (each a “Fund”). The Program is overseen by the Liquidity Committee (the “Committee”), a committee comprised of representatives of the Trust’s investment advisers, sub-advisers, and Officers of the Trust. The Trust’s Board of Trustees (the “Board”) has approved the designation of the Committee to oversee the Program.

 

The Program’s principal objectives include supporting each Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that a Fund will be unable to meet its redemption obligations in a timely manner. The Program also includes a number of elements that support the management and assessment of liquidity risk, including a periodic assessment of factors that influence a Fund’s liquidity and the periodic classification and re-classification of the Fund’s investments into groupings that reflect the Committee’s assessment of their relative liquidity under current market conditions.

 

At a meeting of the Board held on June 13, 2023, the Trustees received a report from the Committee regarding the design and operational effectiveness of the Program during the calendar year 2022. The Committee determined, and reported to the Board, that the Program is reasonably designed to assess and manage each Fund’s liquidity risk and has operated adequately and effectively to manage each Fund’s liquidity risk since implementation.

 

The Committee reported that during the period covered by the report, there were no liquidity events that impacted the Funds or their ability to timely meet redemptions without dilution to existing shareholders. Among other things, the Board noted that the Funds are not required to have a highly liquid investment minimum based on their liquidity classifications. The Board further noted that no material changes have been made to the Program since its implementation.

 

32 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Privacy Policy

 

WHO WE ARE  
Who is providing this notice? The Disciplined Growth Investors Fund
WHAT WE DO  
How does the Fund protect my personal information? To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does the Fund collect my personal information?

We collect your personal information, for example, when you

 

●    open an account

●    provide account information or give us your contact information

●    make a wire transfer or deposit money

Why can’t I limit all sharing?

Federal law gives you the right to limit only

 

●    sharing for affiliates’ everyday business purposes-information about your creditworthiness

●    affiliates from using your information to market to you

●    sharing for non-affiliates to market to you

 

State laws and individual companies may give you additional rights to limit sharing.

DEFINITIONS  
Affiliates Companies related by common ownership or control. They can be financial and nonfinancial companies.
Non-affiliates

Companies not related by common ownership or control. They can be financial and nonfinancial companies.

 

●    The Fund does not share with non-affiliates so they can market to you. 

Joint marketing

A formal agreement between non-affiliated financial companies that together market financial products or services to you.

 

●    The Fund does not jointly market.

 

Semi-Annual Report | October 31, 2023 33

   

 

The Disciplined Growth Investors Fund Privacy Policy

 

FACTS WHAT DOES THE FUND DO WITH YOUR PERSONAL INFORMATION?
WHY? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
WHAT?

The types of personal information we collect and share depend on the product or service you have with us. This information can include:

 

●    Social Security number and account transactions

●    Account balances and transaction history

●    Wire transfer instructions

HOW? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Fund chooses to share; and whether you can limit this sharing.

REASONS WE CAN SHARE YOUR
PERSONAL INFORMATION
DOES THE
FUND SHARE:
CAN YOU LIMIT
THIS SHARING?
For our everyday business purposes –
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus
Yes No
For our marketing purposes –
to offer our products and services to you
No We do not share.
For joint marketing with other financial companies No We do not share.
For our affiliates’ everyday business purposes –
information about your transactions and experiences
Yes No
For our affiliates’ everyday business purposes –
information about your creditworthiness
No We do not share.
For non-affiliates to market to you No We do not share.

 

34 1-855-DGI-FUND (344-3863) | www.DGIfund.com

   

 

The Disciplined Growth Investors Fund Privacy Policy

 

OTHER IMPORTANT INFORMATION
California Residents If your account has a California home address, your personal information will not be disclosed to nonaffiliated third parties except as permitted by applicable California law, and we will limit sharing such personal information with our affiliates to comply with California privacy laws that apply to us.
Vermont Residents The State of Vermont requires financial institutions to obtain your consent prior to sharing personal information that they collect about you with affiliated companies and nonaffiliated third parties other than in certain limited circumstances. Except as permitted by law, we will not share personal information we collect about you with nonaffiliated third parties or other affiliated companies unless you provide us with your written consent to share such information.

 

Semi-Annual Report | October 31, 2023 35

   

 

 

 

 

 

   

 

TABLE OF CONTENTS

 

Manager Commentary  
Emerald Growth Fund 1
Emerald Insights Fund 6
Emerald Finance & Banking Innovation Fund 10
Disclosure of Fund Expenses 19
Schedule of Investments  
Emerald Growth Fund 21
Emerald Insights Fund 23
Emerald Finance & Banking Innovation Fund 25
Statements of Assets and Liabilities 27
Statements of Operations 28
Statements of Changes in Net Assets  
Emerald Growth Fund 29
Emerald Insights Fund 31
Emerald Finance & Banking Innovation Fund 33
Financial Highlights  
Emerald Growth Fund 34
Emerald Insights Fund 38
Emerald Finance & Banking Innovation Fund 42
Notes to Financial Statements 46
Additional Information 52
Liquidity Risk Management Program Disclosure 53
Privacy Policy 54

   

 

Emerald Growth Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

Dear Shareholders:

 

Investment Results

The performance of the Emerald Growth Fund’s Class A shares (without sales load), for the six months ended October 31, 2023, declined by 6.68%, outpacing its benchmark, the Russell 2000 Growth Index, which declined by 7.36%. Please see page 3 for more information.

 

Over the last six months, U.S. Treasury yields have demonstrated heightened volatility as recession probabilities have waxed and waned. The volatility in the most recent three-month period has been outsized relative to history as the collision of a persistently stronger labor market, a rapidly widening fiscal deficit and increasing bond supply propelled U.S. Treasury yields higher across the curve. The long-end of the curve hit escape velocity with the 10-year yield peaking at 4.98% on October 19th. As yields pushed higher, equities retreated. Small capitalization stocks were again laggards with the Russell 2000 falling 5.29% and trailing the Russell 1000, which gained 1.37%. From a style perspective, while the Russell 2000 Value declined 3.47% outpacing the Russell 2000 Growth, which declined 7.36%, both subcomponents lagged their respective Russell 1000 peer. At the constituent level, within the Russell 2000, the rising cost of capital weighed particularly hard on the fastest growing companies as measured by sales growth as well as the non-revenue/non-earnings generating companies within the benchmark.

 

Investment Analysis

The Emerald Growth Fund outperformed the Russell 2000 Growth Index for trailing six-month period ended October driven by the positive contribution from selection effect. At the sector level, stock selection driven relative outperformance within the healthcare, technology, and basic materials sectors more than offset by relative underperformance within the consumer discretionary and industrials sectors.

 

The healthcare sector was the largest positive contributor to return driven by holdings within the biotechnology and pharmaceuticals industries. The portfolio also experienced a positive contribution to return from holdings within the technology and basic materials sectors and more specifically positions held within computer hardware and iron and steel industries.

 

Partially offsetting the positive contributors to return was stock selection driven relative underperformance within the consumer discretionary and industrials sectors. The consumer discretionary sector was the largest detractor to return as stock selection within the casinos and gambling, restaurants, recreational services, and specialty retail industries detracted from returns. The portfolio held an underweight position in the consumer discretionary sector exiting the month of October.

 

Relative underperformance within the industrials sector also detracted from return, driven by both stock selection and allocation effect. The industrials sector of the Russell 2000 Growth index returned -1.13% for the trailing six-month period, significantly outpacing the -7.36% return posted by the index overall. As a result, the Fund’s sizeable underweight position, which averaged approximately 528 basis points over the period, was a headwind to performance from an allocation perspective. The allocation headwind was compounded by stock selection where challenges were most noteworthy within the transaction processing services, industrial machinery, and trucking industries. At period end, Emerald has maintained the Fund’s underweight position in the industrials sector, although the variation to the benchmark has narrowed in recent months.

 

Exiting October, the portfolio held the largest active exposures in the healthcare, consumer staples, and financials sectors. Thoughts as of period end on those sectors and other notable areas of exposure are highlighted below.

 

The healthcare sector represented the portfolio’s largest nominal and active exposure. At the industry level, the portfolio held the largest nominal and relative overweight positions within the medical equipment, biotechnology, pharmaceuticals, and medical services industries. We continue to be focused on medical devices and diagnostic companies that are profitable and not trading on a revenue multiple. For therapeutics, we are focused on profitable companies and those with what we believe to be quality assets generating revenue with a view towards profitability. Approximately 70% of the Fund’s therapeutics (biotech + pharma) exposure is in companies that have revenue.

 

The portfolio also exited October 2023 with an overweight position within the consumer staples sector. We remain positive on the fundamental outlook for growth-oriented consumer packaged goods companies. We see mounting evidence that the broad-based cost inflation and supply chain issues that plagued the industry throughout 2022 are abating, which we think should result in higher profit margins entering 2024. We continue to focus on companies with disruptive brands, category leadership positions, strong secular growth opportunities, and improving profit margins that may enable them to navigate an often-turbulent business environment, resulting in industry leading revenue and earnings growth.

 

The Fund also held an overweight position within the financial sector driven by holdings within the bank, full line insurance, investment services, and property and casualty insurance industries. The Fund’s largest concentration of exposure is held within the full line and

 

Semi-Annual Report | October 31, 2023 1

   

 

Emerald Growth Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

property casualty insurance industries where Emerald continues to focus on companies we believe have strong balance sheets, and exposure to growing specialty end-markets with sustained pricing power.

 

Outlook (as of October 31, 2023)

The tenor of the market shifted significantly to start November. Treasuries rallied across the curve and equities ripped higher, led by small capitalization stocks, as the pressure from tax loss selling ebbed, the size of the announced treasury refunding was below expectations, Federal Reserve Chairman Powell and other Federal Reserve officials acknowledged that financial conditions had tightening meaningful through the third quarter, leading to a substantial decline in the market assessed probabilities for future rate hikes and economic data surprised to the downside with both the Institute of Supply Managers Survey and labor market report falling below expectations.

 

Corporate earnings season is providing additional near-term support to the market move, with earnings, generally trending better than expected. While small capitalization stocks are earlier in their reporting cycle, earnings thus far are trending better than expected.

 

In this regard, while we have been early in our call for a shift in leadership back toward small capitalization stocks, tactically we believe that given the significant year-to-date relative underperformance of the Russell 2000 -4.45% to the Russell 1000 +10.28% as of October 31, 2023, there continues to be near-term opportunity for small capitalization stocks to claw back some of that recent underperformance. According to a September 30, 2023 report from Steve DeSanctis Equity Strategist at Jefferies, the Russell 2000 rallied more than 10% during the fourth quarter 12x in its 44-history, with those rallies largely occurring when small caps have lagged large caps through the first 9-months of the year.

 

On a longer-term basis, the sizeable underperformance of the small cap segment remains an outlier relative to history with the rolling 5-year return for the Russell 2000 standing at 2.7% vs. 10% for the Russell 1000, a differential of 7.3% which falls in the 7th percentile relative to history, according to same report cited above. The relative valuation of the Russell 2000 to the Russell 1000 is now sitting in the 8th percentile vs. history, with the index trading at a double-digit discount relative to the long-term average based on trailing P/E, forward P/E, price to book, price to cash flow, price to sales and P/E to growth. Market concentration continues to be historically high, with the top 10 names now accounting for 28.8% of the Russell 1000 index, and over 51.2% of the Russell 1000 Growth Index. For reference, at the peak of the Tech Bubble, the top-10 positions within those indices accounted for 23.8% and 36.5%, respectively.

 

While it is always difficult to call the exact inflection point, we believe that a durable resumption in small capitalization stock leadership will be predicated on a further deceleration in the rate of inflation, a stabilization in employment gains and wage growth, a definitive end to the Federal Reserve hiking cycle, and further confidence in a reacceleration in the corporate earnings growth in 2024. All of that being said, the early October Hamas attack, declaration of war from Israel, and the prospect of U.S. involvement remain a tail risk.

 

Emerald, as always, remains vigilant and focused on utilizing our fundamental bottom-up research process to identify the most attractive growth opportunities within the small capitalization universe.

 

Top Contributors: Top Detractors:  
Super Micro Computer Inc. Treace Medical Concepts, Inc.  
Reata Pharmaceuticals, Inc. TransMedics Group, Inc.  
Celsius Holdings, Inc. Shift4 Payments, Inc.  
Varonis Systems, Inc. Planet Fitness, Inc.  
FTAI Aviation Ltd. Churchill Downs Incorporated  
     
Kenneth G. Mertz II, CFA Stacey L. Sears Joseph W. Garner
Chief Investment Officer Portfolio Manager Portfolio Manager
Portfolio Manager    
     
Emerald Mutual Fund Advisers Trust    

 

2 www.emeraldmutualfunds.com

   

 

Emerald Growth Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

Past performance does not guarantee future results. Fund prices fluctuate as the underlying assets have exposure to market fluctuations and other risks, as described in the Fund’s prospectus. Please visit www.emeraldmutualfunds.com to obtain current performance information and for the current prospectus and statement of additional information. This material must be preceded or accompanied by a prospectus. Please read the prospectus carefully before investing.

 

The views of Emerald Mutual Fund Advisers Trust and information discussed in this commentary are as of the date of publication, are subject to change, and may not reflect the writer's current views. The views expressed are those of the author only, and represent an assessment of market conditions at a specific point in time, are opinions only and should not be relied upon as investment advice regarding a particular investment or markets in general. Such information does not constitute a recommendation to buy or sell specific securities or investment vehicles. It should not be assumed that any investment will be profitable or will equal the performance of the Fund or any securities or any sectors mentioned in this letter. The subject matter contained in this letter has been derived from several sources believed to be reliable and accurate at the time of compilation. Neither Emerald Mutual Fund Advisers Trust nor the Fund accepts any liability for losses either direct or consequential caused by the use of this information.

 

The Emerald Growth Fund is distributed by ALPS Distributors, Inc.

 

The Fund is subject to investment risks, including possible loss of the principal amount invested and therefore is not suitable for all investors. The Fund may not achieve its objectives.

 

Diversification does not eliminate the risk of experiencing investment losses.

 

The Russell 2000® Growth Index measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000® Index companies with higher price-to-value ratios and higher forecasted growth values. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly into the Index.

 

The Russell 2000® Value Index measures the performance of small-cap value segment of the U.S. equity universe. It includes those Russell 2000 companies with lower price-to-book ratios (A ratio used to compare a stock's market value to its book value. It is calculated by dividing the current closing price of the stock by the latest quarter's book value per share.) and lower forecasted growth values. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly into the Index.

 

Emerald's Dynamic Barbell approach utilizes Emerald's in-house research team to monitor and dynamically adjust factors such as sizes of companies, sectors and industries and portfolio weightings. Like a barbell, the approach balances offsetting factors such as large/small companies; cyclical/secular trends and companies with more international/domestic exposure.

 

Basis points refers to a common unit of measure for interest rates and other percentages in finance. One basis point is equal to 1/100th of 1%, or 0.01%, or 0.0001, and is used to denote the percentage change in a financial instrument. The relationship between percentage changes and basis points can be summarized as follows: 1% change = 100 basis points and 0.01% = 1 basis point.

 

Semi-Annual Report | October 31, 2023 3

   

 

Emerald Growth Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

TOP TEN HOLDINGS

(as a % of Net Assets)*

 

Carpenter Technology Corp. 2.41%
Simply Good Foods Co. 2.20%
ACADIA Pharmaceuticals, Inc. 1.95%
Churchill Downs, Inc. 1.93%
Blueprint Medicines Corp. 1.91%
Super Micro Computer, Inc. 1.86%
FTAI Aviation Ltd 1.79%
Tenable Holdings, Inc. 1.77%
Varonis Systems, Inc. 1.76%
Freshpet, Inc. 1.72%
Top Ten Holdings 19.30%

 

INDUSTRY SECTOR ALLOCATION

(as a % of Net Assets)

 

Health Care 23.26%
Industrials 20.58%
Technology 17.69%
Consumer Discretionary 8.81%
Financials 7.93%
Energy 5.59%
Consumer Staples 5.55%
Consumer, Non-cyclical 3.93%
Consumer, Cyclical 1.42%
Producer Durables 0.83%
Real Estate 1.31%
Cash, Cash Equivalents, & Other Net Assets 3.10%
Total 100.00%

 

*Holdings are subject to change, and may not reflect the current or future position of the portfolio.

ANNUALIZED TOTAL RETURN (for the year ended October 31, 2023)

 

 

  6 Month 1 Year 3 Year 5 Year 10 Year Since Inception(1) Expense Gross(2) Ratio Net(2)
Class A (NAV) -6.68% -8.00% -2.13% 3.74% 6.57% 9.93% 1.13% 1.13%
Class A (LOAD) -11.13% -12.36% -3.71% 2.73% 6.06% 9.76% 1.13% 1.13%
Russell 2000® Growth Index(3) -7.36% -7.63% -1.83% 2.68% 5.67% 7.34%    
Class C (NAV) -6.99% -8.60% -2.76% 3.07% 5.89% 5.54% 1.78% 1.78%
Class C (LOAD) -7.88% -9.47% -2.76% 3.07% 5.89% 5.54% 1.78% 1.78%
Russell 2000® Growth Index(3) -7.36% -7.63% -1.83% 2.68% 5.67% 4.66%    
Investor Class -6.54% -8.06% -2.18% 3.70% 6.63% 8.16% 1.17% 1.17%
Russell 2000® Growth Index(3) -7.36% -7.63% -1.83% 2.68% 5.67% 7.02%    
Institutional Class -6.70% -7.72% -1.83% 4.07% 6.91% 11.19% 0.82% 0.82%
Russell 2000® Growth Index(3) -7.36% -7.63% -1.83%   5.67% 10.01%    

 

Performance quoted represents past performance, does not guarantee future results and current performance may be lower or higher than the data quoted. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance data current to the most recent month end may be obtained at www.emeraldmutualfunds.com.

 

Performance shown for periods prior to March 16, 2012, reflects the performance of the Forward Growth Fund, a series of Forward Funds (as a result of a reorganization of the Forward Growth Fund into the Emerald Growth Fund).

 

Returns for periods less than 1 year are cumulative.

 

The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Subject to investment risks, including possible loss of the principal amount invested.

 

Maximum Offering Price (MOP) for Class A shares includes the Fund's maximum sales charge of 4.75%. Performance shown at NAV does not include these sales charges and would have been lower had it been taken into account.

 

A Contingent Deferred Sales Charge (CDSC) of 1.00% may apply to Class C shares redeemed within the first 12 months after a purchase.

 

(1)Inception Dates - Class A: 10/01/1992, Class C: 07/01/2000, Institutional Class: 10/21/2008, Investor Class: 05/01/2011

 

(2)Emerald Mutual Fund Advisers Trust ("Emerald" or the "Adviser") has agreed contractually to waive a portion of its fees and reimburse other expenses in amounts necessary to limit the Fund's operating expenses (exclusive of Acquired Fund Fees and Expenses, brokerage expenses, interest expense, taxes and extraordinary expense) for Class A, Class C, Institutional Class, and Investor Class shares to an annual rate (as percentage of the Fund's average daily net assets) of 1.13%, 1.78%, 0.82% and 1.17% respectively. This agreement (the "Expense Agreement") shall continue at least through August 31, 2024. The Adviser will be permitted to recapture, on a class-by-class basis, expenses it has borne through the Expense Agreement to the extent that the Fund's expenses in later periods fall below the annual rates set forth in the Expense Agreement; provided, however, that such recapture payments do not cause the Fund's expense ratio (after recapture) to exceed the lesser of (i) the expense cap in effect at the time of the waiver and (ii) the expense cap in effect at the time of the recapture. Notwithstanding the foregoing, the Fund will not be obligated to pay any such deferred fees and expenses more than three years after the date on which the fee and expenses were deferred. The Adviser may not discontinue this waiver, prior to August 31, 2024, without the approval by the Fund's Board of Trustees. Ratios as of the Prospectus dated August 31, 2023 and may differ from the ratios presented in the Financial Highlights.

 

(3)The Russell 2000® Growth Index measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000® Index companies with higher price-to-value ratios and higher forecasted growth values. The Index is not actively managed and does not reflect any deduction for fees, expenses or taxes. An investor may not invest directly into the Index.

 

4 www.emeraldmutualfunds.com

   

 

Emerald Growth Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

GROWTH OF $10,000 INVESTMENT IN THE FUND (for the year ended October 31, 2023)

 

Comparison of change in value of a $10,000 investment (includes applicable sales loads)

 

 

The chart represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Investing in the Fund is subject to investment risks, including possible loss of the principal amount invested.

 

Semi-Annual Report | October 31, 2023 5

   

 

Emerald Insights Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

Dear Shareholders:

 

Investment Results

The performance of the Emerald Insights Fund Class A Shares (without the sales load) for the six months ended October 31, 2023, reflected a return of 4.15%, trailing the Russell 3000 Growth Index benchmark return of 5.91% by 176 basis points. Performance was driven by strength in Energy, offset by weakness in Industrials, Consumer Discretionary, and Healthcare.

 

Investment Analysis

The first half of the Emerald Insights Fund’s fiscal year (ended October 31, 2023) was marked by the continued significant concentration of returns in the largest index constituents. The first half of calendar year 2023 marked the narrowest market breadth in history, with just 25% of stocks outperforming the S&P500 and that concentration of returns continued, largely unabated, throughout the Fund’s reporting period. The market did broaden somewhat early in the summer, only to contract again as investors took a decidedly risk-off attitude due to macro factors such as interest rates, fears of a government shutdown, and a continued hawkish U.S. Federal Reserve. The Fund benefitted from stock selection in Energy and Technology sectors, although the Fund’s structural underweight to the largest capitalization technology companies detracted from returns. The Fund’s overweight to several small cap names detracted from performance, with small-caps/mid-caps lagging large-caps for the 4th consecutive quarter.

 

Growth-oriented indices have become increasingly concentrated, with the Top 10 names in the Russell 1000 Growth Index accounting for over 50% of that Index’ weight. Using our Dynamic Barbell strategy, we were able to maintain a sizable mega-cap weight during the period, but also maintain more diversification than the Russell 3000 Growth Index, which has a Technology weighting of close to 50%. Technology has been the Fund’s largest underweight vs. the Index, with Energy being the largest overweight.

 

As has been the case for many quarters, the Insights Fund remained overweight small- and mid-cap stocks vs. the benchmark during the period, given our thoughts on relative valuation and growth, with small caps relative valuations vs. large trading at levels not seen since 2002.

 

Outlook (as of October 31, 2023)

We have repeatedly questioned the sustainability of the Mega-Cap driven rally, which accounts for a huge percentage of major growth equity index YTD returns. We have, thus far, been wrong. The disparity between small and large has persisted and grown, despite an increasing valuation disparity and unprecedented index concentration. But we stick by our Dynamic Barbell, which has us overweighting selected small and midcap stocks and have courage in our conviction that market breadth will improve, and small caps can and will make up some of their longer-term underperformance.

 

We do believe a recession is coming. We look at the Leading Economic Indicators which have registered negative readings for the last 18 consecutive months - a timeframe that has always predicted a recession. Money supply, which historically correlates in some way to GDP, has been in negative territory for several months - the first time in history. Banks’ lending standards have tightened, signaling recessionary conditions, while at the same time, loan demand has deteriorated due to increased interest rates. The ISM Manufacturing survey also remains in contraction although at levels just above those signaling recession.

 

While we talk about macro forces, small caps and recessions, the fact is we are a fundamental, bottom-up driven manager focusing on finding companies with superior earnings and revenue growth and exemplary management teams. We believe in our core that EPS and revenue growth drives stock prices.

 

Our team’s ability to generate alpha through stock selection has been a hallmark of Emerald throughout our 30-year history and we believe the ability to identify secular themes and company-specific growth opportunities, coupled with the ability to bias portfolios across the market capitalization spectrum without losing sight of the broader benchmark will provide enduring opportunities to outperform.

 

6 www.emeraldmutualfunds.com

   

 

Emerald Insights Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

Top 10 Contributors Top 10 Detractors
NVIDIA Corporation Babcock & Wilcox Enterprises Inc
TETRA Technologies, Inc. Ameresco, Inc. Class A
Amazon.com, Inc. SkyWater Technology Inc
Microsoft Corporation TransMedics Group, Inc.
Super Micro Computer, Inc. Churchill Downs Incorporated
Alphabet Inc. Class A Ebix, Inc.
Reata Pharmaceuticals, Inc. Class A MP Materials Corp Class A
CrowdStrike Holdings, Inc. Class A Excelerate Energy, Inc. Class A
Pure Storage, Inc. Class A Amylyx Pharmaceuticals, Inc.
Palo Alto Networks, Inc. DocGo Inc.
   
David A. Volpe, CFA Stephen L. Amsterdam
Deputy Chief Investment Officer Portfolio Manager
Portfolio Manager  
   
Emerald Mutual Fund Advisers Trust  

 

Past performance does not guarantee future results. Fund prices fluctuate as the underlying assets have exposure to market fluctuations and other risks, as described in the Fund’s prospectus. Please visit www.emeraldmutualfunds.com to obtain current performance information and for the current prospectus and statement of additional information. This material must be preceded or accompanied by a prospectus. Please read the prospectus carefully before investing.

 

The views of Emerald Mutual Fund Advisers Trust and information discussed in this commentary are as of the date of publication, are subject to change, and may not reflect the writer's current views. The views expressed are those of the author only, and represent an assessment of market conditions at a specific point in time, are opinions only and should not be relied upon as investment advice regarding a particular investment or markets in general. Such information does not constitute a recommendation to buy or sell specific securities or investment vehicles. It should not be assumed that any investment will be profitable or will equal the performance of the Fund or any securities or any sectors mentioned in this letter. The subject matter contained in this letter has been derived from several sources believed to be reliable and accurate at the time of compilation. Neither Emerald Mutual Fund Advisers Trust nor the Fund accepts any liability for losses either direct or consequential caused by the use of this information.

 

The Emerald Insights Fund is distributed by ALPS Distributors, Inc.

 

The Fund is subject to investment risks, including possible loss of the principal amount invested and therefore is not suitable for all investors. The Fund may not achieve its objectives.

 

Diversification does not eliminate the risk of experiencing investment losses.

 

The Russell 3000® Growth Index is a market capitalization weighted index based on the Russell 3000® index. The Russell 3000® Growth Index includes companies that display signs of above average growth. The index is used to provide a gauge of the performance of growth stocks in the United States. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly into the Index.

 

Basis points refers to a common unit of measure for interest rates and other percentages in finance. One basis point is equal to 1/100th of 1%, or 0.01%, or 0.0001, and is used to denote the percentage change in a financial instrument.

 

Semi-Annual Report | October 31, 2023 7

   

 

Emerald Insights Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

TOP TEN HOLDINGS

(as a % of Net Assets)*

 

Microsoft Corp. 10.69%
Apple, Inc. 8.31%
NVIDIA Corp. 5.52%
Amazon.com, Inc. 5.43%
Alphabet, Inc. 5.16%
Meta Platforms, Inc. 3.30%
TJX Cos., Inc. 1.99%
Visa, Inc. 1.95%
ACADIA Pharmaceuticals, Inc. 1.89%
GXO Logistics, Inc. 1.85%
Top Ten Holdings 46.09%

 

INDUSTRY SECTOR ALLOCATION

(as a % of Net Assets)

 

Technology 44.30%
Consumer Discretionary 16.64%
Health Care 11.54%
Industrials 10.79%
Energy 7.86%
Financials 2.32%
Communications 2.11%
Consumer Staples 1.52%
Consumer, Cyclical 0.60%
Cash, Cash Equivalents, & Other Net Assets 2.32%
Total 100.00%

 

*Holdings are subject to change, and may not reflect the current or future position of the portfolio.

ANNUALIZED TOTAL RETURN (for the year ended October 31, 2023)

 

 

  6 Month 1 Year 3 Year 5 Year Since Inception(1) Expense Gross(2) Ratio Net(2)
Class A (NAV) 4.15% 14.38% 7.21% 13.35% 10.19% 1.94% 1.35%
Class A (LOAD) -0.82% 8.98% 5.49% 12.26% 9.61% 1.94% 1.35%
Russell 3000® Growth Index(3) 5.91% 17.32% 8.07% 13.49% 13.28%    
Class C (NAV) 3.82% 13.57% 6.49% 12.61% 9.45% 2.59% 2.00%
Class C (LOAD) 2.82% 12.57% 6.49% 12.61% 9.45% 2.59% 2.00%
Russell 3000® Growth Index(3) 5.91% 17.32% 8.07% 13.49% 13.28%    
Investor Class 4.28% 14.33% 7.16% 13.32% 10.12% 1.99% 1.40%
Russell 3000® Growth Index(3) 5.91% 17.32% 8.07% 13.49% 13.28%    
Institutional Class 4.11% 14.73% 7.52% 13.69% 10.50% 1.64% 1.05%
Russell 3000® Growth Index(3) 5.91% 17.32% 8.07% 13.49% 13.28%    

 

The performance quoted represents past performance, does not guarantee future results and current performance may be lower or higher than the data quoted. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance data current to the most recent month end may be obtained at www.emeraldmutualfunds.com.

 

Returns for periods less than 1 year are cumulative.

 

The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

Subject to investment risks, including possible loss of the principal amount invested.

 

Maximum Offering Price (MOP) for Class A shares includes the Fund's maximum sales charge of 4.75%. Performance shown at NAV does not include these sales charges and would have been lower had it been taken into account.

 

A Contingent Deferred Sales Charge (CDSC) of 1.00% may apply to Class C shares redeemed within the first 12 months after a purchase.

 

(1)Inception Date – August 1, 2014.

 

(2)Emerald Mutual Fund Advisers Trust ("Emerald" or the "Adviser") has agreed contractually to waive a portion of its fees and reimburse other expenses in amounts necessary to limit the Fund's operating expenses (exclusive of Acquired Fund Fees and Expenses, brokerage expenses, interest expenses, taxes and extraordinary expense) for Class A, Class C, Institutional Class, and Investor Class shares to an annual rate (as percentage of the Fund's average daily net assets) of 1.35%, 2.00%, 1.05% and 1.40% respectively. This agreement (the "Expense Agreement") shall continue at least through August 31, 2024. The Adviser will be permitted to recapture, on a class-by-class basis, expenses it has borne through the Expense Agreement to the extent that the Fund's expenses in later periods fall below the annual rates set forth in the Expense Agreement; provided, however, that such recapture payments do not cause the Fund's expense ratio (after recapture) to exceed the lesser of (i) the expense cap in effect at the time of the waiver and (ii) the expense cap in effect at the time of the recapture. Notwithstanding the foregoing, the Fund will not be obligated to pay any such deferred fees and expenses more than three years after the date on which the fee and expenses were deferred. The Adviser may not discontinue this waiver, prior to August 31, 2024, without the approval by the Fund's Board of Trustees. Ratios as of the Prospectus dated August 31, 2023 and may differ from the ratios presented in the Financial Highlights.

 

(3)The Russell 3000® Growth Index is a market capitalization weighted index based on the Russell 3000® index. The Russell 3000® Growth Index includes companies that display signs of above average growth. The index is used to provide a gauge of the performance of growth stocks in the United States. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly into the Index.

 

Important Risks

Investing in smaller companies generally will present greater investment risks, including: greater price volatility, greater sensitivity to changing economic conditions and less liquidity than the securities of larger, more mature companies.

 

8 www.emeraldmutualfunds.com

   

 

Emerald Insights Fund Manager Commentary
  October 31, 2023 (Unaudited)

  

GROWTH OF $10,000 INVESTMENT IN THE FUND (for the year ended October 31, 2023)

 

Comparison of change in value of a $10,000 investment (includes applicable sales loads)

 

 

The chart represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Investing in the Fund is subject to investment risks, including possible loss of the principal amount invested.

 

Semi-Annual Report | October 31, 2023 9

   

 

Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

Dear Shareholders:

 

Investment Results

In September, for the second month in a row, the US banking sector experienced broad-based selling pressure, which pushed valuations down to their lowest level since May. The median price to adjusted tangible book value (TBV) for the 211 banks in the S&P Global Market Intelligence analysis was 113.6% on Sept. 29, down from 119.7% at the end of August and 129.5% at the end of July.

 

The selling pressure increased in the last two weeks of September as the market digested the Federal Reserve's decision to maintain the rates range. Bank stocks fell on Sept. 20 after the Fed said it would keep the federal funds rate within the range of 5.25% to 5.5%. The central bank also signaled its intention to keep interest rates higher for longer, driving government bond yields to surge to their highest levels since before the Great Recession.

 

The median return of major exchange-traded banks was -4.7% for the month, compared with -7.2% in August. The S&P US BMI Banks index's return was -8.8%, while the S&P 500's return was -4.8%. The S&P US BMI Banks index's return started falling to more than 6% two days before the Fed announced the rate decision. It reached the nadir on Sept. 25, at -10%.

 

Investment Analysis

We believe there could be a modest reversal in the "extreme negativity" against owning bank stocks in the near term given that while funding pressure continued in the third quarter 2023 the quarter-over-quarter increase in the cost of deposits slowed sequentially. While the quarter was not perfect, we believe results started to show signs of net interest margins “troughing”.

 

Additionally, US banks' uninsured deposit total continued to fall in the third quarter but at a much slower rate. The industry's uninsured deposits dropped just 0.5% quarter over quarter, compared to sequential declines of 7.8% in the first quarter and 2.4% in the second quarter, according to S&P Global Market Intelligence data.

 

While sharper sequential drops have stalled, levels are still down from historical trends as US banks' $6.851 trillion in uninsured deposits on September 30 marks the lowest level since the first quarter of 2020, while the 41.1% percentage of total deposits is the lowest in more than three years.

 

Uninsured deposits came under a microscope after the failures of Silicon Valley Bank (SI) and Signature Bank (SBNY), both of which had high levels of uninsured deposits. Since then, the industry's uninsured deposit total began falling as banks took a second look at what they include in their tally and also made steps to reduce their exposure, such as through "deposit spreading" services like those offered by IntraFi Network LLC.

 

Additionally, most banks' net interest margins declined in the third quarter, but the pace of contraction slowed from the prior period.

 

Funding costs rose at a far faster clip than earning-asset yields in the first and second quarters as banks' reliance on higher-cost funding like certificates of deposits grew, but the two metrics increased at the same pace in the third quarter. The dynamic resulted in a relatively small decline in margins in the third quarter. The median, taxable equivalent net interest margin of the banking industry dipped to 3.37%, down 3 basis points (bps) sequentially, after falling 5 bps in the second quarter and 15 bps in the first quarter, according to S&P Global Market Intelligence data.

 

Banks continued to experience deposit outflows over the last six months with deposits falling 0.5% quarter over quarter in the third quarter, driven by declines in non-brokered deposits. The decline marks the sixth straight quarter of decreases in non-brokered deposits, but outflows slowed in the last two quarters as banks paid up to defend their funding, leading to notably higher deposit costs.

 

The banking industry's aggregate cost of deposits rose to 2.03% in the third quarter, up 32 bps from a quarter earlier. While the increase was smaller than the 38-bps sequential increase in the second quarter, the beta, or the percentage of change in fed funds passed on to depositors, was 117.5% in the period, compared to 79.1% in the previous quarter.

 

We believe that if the federal reserve has halted raising interest rates pricing pressure on deposits will lessen, but banks have also seen the mix of deposits change considerably as customers shifted funds out of noninterest-bearing deposits and into higher-cost products for institutions like brokered deposits and certificates of deposits. That mix continued into September and October 2023.

 

While credit metrics across the industry remain benign, we have seen several one-off cases of credit deterioration. These issues have been across various industries and markets, and while we do not believe it represents a significant deterioration in credit metrics, we do believe this is the beginning of the “normalization” we have been expecting.

 

10 www.emeraldmutualfunds.com

   

 

Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

We believe the end of COVID-19-era stimulus, post-pandemic changes in consumer behavior and borrowers facing a larger debt service due to higher rates will cause community banks to increase reserves for loan losses during the remainder of 2023 and again further in 2024. We believe margin compression and increased credit costs will serve as a headwind to earnings during those periods.

 

Overdue commercial real estate loans at US banks jumped over the last six months as high interest rates and office vacancies continued to put the portfolios under pressure. The commercial real estate (CRE) loan delinquency rate across the industry increased 21 basis points sequentially to 1.03% in the third quarter, according to data from S&P Global Market Intelligence. That was the biggest sequential increase in at least five years and pushed the delinquency rate above its early-pandemic high of 1.02% in the fourth quarter of 2020.

 

Despite the stress, banks generally continue to describe CRE loan problems as manageable, with a number that have significant exposure to the office sector building loss reserves to the high-single-digit percentages for those loans.

 

US banks active in lending against warehouse and industrial real estate properties ramped up their exposure to the property sector significantly year over year as of October 31. We believe industrial lending remains a relative safe haven for banks paring back their exposure to office properties, a core commercial real estate (CRE) sector that has faced stronger headwinds amid persistent work-from-home trends.

 

The balance sheet composition of the US banking industry continued shifting over the past six months toward wholesale funding on the liability side and loans and leases on the asset side.

 

That transformation is taking place as the industry gradually shrinks. Total assets for US commercial banks, savings banks and savings and loan associations were $23.406 trillion on September 30, representing a 0.2% decline from June 30 and a 2.4% decrease since the all-time peak on March 31, 2022, according to data from S&P Global Market Intelligence.

 

Non-brokered deposits totaled $17.256 trillion on Sept. 30, down 1.0% sequentially and representing the sixth consecutive quarterly decline.

 

During the last six months, banks have been replacing securities with loans and leases. Following a slight downturn in the first quarter, tepid loan growth resumed in the second quarter and continued in the third quarter, albeit at an even slower rate. Meanwhile, total securities have gone down for six quarters in a row. Since March 31, 2022, loans and leases are up 8.7%, while securities have fallen 15.3%.

 

Pre-provision net revenue (net interest income plus non-interest income minus non-interest expense) fell to a four-quarter low of $108.47 billion. Quarter-over-quarter, a lower non-interest expense level was not enough to offset less non-interest income and flat net interest income. However, the industry as a whole enjoyed margin expansion for the first time this year. The net interest margin on a fully taxable equivalent basis moved up 2 basis points from the second quarter to 3.23%. Another boost to bottom-line profitability was lower provisioning. The provision for credit losses declined 11.1% quarter over quarter. As credit quality continues to normalize to pre-pandemic levels, net charge-offs to average loans crept up again in the third quarter to a three-year high, and problem asset ratios are on the upswing.

 

Most banks' net interest margins declined in the third quarter, but the pace of contraction slowed from the prior period. Funding costs rose at a far faster clip than earning-asset yields in the first and second quarters as banks' reliance on higher-cost funding like certificates of deposits grew, but the two metrics increased at the same pace in the third quarter. The dynamic resulted in a relatively small decline in margins in the third quarter. The median, taxable equivalent net interest margin of the banking industry dipped to 3.37%, down 3 basis points (bps) sequentially, after falling 5 bps in the second quarter and 15 bps in the first quarter, according to S&P Global Market Intelligence data.

 

Banks continued to experience deposit outflows in the third quarter, with deposits falling 0.5% quarter over quarter, driven by declines in non-brokered deposits. The decline marks the sixth straight quarter of decreases in non-brokered deposits, but outflows slowed in the last two quarters as banks paid up to defend their funding, leading to notably higher deposit costs.

 

According to S&P Global, the banking industry's aggregate cost of deposits rose to 2.03% in the third quarter, up 32 bps from a quarter earlier. While the increase was smaller than the 38-bps sequential increase in the second quarter, the beta, or the percentage of change in fed funds passed on to depositors, was 117.5% in the period, compared to 79.1% in the previous quarter.

 

We believe banks have competed for deposits not only with other depositories but also with higher-yielding alternatives in the Treasury and money markets. The gap between what banks paid on their deposits and the rates available in the market narrowed some in the third quarter and could continue to decrease as funding costs grind higher while the Federal Reserve holds rates steady.

 

Semi-Annual Report | October 31, 2023 11

   

 

Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

A pivot in rates would ease pricing pressure on deposits, but banks have also seen the mix of deposits change considerably as customers shifted funds out of noninterest-bearing deposits and into higher-cost products for institutions like brokered deposits and certificates of deposits. That mix continued in the third quarter.

 

Additionally, banks continued to prize liquidity and securities balances continued to shrink over the last six months, while loans grew at a slower pace. In the third quarter, total loans rose 0.4% from the linked quarter, after growing 0.7% on a sequential basis in the second quarter. Modest loan growth and pressure on deposits caused the industry's loan-to-deposit ratio to rise further, increasing to 66.5% from just shy of 66% in the prior quarter and 62% a year earlier.

 

While the Fed continues to engage in quantitative tightening as of period end, we believe the narrowing gap between banks' deposit costs and higher-yielding alternatives should help limit future deposit outflows. If funding stabilizes, we believe bank margins could soon find a floor for some institutions as they continue to see their loan yields move higher. Loan yields have received a boost from higher rates but have also increased as some fixed rate credits mature and refinance at higher rates. Loan yields rose 29 bps quarter over quarter in the third quarter after climbing 38 bps in the second quarter.

 

Outlook (as of October 31, 2023)

We believe the higher for longer interest rate environment will keep liquidity in focus at community banks over the next few quarters and could cause some institutions to rethink their independence. We think community bank earnings will fall this year as institutions face liquidity pressures and prepare for higher credit losses by building reserves. Stubborn funding costs and a slippage in credit quality could keep earnings under pressure in 2024 amid a higher for longer interest rate environment. The decline in earnings and returns would be far from severe but still might be enough to encourage more strategic activity from boards and management teams facing stagnant earnings over the next few years.

 

US bank deal activity picked up in recent months, with 39 announcements since July 1 totaling $3.21 billion in announced deal value, or 84% of all announced deal value so far this year. However, the impact of high interest rates on deal math and prolonged closing timelines still makes it hard to get things across the finish line.

 

High interest rates and long regulatory approval timelines are still making it hard to close deals, but bankers believe those same factors will soon lead to a wave of consolidation. We believe we will see a boom in US bank M&A activity as banks are forced to pair up to better deal with intensifying headwinds.

 

We do believe that community bank earnings will benefit in the fourth quarter of 2023 and into 2024, as we believe the Fed will slow the pace if not pause rate increases. If indeed the Fed pauses, we believe the increase in cost of deposits will slow. As cost of deposits stabilize and bank loan portfolios re-rate higher from lower yielding loans made over the past three to five years to higher yielding new loans, we believe the industry will experience improved net interest margins and net interest income. As a result, we believe community bank stocks are attractively valued and would expect valuations to normalize throughout 2024. That said, we expect bank stocks to perform well over the next one-to-two years from current levels, as EPS uncertainty declines and interest rate normalize, allowing for trading multiple normalization/reversion to higher levels on higher, more normalized FY25 EPS. Banks still trade at notable discounts on a relative P/E basis vs. historical trends (54%/47% on FY24 EPS for mid/large cap banks, vs. 82%/71%, respectively, for the 20-year medians).

 

Large cap banks are trading at 8.8x/7.8x FY24/25E EPS and at 1.56x TBV, vs. the historical medians of 11.2x FY2 (the next full year out) EPS and 1.76x, respectively. FactSet consensus FY24/25 EPS growth estimates are now -3%/+11% vs. the historical 10%-12% growth rates expected. The large cap bank P/E on FY24/25 is 47%/47% of the S&P P/E, vs. a 71% median and quartile range of 62%-80% since 2000.

 

Mid cap banks are trading at 10.0x/9.2x FY24/25E EPS and at 1.42x TBV, vs. the historical medians of 12.8x FY2 EPS and 1.86x, respectively. The FactSet consensus FY24/25 EPS growth estimates are now -6%/+7%, vs. the historical 10%-12% growth rates expected. The mid cap bank P/E on FY24/25 is 54%/55% of the S&P P/E, vs. an 82% median and quartile range of 67%-101% since 2000.

 

We believe the liquidity crunch that emerged in March changed the competitive landscape for deposits. Many institutions, including those responding out of an abundance of caution, bolstered liquidity with higher-cost funding sources such as brokered deposits, borrowings from the Federal Home Loan Banks and certificates of deposits (CDs). While deposit outflows have slowed and fears over the stability of banks have subsided, efforts to bolster funding woke up depositors to the significantly higher rates available in the marketplace, with more institutions marketing CDs at elevated rates. In fact, more than 662 banks, 96% of which were community banks, were marketing one-year CDs with rates above 4% as of Sept. 15, a 29% increase since the end of June and a 106% increase from the end of March, according to S&P Global. According to S&P Global, community banks grew CDs by 23% through the first six months of 2023, climbing to 22.8% of deposits from 18.6% at year-end 2022. We believe CDs will end 2023 at 26% of community bank deposits. Further growth in CDs will continue the trend of interest-bearing deposits becoming larger portions of community banks' funding bases.

 

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Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

Noninterest-bearing deposits fell to 25.2% of total deposits in the second quarter from 27.3% in the fourth quarter of 2022 according to S&P Global, and we expect that concentration to drop to 22.5% by year-end 2023. We believe that the shifts in deposits will cause funding costs to rise significantly in 2023 serving as a headwind to banks' net interest margins.

 

In the second quarter, community banks recorded a deposit beta on all deposits, including non-interest-bearing funds, of 77.2% when compared to the prior quarter. That is up from 49.0% in the first quarter and 22.5% in the fourth quarter of 2022.

 

We believe community banks' funding costs will rise at a quicker pace than earning-asset yields and pressure net interest margins. As a result, we believe more community banks could look to pro-actively manage their bond portfolios as did Pinnacle Financial Partners Inc. (PNFP), which will help to alleviate margin pressure. However, pro-active management of the bond portfolio comes with the capital hit associated with selling underwater bonds.

 

The challenges to future earnings growth could lead to a rebound in M&A activity and encourage some institutions to rethink their independence later this year and early in 2024. Bank M&A activity through the first nine months of 2023 remained abysmal as institutions grappled with uncertainty over the economy, interest rates, their own funding bases, and future credit quality. Many potential deals would also be hungry for new capital since the required marks that a buyer must take on a seller's balance sheet often leave the target with little equity. However, the three largest deals in 2023 came in the last few months and bankers say that M&A discussions are picking up as many bank boards feel stuck in the current operating environment.

 

We believe that given the uncertainty that abounds about NIMs, NII and unrealized losses embedded in the available for sale (AFS) securities portfolios of banks there will be a slower pace of merger and acquisition (M&A) activity in the banking industry. However, we witnessed an uptick in M&A activity in the third quarter with thirty-four deal announcements, up from 20 and 25 in the first and second quarters, respectively. The total value of deals announced in the third quarter increased to $2.76 billion from just $432.8 million in the first quarter and from $197.1 million in the second quarter.

 

Third-quarter deal value was boosted by a handful of large deals during the period. Banc of California Inc. (BANC) and PacWest Bancorp's (PACW) pending $1.04 billion merger marked the biggest US bank deal so far in 2023, and Eastern Bankshares Inc.'s (EBC) proposed $527.1 million acquisition of Cambridge Bancorp (CATC) is on track to be the second-largest transaction of the year.

 

With the increase in large deal announcements since July 1, four of the year's five largest US bank deals were announced in the third quarter. The deals announced in the third quarter accounted for 81% of the $3.39 billion in transaction value for 2023 so far. However, yearly activity still lags historic numbers because of the slow start to the year. Only 79 US bank deals have been announced in the year to Sept. 30, less than half of the 165 deals announced for the full year 2022. The total deal value of $3.39 billion for the first three quarters of 2023 is just over one-third of the $9.02 billion in all of 2022.

 

We believe that several hurdles remain in place that will keep M&A activity muted, including the impact of interest rates on deal math. Several recently announced deals saw increased dilution and prolonged earn back periods because of interest rate marks, which we believe drove negative stock reactions. In fact, Eastern Bankshares' (EBC) stock price closed 5.9% lower after announcing its planned purchase of Cambridge (CATC). We believe that reaction was partly driven by the impact of interest rate marks, which caused the deal to be 7.5% dilutive to tangible book value (TBV) with an earnback period of 2.75 years, instead of 11% accretive without rate marks.

 

When EBC announced its planned acquisition of CATC at the same time it announced the sale of the Eastern Insurance Group. EBC has been one of the most active bank acquirers of insurance businesses, with eleven such deals since 2016. Now, the company is exiting the space by selling the unit Eastern Insurance Group LLC to Arthur J. Gallagher & Co. for about $510 million in cash. According to S&P Global, Eastern Insurance Group is the third-largest bank-affiliated insurance brokerage in the US. Management indicated that the bank struck simultaneous deals to capitalize on climbing insurance valuations and depressed bank valuations.

 

The banking industry has announced six insurance business sales so far in 2023, outpacing the number of acquisitions by one. US banks are off-loading insurance units more than they are acquiring them for the first time in at least eight years. Two of those sales have come from two of the largest banks in the space, Eastern Bankshares Inc. and Truist Financial Corp., both of which said the valuations in the insurance industry attracted them to strike deals.

 

Price-to-earnings (P/E) ratios of the insurance brokerage industry have been trending upward, sitting at 23.7x in 2023 compared to 16.6x in 2013, according to S&P Global. The sale of Eastern Insurance Group at $510 million values the company at 35x P/E based on the insurance agency's expected net income of $14 million in 2024.

 

Semi-Annual Report | October 31, 2023 13

   

 

Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

We have also witnessed an increase in the merger-of-equals (MOE). US bank merger of equals activity has increased in 2023 after hitting a five-year low in 2022. The MOE announcement between Burke & Herbert Financial Services Corp. (BHRB) and Summit Financial Group Inc. (SMMF) marks the largest such deal since 2021 and brings the yearly total of US bank MOE announcements to four so far this year according to S&P Global.

 

MOEs make up 6% of all US bank M&A activity in 2023 through Aug. 28, higher than the last two years, according to S&P Global Market Intelligence data. Moreover, the four MOEs announced so far this year represent a combined total deal value of about $659.5 million, or 25% of total deal value through Aug. 28.

 

While broader M&A appetite soured this year and led to a slowdown in activity, MOE activity was unwavering as banks increasingly viewed those deals as an attractive alternative to pair up and gain scale to tackle ongoing headwinds amid a lack of buyers and low valuations. These deals are especially attractive for smaller community banks. Among the four MOEs announced so far this year, all involved community banks. Similarly, community banks were involved in the majority of the twenty most recent US bank MOEs. As such, the average asset size of the buyers involved in those twenty deals was $8.80 billion, while the targets had an average asset size of $8.65 billion. We believe some community banks view MOEs as an attractive pathway to boosting their value for a future sale to a larger lender.

 

We believe Community banks are preparing for a “normalization” of credit quality by tightening lending standards and building reserves for loan losses. We expect low single digit annualized loan growth in 2023 as community banks seem to be approaching new loans with a focus on being a paid a higher yield on newly originated earning assets given a “higher-for-longer” rate environment and economic uncertainty. We also expect banks to continue to build reserves as they work to shore up their balance sheets to clear any potential hurdles ahead.

 

As a result, we believe we are in a “stock-pickers-market,” and we believe those community banks with conservative underwriting, pro-active balance sheet management, and disciplined loan and deposit pricing will outperform their peers over the next twelve to eighteen months.

 

Given the historically low community bank stock valuations the portfolio is heavily concentrated in the bank stocks, about 90% of the portfolio, and this is also apparent in our top ten holdings list.

 

Top Contributors: Top Detractors:
Customers Bancorp, Inc. First Foundation, Inc.
Western Alliance Bancorp Ebix, Inc.
PacWest Bancorp First Horizon Corporation
First Citizens BancShares, Inc. Community Heritage Financial, Inc.
Northeast Bank Power REIT
   
Kenneth G. Mertz II, CFA Steven E. Russell, Esq., MBA
Chief Investment Officer Portfolio Manager
Portfolio Manager  
   
Emerald Mutual Fund Advisers Trust  

 

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Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

Past performance does not guarantee future results. Fund prices fluctuate as the underlying assets have exposure to market fluctuations and other risks, as described in the Fund’s prospectus. Please visit www.emeraldmutualfunds.com to obtain current performance information and for the current prospectus and statement of additional information. This material must be preceded or accompanied by a prospectus. Please read the prospectus carefully before investing.

 

The views of Emerald Mutual Fund Advisers Trust and information discussed in this commentary are as of the date of publication, are subject to change, and may not reflect the writer's current views. The views expressed are those of the author only, and represent an assessment of market conditions at a specific point in time, are opinions only and should not be relied upon as investment advice regarding a particular investment or markets in general. Such information does not constitute a recommendation to buy or sell specific securities or investment vehicles. It should not be assumed that any investment will be profitable or will equal the performance of the Fund or any securities or any sectors mentioned in this letter. The subject matter contained in this letter has been derived from several sources believed to be reliable and accurate at the time of compilation. Neither Emerald Mutual Fund Advisers Trust nor the Fund accepts any liability for losses either direct or consequential caused by the use of this information.

 

The Emerald Finance & Banking Innovation Fund is distributed by ALPS Distributors, Inc.

 

The Fund is subject to investment risks, including possible loss of the principal amount invested and therefore is not suitable for all investors. The Fund may not achieve its objectives.

 

Diversification does not eliminate the risk of experiencing investment losses.

 

The Russell 2000® Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000® Index is a subset of the Russell 3000® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership. The Index is not actively managed and does not reflect any deduction of fees, expenses or taxes. An investor may not invest directly into the Index.

 

The Russell 2000® Financial Services Index – is comprised of the smallest financial services companies in the Russell 3000 Index. The Index is not actively managed and does not reflect any deductions for fees, expense, or taxes. An investor may not invest directly in the Index.

 

The Russell 2000® Value Index measures the performance of small-cap value segment of the U.S. equity universe. It includes those Russell 2000 companies with lower price-to-book ratios (A ratio used to compare a stock's market value to its book value. It is calculated by dividing the current closing price of the stock by the latest quarter's book value per share.) and lower forecasted growth values. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly into the Index.

 

Semi-Annual Report | October 31, 2023 15

   

 

Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

TOP TEN HOLDINGS

(as a % of Net Assets)*

 

Finwise Bancorp 4.91%
Western Alliance Bancorp 3.48%
Community Heritage Financial, Inc. 3.19%
Kinsale Capital Group, Inc. 2.75%
Northeast Bancorp 2.73%
Skyward Specialty Insurance Group, Inc. 2.39%
Metropolitan Bank Holding Corp. 2.36%
First Citizens BancShares, Inc., Class A 2.31%
Mechanics Bank/Walnut Creek CA 2.20%
First Horizon National Corp. 2.12%
Top Ten Holdings 28.44%

 

INDUSTRY SECTOR ALLOCATION

(as a % of Net Assets)

 

Banks 63.00%
Banks: Diversified 22.65%
Property And Casualty Insurance 2.75%
Insurance 2.39%
Commercial Banks 2.12%
Open End And Miscellaneous Investment Vehicles 1.46%
Telecommunications 1.24%
Banks: Savings, Thrift & Mortgage 1.15%
Banks Regional 1.02%
Investment Services 0.84%
Software 0.55%
Full Line Insurance 0.24%
Infrastructure REITs 0.07%
Transaction Processing Services 0.00%
Cash, Cash Equivalents, & Other Net Assets 0.52%
Total 100.00%

 

*Holdings are subject to change, and may not reflect the current or future position of the portfolio.

ANNUALIZED TOTAL RETURN (for the year ended October, 31 2023)

 

 

  6 Month 1 Year 3 Year 5 Year 10 Year Since Inception(1) Expense Gross(2) Ratio Net(2)
Class A (NAV) -0.69% -22.22% -9.27% -9.13% 1.19% 5.39% 1.85% 1.85%
Class A (LOAD) -5.43% -25.91% -10.73% -10.01% 0.70% 5.20% 1.85% 1.85%
Russell 2000® Index(3) -5.29% -8.57% 3.95% 3.31% 5.63% 7.20%    
Russell 2000® Financial Services Index(4) -0.72% -17.69% 5.88% 1.30% 5.19% 7.09%    
Class C (NAV) -0.98% -22.74% -9.87% -9.72% 0.54% 4.81% 2.49% 2.49%
Class C (LOAD) -1.97% -23.51% -9.87% -9.72% 0.54% 4.81% 2.49% 2.49%
Russell 2000® Index(3) -5.29% -8.57% 3.95% 3.31% 5.63% 6.55%    
Russell 2000® Financial Services Index(4) -0.72% -17.69% 5.88% 1.30% 5.19% 7.59%    
Investor Class -0.46% -22.25% -9.30% -9.16% 1.19% 4.12% 1.51% 1.51%
Russell 2000® Index(3) -5.29% -8.57% 3.95% 3.31% 5.63% 8.23%    
Russell 2000® Financial Services Index(4) -0.72% -17.69% 5.88% 1.30% 5.19% 7.48%    
Institutional Class -0.68% -21.94% -8.94% -8.81% 1.54% 4.46% 1.89% 1.89%
Russell 2000® Index(3) -5.29% -8.57% 3.95% 3.31% 5.63% 7.53%    
Russell 2000® Financial Services Index(4) -0.80% -17.69% 5.88% 1.30% 5.19% 7.22%    

 

The performance quoted represents past performance, does not guarantee future results and current performance may be lower or higher than the data quoted. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance data current to the most recent month end may be obtained at www.emeraldmutualfunds.com.

 

Performance shown for periods prior to March 16, 2012, reflects the performance of the Forward Banking & Finance Fund, a series of Forward Funds (as a result of a reorganization of the Forward Banking & Finance Fund into the Emerald Banking & Finance Fund).

 

Returns for periods less than 1 year are cumulative.

 

The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Subject to investment risks, including possible loss of the principal amount invested.

 

Maximum Offering Price (MOP) for Class A shares includes the Fund's maximum sales charge of 4.75%. Performance shown at NAV does not include these sales charges and would have been lower had it been taken into account.

 

A Contingent Deferred Sales Charge (CDSC) of 1.00% may apply to Class C shares redeemed within the first 12 months after a purchase.

 

(1)Inception Dates - Class A: 02/18/1997, Class C: 07/01/2000, Institutional Class: 03/19/2012, Investor Class: 03/16/2010

 

(2)Emerald Mutual Fund Advisers Trust ("Emerald" or the "Adviser") has agreed contractually to waive a portion of its fees and reimburse other expenses in amounts necessary to limit the Fund's operating expenses (exclusive of Acquired Fund Fees and Expenses, brokerage expenses, interest expense, taxes and extraordinary expense) for Class A, Class C, Institutional Class, and Investor Class shares to an annual rate (as percentage of the Fund's average daily net assets) of 1.82%, 2.46%, 1.48% and 1.86% respectively. This agreement (the "Expense Agreement") shall continue at least through August 31, 2024. The Adviser will be permitted to recapture, on a class-by-class basis, expenses it has borne through the Expense Agreement to the extent that the Fund's expenses in later periods fall below the annual rates set forth in the Expense Agreement; provided, however, that such recapture payments do not cause the Fund's expense ratio (after recapture) to exceed the lesser of (i) the expense cap in effect at the time of the waiver and (ii) the expense cap in effect at the time of the recapture. Notwithstanding the foregoing, the Fund will not be obligated to pay any

 

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Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

such deferred fees and expenses more than three years after the date on which the fee and expenses were deferred. The Adviser may not discontinue this waiver, prior to August 31, 2024, without the approval by the Fund's Board of Trustees. Ratios as of the Prospectus dated August 31, 2023 and may differ from the ratios presented in the Financial Highlights.

 

(3)The Russell 2000® Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000® is a subset of the Russell 3000® Index representing approximately 8% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership. The index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly into an index.

 

(4)The Russell 2000® Financial Services Index is an additional index, and is comprised of the smallest financial services companies in the Russell 3000® Index. The Index is not actively managed and does not reflect any deductions for fees, expense, or taxes. An investor may not invest directly in the Index.

 

Important Risks

A fund that concentrates in a particular industry will involve a greater degree of risk than a fund with a more diversified portfolio. Investing in smaller companies generally will present greater investment risks, including: greater price volatility, greater sensitivity to changing economic conditions and less liquidity than the securities of larger, more mature companies.

 

Semi-Annual Report | October 31, 2023 17

   

 

Emerald Finance & Banking Innovation Fund Manager Commentary
  October 31, 2023 (Unaudited)

 

GROWTH OF $10,000 INVESTMENT IN THE FUND (for the year ended October 31, 2023)

 

Comparison of change in value of a $10,000 investment (includes applicable sales loads)

 

 

The chart represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Investing in the Fund is subject to investment risks, including possible loss of the principal amount invested.

 

18 www.emeraldmutualfunds.com

   

 

Emerald Funds Disclosure of Fund Expenses
  October 31, 2023 (Unaudited)

 

As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including applicable sales charges (loads); and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, shareholder services fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the (six-month) period and held for the entire period May 1, 2023 to October 31, 2023.

 

Actual Expenses

The first line for each share class of the Fund in the table below provides information about actual account values and actual expenses. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the applicable line under the heading titled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example For Comparison Purposes

The second line for each share class of each Fund in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other mutual funds.

 

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees or exchange fees. Therefore, the second line for each share class of the Fund within the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher.

 

   Beginning Account Value 05/01/23   Ending Account Value 10/31/23   Expense Ratio(a)   Expense Paid During Period 05/01/23 - 10/31/23(b) 
Emerald Growth Fund                
Class A                    
Actual  $1,000.00   $933.20    1.09%  $5.31 
Hypothetical (5% return before expenses)  $1,000.00   $1,019.71    1.09%  $5.55 
Class C                    
Actual  $1,000.00   $930.10    1.74%  $8.46 
Hypothetical (5% return before expenses)  $1,000.00   $1,016.43    1.74%  $8.84 
Institutional Class                    
Actual  $1,000.00   $934.60    0.79%  $3.85 
Hypothetical (5% return before expenses)  $1,000.00   $1,021.22    0.79%  $4.02 
Investor Class                    
Actual  $1,000.00   $933.00    1.21%  $5.90 
Hypothetical (5% return before expenses)  $1,000.00   $1,019.11    1.21%  $6.16 

 

Semi-Annual Report | October 31, 2023 19

   

 

Emerald Funds Disclosure of Fund Expenses
  October 31, 2023 (Unaudited)

 

   Beginning Account Value 05/01/23   Ending Account Value 10/31/23   Expense Ratio(a)   Expense Paid During Period 05/01/23 - 10/31/23(b) 
Emerald Insights Fund                
Class A                    
Actual  $1,000.00   $1,041.50    1.35%  $6.95 
Hypothetical (5% return before expenses)  $1,000.00   $1,018.40    1.35%  $6.87 
Class C                    
Actual  $1,000.00   $1,038.20    1.99%  $10.22 
Hypothetical (5% return before expenses)  $1,000.00   $1,015.17    1.99%  $10.11 
Institutional Class                    
Actual  $1,000.00   $1,042.80    1.05%  $5.41 
Hypothetical (5% return before expenses)  $1,000.00   $1,019.91    1.05%  $5.35 
Investor Class                    
Actual  $1,000.00   $1,041.10    1.40%  $7.20 
Hypothetical (5% return before expenses)  $1,000.00   $1,018.15    1.40%  $7.12 
                     
Emerald Finance & Banking Innovation Fund                    
Class A                    
Actual  $1,000.00   $993.10    1.80%  $9.04 
Hypothetical (5% return before expenses)  $1,000.00   $1,016.13    1.80%  $9.15 
Class C                    
Actual  $1,000.00   $990.20    2.46%  $12.34 
Hypothetical (5% return before expenses)  $1,000.00   $1,012.80    2.46%  $12.48 
Institutional Class                    
Actual  $1,000.00   $995.40    1.49%  $7.49 
Hypothetical (5% return before expenses)  $1,000.00   $1,017.69    1.49%  $7.58 
Investor Class                    
Actual  $1,000.00   $993.20    1.88%  $9.45 
Hypothetical (5% return before expenses)  $1,000.00   $1,015.73    1.88%  $9.55 

 

(a)The Fund's expense ratios have been based on the Fund's most recent fiscal half-year expenses.
(b)Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184)/366 (to reflect the half-year period).

 

20 www.emeraldmutualfunds.com
   

 

Emerald Growth Fund Schedule of Investments
  October 31, 2023 (Unaudited)

 

Shares      Value
(Note 2)
 
COMMON STOCKS: 96.90%     
Consumer Discretionary: 8.81%     
 640,411   Arhaus, Inc.(a)  $5,520,343 
 133,934   BJ's Restaurants, Inc.(a)   3,444,783 
 139,573   Churchill Downs, Inc.   15,330,698 
 213,194   Chuy's Holdings, Inc.(a)   7,176,110 
 495,961   Everi Holdings, Inc.(a)   5,351,419 
 108,286   Jack in the Box, Inc.   6,841,509 
 100,782   National Vision Holdings, Inc.(a)   1,566,152 
 51,840   Ollie's Bargain Outlet Holdings, Inc.(a)   4,004,122 
 709,735   PlayAGS, Inc.(a)   5,067,508 
 422,925   Portillo's, Inc.(a)   6,322,729 
 60,783   SeaWorld Entertainment, Inc.(a)   2,618,532 
 103,512   Sun Country Airlines Holdings, Inc.(a)   1,347,726 
 45,695   Visteon Corp.(a)   5,260,865 
         69,852,496 
           
Consumer Staples: 5.55%     
 46,701   Celsius Holdings, Inc.(a)   7,102,755 
 237,734   Freshpet, Inc.(a)   13,645,932 
 468,874   Simply Good Foods Co.(a)   17,484,311 
 386,967   Utz Brands, Inc.   4,717,128 
 549,239   Zevia PBC, Class A(a)   1,065,524 
         44,015,650 
           
Consumer, Cyclical: 1.42%     
 49,074   Light & Wonder, Inc.(a)   3,587,800 
 154,376   OneSpaWorld Holdings, Ltd.(a)   1,617,860 
 403,214   Savers Value Village, Inc.(a)   6,036,114 
         11,241,774 
           
Consumer, Non-cyclical: 3.93%     
 242,995   Bridgebio Pharma, Inc.(a)   6,327,590 
 427,580   Cymabay Therapeutics, Inc.(a)   7,003,760 
 84,735   Flywire Corp.(a)   2,278,524 
 228,830   Quanterix Corp.(a)   4,970,188 
 215,189   RadNet, Inc.(a)   5,801,495 
 107,983   Soleno Therapeutics, Inc.(a)   2,575,395 
 336,709   Travere Therapeutics, Inc.(a)   2,181,874 
         31,138,826 
           
Energy: 5.59%     
 28,333   Ameresco, Inc., Class A(a)   740,908 
 219,155   Cactus, Inc.   10,287,136 
 218,255   ChampionX Corp.   6,722,254 
 56,432   Matador Resources Co.   3,481,290 
 202,297   Northern Oil and Gas, Inc.   7,756,067 
 926,312   TETRA Technologies, Inc.(a)   4,390,719 
 79,865   Valaris, Ltd.(a)   5,274,284 
 61,219   Weatherford International PLC(a)   5,698,877 
         44,351,535 
           
Financial Services: 7.93%     
 99,094   Axos Financial, Inc.(a)   3,570,357 
Shares     

Value

(Note 2)

 
Financial Services (continued)     
 387,715   BRP Group, Inc., Class A(a)  $8,114,875 
 55,000   First Foundation, Inc.   249,700 
 72,313   Houlihan Lokey, Inc.   7,268,903 
 162,281   Mid Penn Bancorp, Inc.   3,093,076 
 203,402   Moelis & Co., Class A   8,469,659 
 138,548   Pacific Premier Bancorp, Inc.   2,632,412 
 328,146   PacWest Bancorp   2,323,274 
 200,469   Palomar Holdings, Inc.(a)   10,039,487 
 29,900   Popular, Inc.   1,944,696 
 379,465   Skyward Specialty Insurance Group, Inc.(a)   10,681,940 
 329,741   Trinity Capital, Inc.   4,527,344 
         62,915,723 
           
Health Care: 23.26%     
 685,811   ACADIA Pharmaceuticals, Inc.(a)   15,478,754 
 326,937   Amylyx Pharmaceuticals, Inc.(a)   5,332,342 
 77,648   ANI Pharmaceuticals, Inc.(a)   4,793,988 
 220,514   AtriCure, Inc.(a)   7,638,605 
 257,877   Blueprint Medicines Corp.(a)   15,178,640 
 294,978   Collegium Pharmaceutical, Inc.(a)   6,418,721 
 226,534   CVRx, Inc.(a)   3,031,025 
 997,027   DocGo, Inc.(a)   5,922,340 
 51,264   Haemonetics Corp.(a)   4,369,231 
 3,244   ICU Medical, Inc.(a)   318,107 
 779,483   ImmunoGen, Inc.(a)   11,583,117 
 388,998   Insmed, Inc.(a)   9,748,290 
 11,678   Integer Holdings Corp.(a)   947,903 
 163,991   Intra-Cellular Therapies, Inc.(a)   8,160,192 
 4,839   Karuna Therapeutics, Inc.(a)   806,226 
 118,628   Lantheus Holdings, Inc.(a)   7,663,369 
 260,231   LivaNova PLC(a)   12,764,331 
 1,244,311   MannKind Corp.(a)   5,338,094 
 163,062   Merit Medical Systems, Inc.(a)   11,208,882 
 817,438   NeoGenomics, Inc.(a)   11,460,481 
 13,378   Orthofix Medical, Inc.(a)   147,693 
 394,926   Privia Health Group, Inc.(a)   8,301,345 
 466,609   Replimune Group, Inc.(a)   6,798,493 
 203,133   TransMedics Group, Inc.(a)   7,613,425 
 618,090   Treace Medical Concepts, Inc.(a)   6,199,443 
 203,776   Ultragenyx Pharmaceutical, Inc.(a)   7,213,670 
         184,436,707 
           
Industrials: 20.58%     
 188,509   AAR Corp.(a)   11,189,894 
 99,550   AeroVironment, Inc.(a)   11,414,403 
 483,075   Applied Digital Corp.(a)   2,357,406 
 266,007   ATI, Inc.(a)   10,047,084 
 340,306   Babcock & Wilcox Enterprises, Inc.(a)   895,005 
 305,290   Carpenter Technology Corp.   19,147,789 
 106,526   Chart Industries, Inc.(a)   12,381,517 
 84,063   Exponent, Inc.   6,160,977 
 10,312   Fabrinet(a)   1,598,360 

 

Semi-Annual Report | October 31, 2023 21

   

 

Emerald Growth Fund Schedule of Investments
  October 31, 2023 (Unaudited)

 

Shares     

Value

(Note 2)

 
Industrials (continued)     
 560,093   First Advantage Corp.  $7,286,810 
 16,534   Forward Air Corp.   1,064,955 
 378,372   FTAI Aviation Ltd   14,230,571 
 55,672   Herc Holdings, Inc.   5,945,213 
 781,929   Kratos Defense & Security Solutions, Inc.(a)   13,331,889 
 334,579   Montrose Environmental Group, Inc.(a)   7,735,466 
 57,431   NEXTracker, Inc.(a)   1,996,302 
 128,773   NV5 Global, Inc.(a)   12,149,733 
 130,509   RXO, Inc.(a)   2,285,213 
 213,559   Shift4 Payments, Inc.(a)   9,507,647 
 121,634   TriNet Group, Inc.(a)   12,497,893 
         163,224,127 
           
Producer Durables: 0.83%     
 96,627   Tidewater, Inc.(a)   6,604,455 
           
Real Estate: 1.31%     
 66,884   Ryman Hospitality Properties, Inc.   5,725,270 
 88,357   Terreno Realty Corp.   4,707,661 
         10,432,931 
           
Technology: 17.69%     
 89,992   Agilysys, Inc.(a)   7,720,414 
 10,284   Clear Secure, Inc.   172,977 
 115,969   Cogent Communications Holdings, Inc.   7,535,666 
 90,297   Coherent, Inc.(a)   2,672,791 
 518,063   Credo Technology Group Holding, Ltd.(a)   7,366,856 
 245,090   FormFactor, Inc.(a)   8,303,649 
 197,735   Harmonic, Inc.(a)   2,133,561 
 51,802   Impinj, Inc.(a)   3,346,927 
 1,166,375   indie Semiconductor, Inc.(a)   5,703,574 
 34,015   IPG Photonics Corp.(a)   2,921,889 
 17,220   Kulicke & Soffa Industries, Inc.   716,524 
 121,293   MACOM Technology Solutions Holdings, Inc.(a)   8,556,008 
 93,831   Model N, Inc.(a)   2,261,327 
 44   Napco Security Technologies, Inc.   808 
 64,648   Onto Innovation, Inc.(a)   7,264,496 
 239,492   PDF Solutions, Inc.(a)   6,353,723 
 57,234   Perficient, Inc.(a)   3,330,446 
 157,661   Rambus, Inc.(a)   8,565,722 
 150,274   Rapid7, Inc.(a)   6,986,238 
 426,342   SkyWater Technology, Inc.(a)   2,101,866 
 61,744   Super Micro Computer, Inc.(a)   14,785,836 
 333,301   Tenable Holdings, Inc.(a)   14,035,305 
 414,017   Varonis Systems, Inc.(a)   13,927,532 
Shares     

Value

(Note 2)

 
Technology (continued)     
 473,832   Zuora, Inc., Class A(a)  $3,511,095 
         140,275,230 
           
     Total Common Stocks     
     (Cost $670,228,352)   768,489,454 
           
SHORT-TERM INVESTMENT: 3.94%     
 31,254,552   First American Government Obligations Fund 4.739% (12/31/49)   31,254,552 
           
     Total Short-Term Investment     
     (Cost $31,254,552)   31,254,552 
           
Total Investments: 100.84%     
(Cost $701,482,904)   799,744,006 
           
Liabilities In Excess Of Other Assets: (0.84)%   (6,661,703)
Net Assets: 100.00%  $793,082,303 

 

(a)Non-income producing security.

 

For Fund compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percentage of net assets.

 

See Notes to Financial Statements.

 

22 www.emeraldmutualfunds.com

   

 

Emerald Insights Fund Schedule of Investments
  October 31, 2023 (Unaudited)

 

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Value

(Note 2)

 
COMMON STOCKS: 97.68%     
Communications: 2.11%     
 108   Netflix, Inc.(a)  $44,463 
 2,771   Pinterest, Inc., Class A(a)   82,797 
 4,095   Uber Technologies, Inc.(a)   177,232 
         304,492 
           
Consumer Discretionary: 16.64%     
 5,903   Amazon.com, Inc.(a)   785,630 
 58   AutoZone, Inc.(a)   143,674 
 39   Chipotle Mexican Grill, Inc.(a)   75,746 
 1,221   Churchill Downs, Inc.   134,115 
 276   Costco Wholesale Corp.   152,473 
 225   Home Depot, Inc.   64,055 
 692   Hyatt Hotels Corp., Class A   70,888 
 263   Lululemon Athletica, Inc.(a)   103,485 
 14,812   PlayAGS, Inc.(a)   105,758 
 7,486   Sun Country Airlines Holdings, Inc.(a)   97,468 
 1,072   Take-Two Interactive Software, Inc.(a)   143,380 
 1,213   Tesla, Inc.(a)   243,619 
 3,264   TJX Cos., Inc.   287,460 
         2,407,751 
           
Consumer Staples: 1.52%     
 614   Constellation Brands, Inc., Class A   143,768 
 1,336   Freshpet, Inc.(a)   76,686 
         220,454 
           
Consumer, Cyclical: 0.60%     
 5,842   Savers Value Village, Inc.(a)   87,455 
           
Energy: 7.86%     
 4,710   Ameresco, Inc., Class A(a)   123,167 
 2,947   Cactus, Inc.   138,332 
 1,213   Cheniere Energy, Inc.   201,867 
 605   Enphase Energy, Inc.(a)   48,146 
 1,844   EQT Corp.   78,149 
 4,806   Excelerate Energy, Inc.   68,341 
 9,881   Helix Energy Solutions Group, Inc.(a)   96,834 
 3,018   Northern Oil and Gas, Inc.   115,710 
 56,256   TETRA Technologies, Inc.(a)   266,653 
         1,137,199 
           
Financial Services: 2.32%     
 2,648   Charles Schwab Corp.   137,802 
 1,929   Palomar Holdings, Inc.(a)   96,604 
 2,455   Western Alliance Bancorp   100,901 
         335,307 
           
Health Care: 11.54%     
 1,848   Abbott Laboratories   174,728 
 12,083   ACADIA Pharmaceuticals, Inc.(a)   272,713 
 948   BioMarin Pharmaceutical, Inc.(a)   77,215 
 17,453   DocGo, Inc.(a)   103,671 
Shares     

Value

(Note 2)

 
Health Care (continued)     
 188   Eli Lilly & Co.  $104,139 
 4,588   Insmed, Inc.(a)   114,975 
 1,461   Integer Holdings Corp.(a)   118,589 
 1,072   Lantheus Holdings, Inc.(a)   69,251 
 2,518   LivaNova PLC(a)   123,508 
 1,442   Merit Medical Systems, Inc.(a)   99,123 
 140   Regeneron Pharmaceuticals, Inc.(a)   109,185 
 1,919   TransMedics Group, Inc.(a)   71,924 
 430   UnitedHealth Group, Inc.   230,291 
         1,669,312 
           
Industrials: 10.79%     
 8,167   Applied Digital Corp.(a)   39,855 
 14,618   Babcock & Wilcox Enterprises, Inc.(a)   38,445 
 1,275   Chart Industries, Inc.(a)   148,193 
 5,285   GXO Logistics, Inc.(a)   266,945 
 10,849   Kratos Defense & Security Solutions, Inc.(a)   184,976 
 1,007   MasTec, Inc.(a)   59,856 
 9,636   MP Materials Corp.(a)   158,031 
 1,841   Shift4 Payments, Inc.(a)   81,961 
 1,199   Visa, Inc., Class A   281,885 
 4,759   WillScot Mobile Mini Holdings Corp.(a)   187,552 
 1,485   XPO, Inc.(a)   112,578 
         1,560,277 
           
Technology: 44.30%     
 280   Adobe, Inc.(a)   148,977 
 6,014   Alphabet, Inc., Class A(a)   746,217 
 7,042   Apple, Inc.   1,202,562 
 857   Cadence Design Systems, Inc.(a)   205,552 
 1,113   Crowdstrike Holdings, Inc., Class A(a)   196,745 
 2,698   Darling Ingredients, Inc.(a)   119,494 
 5,768   Ebix, Inc.   35,127 
 13,863   indie Semiconductor, Inc.(a)   67,790 
 2,823   Match Group, Inc.(a)   97,676 
 1,584   Meta Platforms, Inc., Class A(a)   477,212 
 4,576   Microsoft Corp.   1,547,190 
 352   Mongodb Inc(a)   121,296 
 1,957   NVIDIA Corp.   798,065 
 803   Palo Alto Networks, Inc.(a)   195,145 
 6,456   Pure Storage, Inc., Class A(a)   218,277 
 17,788   SkyWater Technology, Inc.(a)   87,695 
 3,417   Tenable Holdings, Inc.(a)   143,890 
         6,408,910 
     Total Common Stocks     
     (Cost $10,358,027)   14,131,157 

 

Semi-Annual Report | October 31, 2023 23

   

 


Emerald Insights Fund
Schedule of Investments
  October 31, 2023 (Unaudited)

 

Shares     

Value

(Note 2)

 
Technology (continued)
SHORT-TERM INVESTMENT: 2.72%     
 393,345   First American Government Obligations Fund 4.739% (12/31/49)  $393,345 
           
     Total Short-Term Investment     
     (Cost $393,345)   393,345 
           
Total Investments: 100.40%     
(Cost $10,751,371)   14,524,502 
           
Liabilities In Excess Of Other Assets: (0.40)%   (57,270)
Net Assets: 100.00%  $14,467,232 

 

(a)Non-income producing security.

 

For Fund compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percentage of net assets.

 

See Notes to Financial Statements.

 

24 www.emeraldmutualfunds.com

   

 

Emerald Finance & Banking Innovation Fund Schedule of Investments
  October 31, 2023 (Unaudited)

 

Shares     

Value

(Note 2)

 
COMMON STOCKS: 99.48%     
Communications: 1.24%     
Telecommunications: 1.24%     
 43,855   DigitalBridge Group, Inc.  $695,102 
           
Computer Services: 0.55%     
Software: 0.55%     
 74,737   Cleanspark, Inc.(a)   306,421 
           
Financial Services: 97.62%     
Banks: 63.00%     
 5,295   Atlantic Union Bankshares Corp.   152,549 
 23,707   Axos Financial, Inc.(a)   854,163 
 95,795   Banc of California, Inc.   1,073,862 
 33,233   Bancorp, Inc.(a)   1,184,756 
 17,690   Bank OZK   633,479 
 16,270   Byline Bancorp, Inc.   308,642 
 28,341   Citizens Financial Group, Inc.   664,030 
 50,680   CNB Financial Corp.   921,362 
 26,310   Coastal Financial Corp.(a)   977,943 
 115,742   Community Heritage Financial, Inc.   1,788,214 
 24,264   Community West Bancshares   305,969 
 72,301   ConnectOne Bancorp, Inc.   1,177,783 
 24,098   Customers Bancorp, Inc.(a)   968,981 
 17,640   Esquire Financial Holdings, Inc.   807,912 
 4,530   Fifth Third Bancorp   107,406 
 323,496   Finwise Bancorp(a)   2,749,717 
 21,418   First BanCorp   285,930 
 20,920   First Financial Bankshares, Inc.   503,126 
 245,213   First Foundation, Inc.   1,113,267 
 18,040   Five Star Bancorp   351,239 
 23,252   Flushing Financial Corp.   286,930 
 83,340   F.N.B. Corp.   890,905 
 112,091   LINKBANCORP, Inc.   700,569 
 14,004   Live Oak Bancshares, Inc.   404,015 
 5,279   M&T Bank Corp.   595,207 
 53   Mechanics Bank/Walnut Creek CA   1,229,600 
 40,807   Metropolitan Bank Holding Corp.(a)   1,322,555 
 22,300   MVB Financial Corp.   438,195 
 18,534   National Bank Holdings Corp.   577,890 
 57,983   New York Community Bancorp, Inc.   549,679 
 32,033   Northeast Bancorp   1,529,255 
 9,770   OFG Bancorp   289,387 
 26,263   Pacific Premier Bancorp, Inc.   498,997 
 16,572   Pathward Financial, Inc.   750,546 
 17,240   Pinnacle Financial Partners, Inc.   1,075,086 
 11,196   Popular, Inc.   728,188 
 68,143   Primis Financial Corp.   637,818 
 10,563   Prosperity Bancshares, Inc.   576,106 
 7,460   Seacoast Banking Corp. of Florida   150,767 
 1,820   South State Corp.   120,302 
 19,108   Third Coast Bancshares, Inc.(a)   296,365 
 1,163   Triumph Financial, Inc.(a)   72,397 
 28,927   Univest Financial Corp.   481,924 
Shares     

Value

(Note 2)

 
Banks (continued)     
 43,600   Valley National Bancorp  $339,208 
 11,022   WaFd, Inc.   272,023 
 19,470   Webster Financial Corp.   739,276 
 47,437   Western Alliance Bancorp   1,949,661 
 11,390   Wintrust Financial Corp   850,719 
         35,283,900 
           
Banks Regional: 1.02%     
 6,301   Cullen/Frost Bankers, Inc.   573,328 
           
Banks: Diversified: 22.65%     
 18,502   Ameris Bancorp   690,125 
 30,260   Cadence Bank   640,907 
 30,416   Columbia Banking System, Inc.   598,283 
 14,464   Comerica, Inc.   569,882 
 12,617   East West Bancorp, Inc.   676,524 
 938   First Citizens BancShares, Inc., Class A, Class A   1,295,134 
 33,746   First Internet Bancorp   552,422 
 19,350   First Merchants Corp.   528,448 
 31,500   Home BancShares, Inc.   644,175 
 10,275   Huntington Bancshares, Inc.   99,154 
 16,946   Independent Bank Group, Inc.   599,041 
 93,343   KeyCorp   953,965 
 13,110   QCR Holdings, Inc.   622,069 
 58,688   Shore Bancshares, Inc.   602,139 
 25,937   Summit Financial Group, Inc.   557,645 
 10,408   Synovus Financial Corp.   271,337 
 21,455   Texas Capital Bancshares, Inc.(a)   1,181,312 
 34,953   Veritex Holdings, Inc.   601,891 
 32,452   Zions Bancorporation   1,001,144 
         12,685,597 
           
Banks: Savings, Thrift & Mortgage: 1.15%     
 35,072   Dime Community Bancshares, Inc.   644,974 
           
Commercial Banks: 2.12%     
 110,671   First Horizon National Corp.   1,189,713 
           
Full Line Insurance: 0.24%     
 12,050   Eastern Bankshares, Inc.   132,670 
           
Insurance: 2.39%     
 47,605   Skyward Specialty Insurance Group, Inc.(a)   1,340,081 
           
Investment Services: 0.84%     
 23,038   Marathon Digital Holdings, Inc.(a)   202,965 
 27,305   Riot Platforms, Inc.(a)   267,043 
         470,008 
           
Open End And Miscellaneous Investment Vehicles: 1.46%     
 59,403   Trinity Capital, Inc.   815,603 

 

Semi-Annual Report | October 31, 2023 25

   

 

Emerald Finance & Banking Innovation Fund Schedule of Investments
  October 31, 2023 (Unaudited)

 

Shares     

Value

(Note 2)

 
Property And Casualty Insurance: 2.75%     
 4,612   Kinsale Capital Group, Inc.  $1,539,993 
           
Real Estate: 0.07%     
Infrastructure REITs: 0.07%     
 56,307   Power REIT(a)   38,852 
           
     Total Common Stocks     
     (Cost $60,362,555)   55,716,242 
           
WARRANTS: 0.00%     
 62,749   Paysafe, Ltd., Strike Price $138.00, Expiration Date 0   1,500 
           
     Total Warrants     
     (Cost $211,219)   1,500 
           
SHORT-TERM INVESTMENT: 1.01%     
 565,136   First American Government Obligations Fund 4.739% (12/31/2049)   565,136 
           
     Total Short-Term Investment     
     (Cost $565,136)   565,136 
           
Total Investments: 100.49%     
(Cost $61,138,911)   56,282,878 
           
Liabilities In Excess Of Other Assets: (0.49)%   (274,095)
Net Assets: 100.00%  $56,008,783 

 

(a)Non-income producing security.

 

For Fund compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percentage of net assets.

 

See Notes to Financial Statements.

 

26 www.emeraldmutualfunds.com
   

 

Emerald Funds Statements of Assets and Liabilities
  October 31, 2023 (Unaudited)

 

   Emerald Growth Fund   Emerald Insights Fund   Emerald Finance & Banking Innovation Fund 
ASSETS:               
Investments, at value  $799,744,006   $14,524,502   $56,282,878 
Receivable for investments sold   7,166,207    17,095    323,218 
Receivable for shares sold   603,318    500    13,338 
Interest and dividends receivable   65,590    809    18,041 
Other assets   38,181    22,136    39,813 
Total Assets   807,617,302    14,565,042    56,677,288 
LIABILITIES:               
Payable for investments purchased   12,898,758        310,326 
Payable for shares redeemed   744,081    57,666    77,835 
Investment advisory fees payable   439,521    2,330    49,522 
Payable to fund accounting and administration   72,221    6,712    14,369 
Payable for distribution and service fees   242,486    6,161    67,316 
Payable for trustee fees and expenses   13,847    180    3,964 
Payable for transfer agency fees   32,688    9,163    35,916 
Payable for chief compliance officer fee   15,022    181    1,111 
Payable for principal financial officer fee   3,179    86    242 
Payable for professional fees   4,604    9,311    39,727 
Accrued expenses and other liabilities   68,592    6,020    68,177 
Total Liabilities   14,534,999    97,810    668,505 
NET ASSETS  $793,082,303   $14,467,232   $56,008,783 
NET ASSETS CONSIST OF:               
Paid-in capital (Note 5)  $669,796,751   $11,284,663   $124,494,845 
Total distributable earnings   123,285,552    3,182,569    (68,486,062)
NET ASSETS  $793,082,303   $14,467,232   $56,008,783 
INVESTMENTS, AT COST  $701,482,904   $10,751,371   $61,138,911 
PRICING OF SHARES               
Class A: (a)               
Net Asset Value, offering and redemption price per share  $18.92   $14.56   $18.62 
Net Assets  $75,515,265   $9,972,188   $18,891,633 
Shares of beneficial interest outstanding   3,991,331    684,792    1,014,395 
Maximum offering price per share (NAV/.9525, based on maximum sales charge of 4.75% of the offering price)  $19.86   $15.29   $19.55 
Class C: (a)               
Net Asset Value, offering and redemption price per share  $13.62   $13.31   $15.12 
Net Assets  $3,100,924   $17,637   $3,315,474 
Shares of beneficial interest outstanding   227,710    1,325    219,209 
Institutional Class:               
Net Asset Value, offering and redemption price per share  $20.52   $15.11   $19.53 
Net Assets  $647,429,222   $3,744,430   $27,187,951 
Shares of beneficial interest outstanding   31,552,090    247,789    1,392,211 
Investor Class:               
Net Asset Value, offering and redemption price per share  $18.74   $14.44   $17.47 
Net Assets  $67,036,892   $732,977   $6,613,725 
Shares of beneficial interest outstanding   3,578,078    50,771    378,625 

 

(a)Redemption price per share may be reduced for any applicable contingent deferred sales charge. For a description of a possible sales charge, please see the Funds' Prospectus.

 

See Notes to Financial Statement

 

Semi-Annual Report | October 31, 2023 27

   

 

Emerald Funds Statements of Operations
  For Six Months Ended October 31, 2023 (Unaudited)

 

   Emerald Growth Fund   Emerald Insights Fund   Emerald Finance & Banking Innovation Fund 
INVESTMENT INCOME:               
Dividends  $3,321,683   $34,678   $1,405,491 
Foreign taxes withheld   (3,289)       (1,232)
Total Investment Income   3,318,394    34,678    1,404,259 
                
EXPENSES:               
Investment advisory fee (Note 6)   2,797,642    57,675    316,721 
Administration fee   276,096    13,149    27,209 
Custodian fee   35,234    4,260    3,409 
Professional fees   26,244    13,075    7,183 
Transfer agent fee   83,093    20,046    59,796 
Delegated transfer agent equivalent services fees               
Class A   1,342    34    543 
Class C   121        56 
Institutional Class   448        239 
Investor Class   144        18 
Trustee fees and expenses   31,403    643    2,830 
Registration/filing fees   25,576    14,774    23,431 
Reports to shareholder and printing fees   26,234    886    7,619 
Distribution and service fees               
Class A   148,229    18,239    36,275 
Class C   29,191    151    20,980 
Institutional Class   176,348    975    6,444 
Investor Class   176,532    2,000    18,370 
Chief compliance officer fee   38,767    567    2,600 
Principal financial officer fee   8,254    140    559 
Other   13,747    8,035    8,973 
Total expenses before waiver   3,894,645    154,649    543,255 
Less fees waived/reimbursed by investment advisor (Note 6)       (56,455)   (1,425)
Total Net Expenses   3,894,645    98,194    541,830 
NET INVESTMENT INCOME/(LOSS):   (576,251)   (63,516)   862,429 
                
REALIZED AND UNREALIZED GAIN/(LOSS)               
Net realized gain/(loss)   30,302,455    1,166,936    (5,690,981)
Net change in foreign currency transactions           (62)
Net change in unrealized appreciation/(depreciation)   (83,348,665)   (460,152)   4,845,077 
NET REALIZED AND UNREALIZED GAIN/(LOSS)   (53,046,210)   706,784    (845,966)
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS  $(53,622,461)  $643,268   $16,463 

 

See Notes to Financial Statements.

 

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Emerald Growth Fund Statements of Changes in Net Assets

 

   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended April 30, 2023 
OPERATIONS:          
Net investment loss  $(576,251)  $(3,748,040)
Net realized gain   30,302,455    32,622,795 
Net change in unrealized depreciation   (83,348,665)   (54,339,428)
Net decrease in net assets resulting from operations   (53,622,461)   (25,464,673)
DISTRIBUTIONS TO SHAREHOLDERS (NOTE 3):          
Total distributable earnings          
Class A   (3,081,755)   (8,293,933)
Class C   (324,463)   (989,129)
Institutional Class   (25,007,845)   (51,089,283)
Investor Class   (2,745,932)   (5,970,084)
Net decrease in net assets from distributions   (31,159,995)   (66,342,429)
SHARE TRANSACTIONS (NOTE 5):          
Class A          
Proceeds from sale of shares   5,469,397    9,795,173 
Issued to shareholders in reinvestment of distributions   2,854,857    7,737,114 
Cost of shares redeemed   (6,363,523)   (41,614,699)
Net increase/(decrease) from share transactions   1,960,731    (24,082,412)
Class C          
Proceeds from sale of shares   52,308    353,979 
Issued to shareholders in reinvestment of distributions   311,881    929,042 
Cost of shares redeemed   (4,145,180)   (4,316,317)
Net decrease from share transactions   (3,780,991)   (3,033,296)
Institutional Class          
Proceeds from sale of shares   61,510,294    219,002,818 
Issued to shareholders in reinvestment of distributions   20,997,210    44,782,452 
Cost of shares redeemed   (94,572,236)   (197,494,406)
Net increase/(decrease) from share transactions   (12,064,732)   66,290,864 
Investor Class          
Proceeds from sale of shares   8,354,024    23,244,966 
Issued to shareholders in reinvestment of distributions   571,809    1,401,007 
Cost of shares redeemed   (8,332,364)   (20,859,900)
Net increase from share transactions   593,469    3,786,073 
Net decrease in net assets  $(98,073,979)  $(48,845,873)
NET ASSETS:          
Beginning of year   891,156,282    940,002,155 
End of year  $793,082,303   $891,156,282 

 

Semi-Annual Report | October 31, 2023 29

   

 

Emerald Growth Fund Statements of Changes in Net Assets

 

   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended April 30, 2023 
Other Information:          
SHARE TRANSACTIONS:          
Class A          
Sold   256,253    458,697 
Distributions reinvested   127,563    346,800 
Redeemed   (297,730)   (1,983,708)
Net increase/(decrease) in shares outstanding   86,086    (1,178,211)
Class C          
Sold   3,386    22,494 
Distributions reinvested   19,323    56,683 
Redeemed   (267,112)   (271,404)
Net decrease in shares outstanding   (244,403)   (192,227)
Institutional Class          
Sold   2,665,920    9,514,052 
Distributions reinvested   865,864    1,862,831 
Redeemed   (4,084,176)   (8,714,134)
Net increase/(decrease) in shares outstanding   (552,392)   2,662,749 
Investor Class          
Sold   397,448    1,090,950 
Distributions reinvested   25,792    63,337 
Redeemed   (389,694)   (986,276)
Net increase in shares outstanding   33,546    168,011 

 

See Notes to Financial Statements.

 

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Emerald Insights Fund Statements of Changes in Net Assets

 

   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended April 30, 2023 
OPERATIONS:          
Net investment loss  $(63,516)  $(133,308)
Net realized gain/(loss)   1,166,936    (842,569)
Net change in unrealized depreciation   (460,152)   (290,999)
Net increase/(decrease) in net assets resulting from operations   643,268    (1,266,876)
DISTRIBUTIONS TO SHAREHOLDERS (NOTE 3):          
Total distributable earnings          
Class A       (685,859)
Class C       (4,516)
Institutional Class       (184,623)
Investor Class       (35,572)
Net decrease in net assets from distributions       (910,570)
SHARE TRANSACTIONS (NOTE 5):          
Class A          
Proceeds from sale of shares   684,417    1,875,927 
Issued to shareholders in reinvestment of distributions       684,529 
Cost of shares redeemed   (1,115,315)   (6,394,550)
Net decrease from share transactions   (430,898)   (3,834,094)
Class C          
Proceeds from sale of shares   2,500     
Issued to shareholders in reinvestment of distributions       4,152 
Cost of shares redeemed   (27,022)   (133,656)
Net decrease from share transactions   (24,522)   (129,504)
Institutional Class          
Proceeds from sale of shares   194,541    457,709 
Issued to shareholders in reinvestment of distributions       184,623 
Cost of shares redeemed   (249,924)   (956,803)
Net decrease from share transactions   (55,383)   (314,471)
Investor Class          
Proceeds from sale of shares   245,817    362,065 
Issued to shareholders in reinvestment of distributions       29,579 
Cost of shares redeemed   (379,922)   (198,230)
Net increase/(decrease) from share transactions   (134,105)   193,414 
Net decrease in net assets  $(1,640)  $(6,262,101)
NET ASSETS:          
Beginning of year   14,468,872    20,730,973 
End of year  $14,467,232   $14,468,872 

 

Semi-Annual Report | October 31, 2023 31

   

 

Emerald Insights Fund Statements of Changes in Net Assets

 

   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended April 30, 2023 
Other Information:          
SHARE TRANSACTIONS:          
Class A          
Sold   44,928    139,478 
Distributions reinvested       46,982 
Redeemed   (71,756)   (498,073)
Net decrease in shares outstanding   (26,828)   (311,613)
Class C          
Sold   175     
Distributions reinvested       309 
Redeemed   (1,792)   (10,625)
Net decrease in shares outstanding   (1,617)   (10,316)
Institutional Class          
Sold   11,820    32,828 
Distributions reinvested       12,259 
Redeemed   (16,479)   (70,080)
Net decrease in shares outstanding   (4,659)   (24,993)
Investor Class          
Sold   15,728    26,027 
Distributions reinvested       2,047 
Redeemed   (24,363)   (14,434)
Net increase/(decrease) in shares outstanding   (8,635)   13,640 

 

See Notes to Financial Statements.

 

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Emerald Finance

& Banking Innovation Fund

Statements of Changes in Net Assets

 

   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended April 30, 2023 
OPERATIONS:          
Net investment income  $862,429   $243,865 
Net realized loss   (5,690,981)   (34,886,718)
Net realized loss on foreign currency transactions       (21,891)
Net change in unrealized appreciation/(depreciation)   4,845,077    (23,621,839)
Net change in foreign currency transactions   (62)   2,248 
Net increase/(decrease) in net assets resulting from operations   16,463    (58,284,335)
           
SHARE TRANSACTIONS (NOTE 5):          
Class A          
Proceeds from sale of shares   1,225,781    2,834,208 
Cost of shares redeemed   (2,172,538)   (9,461,963)
Net decrease from share transactions   (946,757)   (6,627,755)
Class C          
Proceeds from sale of shares   40,392    237,474 
Cost of shares redeemed   (1,323,557)   (3,703,976)
Net decrease from share transactions   (1,283,165)   (3,466,502)
Institutional Class          
Proceeds from sale of shares   1,623,189    17,557,423 
Cost of shares redeemed   (4,527,386)   (43,969,428)
Net decrease from share transactions   (2,904,197)   (26,412,005)
Investor Class          
Proceeds from sale of shares   290,431    1,064,123 
Cost of shares redeemed   (1,827,085)   (4,734,921)
Net decrease from share transactions   (1,536,654)   (3,670,798)
Net decrease in net assets  $(6,654,310)  $(98,461,395)
NET ASSETS:          
Beginning of year   62,663,093    161,124,488 
End of year  $56,008,783   $62,663,093 
Other Information:          
SHARE TRANSACTIONS:          
Class A          
Sold   59,747    121,543 
Redeemed   (109,592)   (415,487)
Net decrease in shares outstanding   (49,845)   (293,944)
Class C          
Sold   2,558    12,833 
Redeemed   (79,390)   (197,085)
Net decrease in shares outstanding   (76,832)   (184,252)
Institutional Class          
Sold   77,266    698,082 
Redeemed   (216,990)   (1,748,556)
Net decrease in shares outstanding   (139,724)   (1,050,474)
Investor Class          
Sold   14,418    50,419 
Redeemed   (97,962)   (217,049)
Net decrease in shares outstanding   (83,544)   (166,630)

 

See Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 33

   

 


Emerald Growth Fund
Financial Highlights
  For a share outstanding throughout the period or years presented

 

   CLASS A 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $21.00   $23.23   $36.29   $23.06   $26.00   $25.99 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.04)   (0.12)   (0.12)   (0.22)   (0.16)   (0.13)
Net realized and unrealized gain/(loss) on investments   (1.24)   (0.33)   (7.38)   16.30    (2.40)   2.61 
Total from Investment Operations   (1.28)   (0.45)   (7.50)   16.08    (2.56)   2.48 
                               
LESS DISTRIBUTIONS:                              
From capital gains   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
Tax return of capital                        
Total Distributions   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (2.08)   (2.23)   (13.06)   13.23    (2.94)   0.01 
NET ASSET VALUE, END OF PERIOD  $18.92   $21.00   $23.23   $36.29   $23.06   $26.00 
                               
TOTAL RETURN(b)   (6.68)%(c)    (2.39)%   (23.19)%   70.77%   (10.00)%   11.79%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $75,515   $82,009   $118,082   $168,322   $134,755   $188,883 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment loss   (0.36)%(d)    (0.55)%   (0.39)%   (0.72)%   (0.64)%   (0.50)%
Operating expenses excluding reimbursement/waiver   1.09%(d)    1.13%   1.03%   1.01%   1.02%   1.01%
Operating expenses including reimbursement/waiver   1.09%(d)    1.13%   1.03%   1.01%   1.02%   1.01%
PORTFOLIO TURNOVER RATE   28%(c)    62%   38%   66%   48%   64%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Total return does not reflect the effect of sales charges.
(c)Not Annualized.
(d)Annualized.

 

See Notes to Financial Statements.

 

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Emerald Growth Fund Financial Highlights
  For a share outstanding throughout the period or years presented

 

   CLASS C 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $15.37   $17.56   $29.09   $18.97   $21.59   $22.18 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.08)   (0.19)   (0.26)   (0.35)   (0.27)   (0.26)
Net realized and unrealized gain/(loss) on investments   (0.87)   (0.22)   (5.71)   13.32    (1.97)   2.14 
Total from Investment Operations   (0.95)   (0.41)   (5.97)   12.97    (2.24)   1.88 
                               
LESS DISTRIBUTIONS:                              
From capital gains   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
Tax return of capital                        
Total Distributions   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (1.75)   (2.19)   (11.53)   10.12    (2.62)   (0.59)
NET ASSET VALUE, END OF PERIOD  $13.62   $15.37   $17.56   $29.09   $18.97   $21.59 
                               
TOTAL RETURN(b)   (6.99)%(c)    (3.00)%   (23.71)%   69.60%   (10.57)%   11.08%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $3,101   $7,255   $11,668   $22,447   $17,434   $29,975 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment loss   (1.00)%(d)    (1.19)%   (1.02)%   (1.37)%   (1.29)%   (1.15)%
Operating expenses excluding reimbursement/waiver   1.74%(d)    1.78%   1.68%   1.66%   1.68%   1.66%
Operating expenses including reimbursement/waiver   1.74%(d)    1.78%   1.68%   1.66%   1.68%   1.66%
PORTFOLIO TURNOVER RATE   28%(c)    62%   38%   66%   48%   64%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Total return does not reflect the effect of sales charges.
(c)Not Annualized.
(d)Annualized.

 

See Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 35

   

 

Emerald Growth Fund Financial Highlights
  For a share outstanding throughout the period or years presented

 

   INSTITUTIONAL CLASS 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $22.68   $24.88   $38.32   $24.18   $27.16   $26.94 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.01)   (0.06)   (0.02)   (0.13)   (0.08)   (0.05)
Net realized and unrealized gain/(loss) on investments   (1.35)   (0.36)   (7.86)   17.12    (2.52)   2.74 
Total from Investment Operations   (1.36)   (0.42)   (7.88)   16.99    (2.60)   2.69 
                               
LESS DISTRIBUTIONS:                              
From capital gains   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
Tax return of capital                        
Total Distributions   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (2.16)   (2.20)   (13.44)   14.14    (2.98)   0.22 
NET ASSET VALUE, END OF PERIOD  $20.52   $22.68   $24.88   $38.32   $24.18   $27.16 
                               
TOTAL RETURN   (6.54)%(b)    (2.10)%   (22.94)%   71.27%   (9.72)%   12.17%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $647,429   $728,115   $732,429   $1,375,765   $863,360   $1,050,538 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment income/(loss)   (0.06)%(c)    (0.24)%   0.06%   (0.41)%   (0.32)%   (0.18)%
Operating expenses excluding reimbursement/waiver   0.79%(c)    0.82%   0.72%   0.70%   0.70%   0.69%
Operating expenses including reimbursement/waiver   0.79%(c)    0.82%   0.72%   0.70%   0.70%   0.69%
PORTFOLIO TURNOVER RATE   28%(b)    62%   38%   66%   48%   64%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Not Annualized.
(c)Annualized.

 

See Notes to Financial Statements.

 

36 www.emeraldmutualfunds.com

   

 

Emerald Growth Fund Financial Highlights
  For a share outstanding throughout the period or years presented

 

   INVESTOR CLASS 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $20.81   $23.05   $36.07   $22.94   $25.88   $25.88 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.05)   (0.12)   (0.14)   (0.23)   (0.17)   (0.14)
Net realized and unrealized gain/(loss) on investments   (1.22)   (0.34)   (7.32)   16.21    (2.39)   2.61 
Total from Investment Operations   (1.27)   (0.46)   (7.46)   15.98    (2.56)   2.47 
                               
LESS DISTRIBUTIONS:                              
From capital gains   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
Tax return of capital                        
Total Distributions   (0.80)   (1.78)   (5.56)   (2.85)   (0.38)   (2.47)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (2.07)   (2.24)   (13.02)   13.13    (2.94)   0.00 
NET ASSET VALUE, END OF PERIOD  $18.74   $20.81   $23.05   $36.07   $22.94   $25.88 
                               
TOTAL RETURN   (6.70)%(b)    (2.44)%   (23.22)%   70.71%   (10.05)%   11.81%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $67,037   $73,777   $77,823   $103,326   $80,740   $104,403 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment loss   (0.48)%(c)    (0.59)%   (0.44)%   (0.75)%   (0.68)%   (0.53)%
Operating expenses excluding reimbursement/waiver   1.21%(c)    1.17%   1.07%   1.05%   1.06%   1.04%
Operating expenses including reimbursement/waiver   1.21%(c)    1.17%   1.07%   1.05%   1.06%   1.04%
PORTFOLIO TURNOVER RATE   28%(b)    62%   38%   66%   48%   64%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Not Annualized.
(c)Annualized.

 

See Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 37

   

 

Emerald Insights Fund Financial Highlights
  For a share outstanding throughout the period or years presented

 

   CLASS A 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $13.98   $15.16   $20.18   $12.13   $11.51   $13.09 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.07)   (0.11)   (0.18)   (0.14)   (0.10)   (0.09)
Net realized and unrealized gain/(loss) on investments   0.65    (0.42)   (1.98)   9.80    0.72    1.04 
Total from Investment Operations   0.58    (0.53)   (2.16)   9.66    0.62    0.95 
                               
LESS DISTRIBUTIONS:                              
From capital gains       (0.65)   (2.86)   (1.61)   0.00(b)    (2.53)
Total Distributions       (0.65)   (2.86)   (1.61)       (2.53)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   0.58    (1.18)   (5.02)   8.05    0.62    (1.58)
NET ASSET VALUE, END OF PERIOD  $14.56   $13.98   $15.16   $20.18   $12.13   $11.51 
                               
TOTAL RETURN(c)   4.15%(d)    (3.68%)   (12.78%)   82.17%   5.43%   11.53%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $9,972   $9,950   $15,516   $17,618   $10,174   $9,397 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment loss   (0.90%)(e)    (0.80%)   (0.92%)   (0.86%)   (0.83%)   (0.71%)
Operating expenses excluding reimbursement/waiver   2.08%(e)    1.94%   1.73%   1.92%   2.25%   2.18%
Operating expenses including reimbursement/waiver   1.35%(e)    1.35%   1.35%   1.35%   1.35%   1.35%
PORTFOLIO TURNOVER RATE   32%(d)    64%   70%   89%   94%   63%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Less than $(0.005) per share.
(c)Total return does not reflect the effect of sales charges.
(d)Not Annualized.
(e)Annualized.

 

See Notes to Financial Statements.

 

38 www.emeraldmutualfunds.com

   

 

Emerald Insights Fund Financial Highlights
  For a share outstanding throughout the period or years presented

 

   CLASS C 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $12.82   $14.05   $19.02   $11.57   $11.04   $12.75 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.11)   (0.18)   (0.28)   (0.24)   (0.16)   (0.16)
Net realized and unrealized gain/(loss) on investments   0.60    (0.40)   (1.83)   9.30    0.69    0.98 
Total from Investment Operations   0.49    (0.58)   (2.11)   9.06    0.53    0.82 
                               
LESS DISTRIBUTIONS:                              
From capital gains       (0.65)   (2.86)   (1.61)   0.00(b)    (2.53)
Total Distributions       (0.65)   (2.86)   (1.61)       (2.53)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   0.49    (1.23)   (4.97)   7.45    0.53    (1.71)
NET ASSET VALUE, END OF PERIOD  $13.31   $12.82   $14.05   $19.02   $11.57   $11.04 
                               
TOTAL RETURN(c)   3.82%(d)    (4.33%)   (13.32%)   80.92%   4.84%   10.75%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $18   $38   $186   $246   $138   $141 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment loss   (1.55%)(e)    (1.42%)   (1.58%)   (1.51%)   (1.48%)   (1.36%)
Operating expenses excluding reimbursement/waiver   2.77%(e)    2.55%   2.38%   2.57%   2.90%   2.84%
Operating expenses including reimbursement/waiver   2.00%(e)    2.00%   2.00%   2.00%   2.00%   2.00%
PORTFOLIO TURNOVER RATE   32%(d)    64%   70%   89%   94%   63%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Less than $(0.005) per share.
(c)Total return does not reflect the effect of sales charges.
(d)Not Annualized.
(e)Annualized.

 

See Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 39

   

 

Emerald Insights Fund Financial Highlights
  For a share outstanding throughout the period or years presented

 

   INSTITUTIONAL CLASS 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $14.49   $15.64   $20.67   $12.37   $11.69   $13.22 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.05)   (0.07)   (0.12)   (0.10)   (0.06)   (0.05)
Net realized and unrealized gain/(loss) on investments   0.67    (0.43)   (2.05)   10.01    0.74    1.05 
Total from Investment Operations   0.62    (0.50)   (2.17)   9.91    0.68    1.00 
                               
LESS DISTRIBUTIONS:                              
From capital gains       (0.65)   (2.86)   (1.61)   0.00(b)    (2.53)
Total Distributions       (0.65)   (2.86)   (1.61)       (2.53)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   0.62    (1.15)   (5.03)   8.30    0.68    (1.53)
NET ASSET VALUE, END OF PERIOD  $15.11   $14.49   $15.64   $20.67   $12.37   $11.69 
                               
TOTAL RETURN   4.28%(c)    (3.40%)   (12.51%)   82.62%   5.85%   11.81%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $3,744   $3,657   $4,340   $3,658   $1,462   $1,383 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment loss   (0.60%)(d)    (0.51%)   (0.62%)   (0.57%)   (0.53%)   (0.41%)
Operating expenses excluding reimbursement/waiver   1.77%(d)    1.65%   1.42%   1.60%   1.93%   1.87%
Operating expenses including reimbursement/waiver   1.05%(d)    1.05%   1.05%   1.05%   1.05%   1.05%
PORTFOLIO TURNOVER RATE   32%(c)    64%   70%   89%   94%   63%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Less than $(0.005) per share.
(c)Not Annualized.
(d)Annualized.

 

See Notes to Financial Statements.

 

40 www.emeraldmutualfunds.com

   

 

Emerald Insights Fund Financial Highlights
  For a share outstanding throughout the period or years presented

 

   INVESTOR CLASS 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $13.87   $15.05   $20.06   $12.07   $11.45   $13.05 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment loss(a)   (0.07)   (0.12)   (0.18)   (0.15)   (0.09)   (0.10)
Net realized and unrealized gain/(loss) on investments   0.64    (0.41)   (1.97)   9.75    0.71    1.03 
Total from Investment Operations   0.57    (0.53)   (2.15)   9.60    0.62    0.93 
                               
LESS DISTRIBUTIONS:                              
From capital gains       (0.65)   (2.86)   (1.61)   0.00(b)    (2.53)
Total Distributions       (0.65)   (2.86)   (1.61)       (2.53)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   0.57    (1.18)   (5.01)   7.99    0.62    (1.60)
NET ASSET VALUE, END OF PERIOD  $14.44   $13.87   $15.05   $20.06   $12.07   $11.45 
                               
TOTAL RETURN   4.11%(c)    (3.75%)   (12.80%)   82.08%   5.45%   11.41%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $733   $824   $689   $638   $274   $174 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment loss   (0.95%)(d)    (0.87%)   (0.97%)   (0.91%)   (0.82%)   (0.77%)
Operating expenses excluding reimbursement/waiver   2.14%(d)    1.97%   1.71%   1.86%   2.17%   2.08%
Operating expenses including reimbursement/waiver   1.40%(d)    1.40%   1.40%   1.40%   1.40%   1.40%
PORTFOLIO TURNOVER RATE   32%(c)    64%   70%   89%   94%   63%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Less than $(0.005) per share.
(c)Not Annualized.
(d)Annualized.

 

See Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 41

   

 

Emerald Finance
& Banking Innovation Fund
Financial Highlights
For a share outstanding throughout the period or years presented

 

   CLASS A 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $18.75   $31.99   $51.56   $22.89   $32.71   $46.01 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment income/(loss)(a)   0.26    0.13    0.84    0.06    (0.03)   (0.24)
Net realized and unrealized gain/(loss) on investments   (0.39)   (13.37)   (14.81)   28.61    (9.79)   (5.35)
Total from Investment Operations   (0.13)   (13.24)   (13.97)   28.67    (9.82)   (5.59)
                               
LESS DISTRIBUTIONS:                              
From investment income           (3.37)            
From capital gains           (1.37)           (7.71)
Tax return of capital           (0.86)            
Total Distributions           (5.60)           (7.71)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (0.13)   (13.24)   (19.57)   28.67    (9.82)   (13.30)
NET ASSET VALUE, END OF PERIOD  $18.62   $18.75   $31.99   $51.56   $22.89   $32.71 
                               
TOTAL RETURN(b)   (0.69)%(c)    (41.40)%   (30.58)%   125.21%   (30.02)%   (10.65)%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $18,892   $19,949   $43,448   $68,778   $37,933   $87,267 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment income/(loss)   2.58%(d)    0.52%   1.70%   0.18%   (0.10)%   (0.58)%
Operating expenses excluding reimbursement/waiver   1.80%(d)    1.82%   1.78%   1.53%   1.48%   1.42%
Operating expenses including reimbursement/waiver   1.80%(d)    1.82%   1.48%   1.53%   1.48%   1.42%
PORTFOLIO TURNOVER RATE   46%(c)    88%   94%   171%   46%   55%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Total return does not reflect the effect of sales charges.
(c)Not Annualized.
(d)Annualized.

 

See Notes to Financial Statements.

 

42 www.emeraldmutualfunds.com

   

 

Emerald Finance
& Banking Innovation Fund
Financial Highlights
For a share outstanding throughout the period or years presented

 

   CLASS C 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $15.27   $26.23   $43.35   $19.38   $27.87   $40.83 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment income/(loss)(a)   0.17    (0.05)   0.40    (0.11)   (0.20)   (0.44)
Net realized and unrealized gain/(loss) on investments   (0.32)   (10.91)   (12.11)   24.08    (8.29)   (4.81)
Total from Investment Operations   (0.15)   (10.96)   (11.71)   23.97    (8.49)   (5.25)
                               
LESS DISTRIBUTIONS:                              
From investment income           (3.27)            
From capital gains           (1.37)           (7.71)
Tax return of capital           (0.77)            
Total Distributions           (5.41)           (7.71)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (0.15)   (10.96)   (17.12)   23.97    (8.49)   (12.96)
NET ASSET VALUE, END OF PERIOD  $15.12   $15.27   $26.23   $43.35   $19.38   $27.87 
                               
TOTAL RETURN(b)   (0.98)%(c)    (41.77)%   (31.05)%   123.68%   (30.46)%   (11.21)%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $3,315   $4,521   $12,600   $22,447   $16,804   $50,079 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment income/(loss)   2.10%(d)    (0.27)%   0.98%   (0.40)%   (0.73)%   (1.23)%
Operating expenses excluding reimbursement/waiver   2.46%(d)    2.46%   2.43%   2.18%   2.13%   2.07%
Operating expenses including reimbursement/waiver   2.46%(d)    2.46%   2.13%   2.18%   2.13%   2.07%
PORTFOLIO TURNOVER RATE   46%(c)    88%   94%   171%   46%   55%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Total return does not reflect the effect of sales charges.
(c)Not Annualized.
(d)Annualized.

 

See Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 43

   

 

Emerald Finance
& Banking Innovation Fund
Financial Highlights
For a share outstanding throughout the period or years presented

 

   INSTITUTIONAL CLASS 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $19.62   $33.38   $53.48   $23.67   $33.70   $46.95 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment income/(loss)(a)   0.31    0.17    1.00    0.14    0.09    (0.09)
Net realized and unrealized gain/(loss) on investments   (0.40)   (13.93)   (15.39)   29.67    (10.12)   (5.45)
Total from Investment Operations   (0.09)   (13.76)   (14.39)   29.81    (10.03)   (5.54)
                               
LESS DISTRIBUTIONS:                              
From investment income           (3.53)            
From capital gains           (1.37)           (7.71)
Tax return of capital           (0.81)            
Total Distributions           (5.71)           (7.71)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (0.09)   (13.76)   (20.10)   29.81    (10.03)   (13.25)
NET ASSET VALUE, END OF PERIOD  $19.53   $19.62   $33.38   $53.48   $23.67   $33.70 
                               
TOTAL RETURN   (0.46)%(b)    (41.21)%   (30.32)%   125.94%   (29.76)%   (10.30)%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $27,188   $30,063   $86,196   $134,767   $67,358   $162,910 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment income/(loss)   2.92%(c)    0.68%   1.95%   0.39%   0.28%   (0.23)%
Operating expenses excluding reimbursement/waiver   1.49%(c)    1.48%   1.44%   1.18%   1.13%   1.06%
Operating expenses including reimbursement/waiver   1.48%(c)    1.48%   1.13%   1.18%   1.13%   1.06%
PORTFOLIO TURNOVER RATE   46%(b)    88%   94%   171%   46%   55%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Not Annualized.
(c)Annualized.

 

See Notes to Financial Statements.

 

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Emerald Finance
& Banking Innovation Fund
Financial Highlights
For a share outstanding throughout the period or years presented

 

   INVESTOR CLASS 
   For the Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
NET ASSET VALUE, BEGINNING OF PERIOD  $17.59   $30.03   $48.76   $21.66   $30.96   $44.05 
INCOME/(LOSS) FROM OPERATIONS:                              
Net investment income/(loss)(a)   0.24    0.10    0.73    0.03    (0.04)   (0.23)
Net realized and unrealized gain/(loss) on investments   (0.36)   (12.54)   (13.85)   27.07    (9.26)   (5.15)
Total from Investment Operations   (0.12)   (12.44)   (13.12)   27.10    (9.30)   (5.38)
                               
LESS DISTRIBUTIONS:                              
From investment income           (3.10)            
From capital gains           (1.37)           (7.71)
Tax return of capital           (1.14)            
Total Distributions           (5.61)           (7.71)
NET INCREASE/(DECREASE) IN NET ASSET VALUE   (0.12)   (12.44)   (18.73)   27.10    (9.30)   (13.09)
NET ASSET VALUE, END OF PERIOD  $17.47   $17.59   $30.03   $48.76   $21.66   $30.96 
                               
TOTAL RETURN   (0.68)%(b)    (41.43)%   (30.60)%   125.07%   (30.04)%   (10.64)%
RATIOS/SUPPLEMENTAL DATA:                              
Net Assets, End of Period (000s)  $6,614   $8,129   $18,881   $31,147   $15,472   $41,410 
RATIOS TO AVERAGE NET ASSETS:                              
Net Investment income/(loss)   2.60%(c)    0.46%   1.53%   0.11%   (0.12)%   (0.60)%
Operating expenses excluding reimbursement/waiver   1.92%(c)    1.86%   1.81%   1.56%   1.51%   1.43%
Operating expenses including reimbursement/waiver   1.86%(c)    1.86%   1.51%   1.56%   1.51%   1.43%
PORTFOLIO TURNOVER RATE   46%(b)    88%   94%   171%   46%   55%

 

(a)Per share amounts are based upon average shares outstanding.
(b)Not Annualized.
(c)Annualized.

 

See Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 45

   

 

Emerald Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

1. ORGANIZATION

 

Financial Investors Trust (the “Trust”), a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Trust consists of multiple separate portfolios or series. This semi-annual report describes the Emerald Growth Fund, Emerald Insights Fund, and Emerald Finance & Banking Innovation Fund (formerly known as "Emerald Banking and Finance Fund") (each a “Fund” and collectively, the “Funds”).

 

The Emerald Growth Fund and Emerald Insights Fund seek to achieve long-term growth through capital appreciation. The Emerald Finance & Banking Innovation Fund seeks to achieve long-term growth through capital appreciation with income as a secondary objective.

 

2. SIGNIFICANT ACCOUNTING POLICIES

 

The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. The Funds are considered an investment company for financial reporting purposes under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946. The following is a summary of significant accounting policies consistently followed by the Funds in preparation of their financial statements.

 

Investment Valuation: The Funds generally value their securities based on market prices determined at the close of regular trading on the New York Stock Exchange (“NYSE”), normally, 4:00 p.m. Eastern Time, on each business day the NYSE is open for trading.

 

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day. Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value, with the exception of exchange-traded open-end investment companies, which are priced as equity securities.

 

The market price for debt obligations is generally the price supplied by an independent third-party pricing service, which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more brokers–dealers that make a market in the security.

 

Equity securities that are primarily traded on foreign securities exchanges are valued at the preceding closing values of such securities on their respective exchanges, except when an occurrence subsequent to the time a value was so established is likely to have changed such value. In such an event, the fair values of those securities are determined in good faith through consideration of other factors in accordance with procedures established by the valuation designee under the general supervision of the Board of Trustees of the Trust (the “Board”or the “Trustees”).

 

When such prices or quotations are not available, or when Emerald Mutual Fund Advisers Trust (the “Adviser”) believes that they are unreliable, securities may be priced using fair value procedures established by the Adviser pursuant to Rule 2a-5 under the 1940 Act and approved by and subject to the oversight of the Board.

 

Fair Value Measurements: Pursuant to Rule 2a-5 under the Investment Company Act of 1940, the Board has appointed the Adviser to serve as the Valuation Designee to perform fair value determinations for investments in the Funds. When such prices or quotations are not available, or when the Valuation Designee believes that they are unreliable, securities may be priced using fair value procedures approved by the Board. The fair valuation policies and procedures (“FV Procedures”) have been adopted by the Board for the fair valuation of portfolio assets held by the Fund(s) in the event that (1) market quotations for the current price of a portfolio security or asset are not readily available, or (2) available market quotations that would otherwise be used to value a portfolio security or asset in accordance with the Fund’ Pricing Procedures appear to be unreliable or not indicative of fair value. The Pricing Procedures reflect certain pricing methodologies (or “logics”) that are not “readily available market quotations” and thus are viewed and treated as fair valuations. The Valuation Designee routinely meets to discuss fair valuations of portfolio securities and other instruments held by the Fund(s).

 

Each Fund discloses the classification of its fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are

 

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Emerald Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

developed based on the best information available. Various inputs are used in determining the value of each Fund’s investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments.

 

These inputs are categorized in the following hierarchy under applicable financial accounting standards:

 

  Level 1 – Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that the Funds have the ability to access at the measurement date;
     
  Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
     
  Level 3 – Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

 

The following is a summary of each input used to value the Funds as of October 31, 2023:

 

Investments in Securities at Value(a)  Level 1 - Quoted Prices   Level 2 - Other Significant Observable Inputs   Level 3 - Significant Unobservable Inputs   Total 
Emerald Growth Fund                    
Common Stocks  $768,489,454   $   $   $768,489,454 
Short-Term Investment   31,254,552            31,254,552 
TOTAL  $799,744,006   $   $   $799,744,006 

 

Investments in Securities at Value(a)  Level 1 - Quoted Prices   Level 2 - Other Significant Observable Inputs   Level 3 - Significant Unobservable Inputs   Total 
Emerald Insights Fund                    
Common Stocks  $14,131,157   $   $   $14,131,157 
Short-Term Investment   393,345            393,345 
TOTAL  $14,524,502   $   $   $14,524,502 

 

Investments in Securities at Value(a)  Level 1 - Quoted Prices   Level 2 - Other Significant Observable Inputs   Level 3 - Significant Unobservable Inputs   Total 
Emerald Finance & Banking Innovation Fund                    
Common Stocks  $   $   $   $ 
Banks  $34,054,300   $1,229,600   $   $35,283,900 
Other   20,432,342            20,432,342 
Short-Term Investment   565,136            565,136 
Warrants   1,500            1,500 
TOTAL  $55,053,278   $1,229,600   $   $56,282,878 

 

(a)For detailed descriptions of sector and industry, see the accompanying Schedule of Investments.

 

For the six months ended October 31, 2023, the Funds did not have any securities that used significant unobservable inputs (Level 3) in determining fair value. There were no transfers in/out of Level 3 securities during the period ended October 31, 2023.

 

Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis, which is the same basis the Funds use for federal income tax purposes. Interest income, which includes accretion of discounts, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds. All of the realized and unrealized gains and losses and net investment income, are allocated daily to each class in proportion to its average daily net assets.

 

Semi-Annual Report | October 31, 2023 47

   

 

Emerald Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

Real Estate Investment Trusts (“REITs”): The Funds may invest a portion of their assets in REITs and are subject to certain risks associated with direct investment in REITs. REITs may be affected by changes in the value of their underlying properties and by defaults by borrowers or tenants. REITs depend generally on their ability to generate cash flow to make distributions to shareowners, and certain REITs have self-liquidation provisions by which mortgages held may be paid in full and distributions of capital returns may be made at any time. In addition, the performance of a REIT may be affected by its failure to qualify for tax-free pass-through of income under the Internal Revenue Code of 1986, as amended (the “Code”), or its failure to maintain exemption from registration under the 1940 Act. A Fund’s investments in REITs may result in such Fund’s receipt of cash in excess of the REITs’ earnings. If the Fund receives such distributions all or a portion of these distributions will constitute a return of capital to such Fund. Receiving a return of capital distribution from REITs will reduce the amount of income available to be distributed to Fund shareholders. Income from REITs generally will not be eligible for treatment as qualified dividend income. As the final character of the distributions is not known until reported by the REITs on their 1099s, the Funds utilize an average of the prior year’s reallocation information as an estimate for the current year character of distributions.

 

Trust Expenses: Some expenses of the Trust can be directly attributed to the Funds. Expenses which cannot be directly attributed to the Funds are apportioned among all funds in the Trust based on average net assets of each fund.

 

Fund and Class Expenses: Expenses that are specific to a Fund or class of shares of a Fund, including distribution fees (Rule 12b-1 fees) and shareholder servicing fees, are charged directly to that Fund or share class. All expenses of a Fund, other than class specific expenses, are allocated daily to each class in proportion to its average daily net assets. Expenses that are common to the Funds generally are allocated among the Funds in proportion to their average daily net assets.

 

Federal Income Taxes: Each Fund complies with the requirements under Subchapter M of the Code, applicable to regulated investment companies and intends to distribute substantially all of its net taxable income and net capital gains, if any, each year so that the Funds will not be subject to excise tax on undistributed income and gains. The Funds are not subject to income taxes to the extent such distributions are made.

 

As of and during the six month period ended October 31, 2023, the Funds did not have a liability for any unrecognized tax benefits. The Funds file U.S. federal, state, and local tax returns as required. The Funds’ tax returns are subject to examination by the relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return for federal purposes and four years for most state returns. Tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

 

Distributions to Shareholders: Each Fund normally pays dividends and distributes capital gains, if any, on an annual basis. Income dividend distributions are derived from dividends and other income each Fund receives from its investments, including short-term capital gains. Long term capital gain distributions are derived from gains realized when each Fund sells a security it has owned for more than a year. Each Fund may make additional distributions and dividends at other times if the portfolio manager believes doing so may be necessary for each Fund to avoid or reduce taxes.

 

3. TAX BASIS INFORMATION

 

Tax Basis of Investments: As of October 31, 2023, the aggregate cost of investments, gross unrealized appreciation/(depreciation) and net unrealized appreciation/(depreciation) for Federal tax purposes was as follows:

 

   Gross Appreciation (excess of value over tax cost)   Gross Depreciation (excess of tax cost over value)   Net Appreciation/
(Depreciation) of Foreign Currency and Derivatives
   Net Unrealized Appreciation/
(Depreciation)
   Cost of Investments for Income Tax Purposes 
Emerald Growth Fund  $170,522,198   $(72,261,096)  $   $98,261,102   $701,482,904 
Emerald Insights Fund   4,746,509    (973,378)       3,773,131    10,751,371 
Emerald Finance & Banking Innovation Fund   5,779,780    (10,635,813)       (4,856,033)   61,138,911 

 

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Emerald Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

Tax Basis of Distributions to Shareholders: The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain were recorded by each Fund.

 

The tax character of distributions paid for the year ending April 30, 2023 were as follows:

 

   Ordinary Income   Long-Term Capital   Gain Return of Capital 
Emerald Growth Fund  $   $66,342,430   $ 
Emerald Insights Fund       910,570     
Emerald Finance & Banking Innovation Fund            

 

The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year end. Accordingly, tax basis balances have not been determined as of October 31, 2023.

 

4. SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales of securities (excluding short-term securities) during the six month period ended October 31, 2023 was as follows:

 

Funds  Cost of Investments Purchased   Proceeds from Investments Sold 
Emerald Growth Fund  $244,399,254   $294,395,610 
Emerald Insights Fund   3,837,841    4,587,317 
Emerald Finance & Banking Innovation Fund   28,163,843    32,975,635 

 

5. SHARES OF BENEFICIAL INTEREST

 

The capitalization of the Trust consists of an unlimited number of shares of beneficial interest with no par value per share. Holders of the shares of the Funds of the Trust have one vote for each share held and a proportionate fraction of a vote for each fractional share. All shares issued and outstanding are fully paid and are transferable and redeemable at the option of the shareholder. Purchasers of the shares do not have any obligation to make payments to the Trust or its creditors (other than the purchase price for the shares) or make contributions to the Trust or its creditors solely by reason of the purchaser’s ownership of the shares. Shares have no pre-emptive rights.

 

6. MANAGEMENT AND RELATED-PARTY TRANSACTIONS

 

The Adviser, subject to the authority of the Board, is responsible for the overall management and administration of the Funds’ business affairs. The Adviser manages the investments of the Funds in accordance with the Funds’ investment objective, policies and limitations and investment guidelines established jointly by the Adviser and the Trustees. Pursuant to the Advisory Agreement, the Funds pay the Adviser fees for the services and facilities it provides payable on a monthly basis at the annual rate set forth below of the Funds’ average daily net assets. The management fee is paid on a monthly basis.

 

Emerald Growth Fund

Average Total Net Assets Contractual Fee
Up to and including $250M 0.75%
Over $250M and including $500M 0.65%
Over $500M and including $750M 0.55%
Over $750M 0.45%

 

Emerald Insights Fund

Average Total Net Assets Contractual Fee
Up to and including $250M 0.75%
Over $250M and including $500M 0.65%
Over $500M and including $750M 0.55%
Over $750M 0.45%

 

Semi-Annual Report | October 31, 2023 49

   

 

Emerald Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

Emerald Finance & Banking Innovation Fund

Average Total Net Assets Contractual Fee
Up to and including $100M 1.00%
Over $100M 0.90%

 

The Adviser has contractually agreed to limit each Fund’s total annual operating expenses (exclusive of acquired fund fees and expenses, brokerage expenses, interest expenses, taxes and extraordinary expense) set forth to the annual shares (as percentages of a Funds average daily net assets) in the following table for Class A, Class C, Institutional Class, and Investor Class shares. This agreement (the “Expense Agreement”) is in effect from September 1, 2023 through August 31, 2024, for all Funds. The prior Expense Agreement was in effect from September 1, 2022 through August 31, 2023 for all Funds. The Adviser will be permitted to recapture, on a class-by-class basis, expenses it has borne through the Expense Agreement to the extent that the Fund's expenses in later periods fall below the annual rates set forth in the Expense Agreement; provided, however, that such recapture payments do not cause the Fund's expense ratio (after recapture) to exceed the lesser of (i) the expense cap in effect at the time of the waiver and (ii) the expense cap in effect at the time of the recapture. Notwithstanding the foregoing, the Fund will not be obligated to pay any such deferred fees and expenses more than three years after the date on which the fee and expenses were deferred. The Adviser may not discontinue this waiver, prior to August 31, 2024, without the approval by the Funds Board, for all Funds. Fees waived/reimbursed by the Adviser for the six month period ended October 31, 2023 are disclosed in the Statements of Operations.

 

Emerald Growth Fund

Class A Class C Institutional Class Investor Class
1.13% 1.78% 0.82% 1.17%

 

Emerald Insights Fund

Class A Class C Institutional Class Investor Class
1.35% 2.00% 1.05% 1.40%

 

Emerald Finance & Banking Innovation Fund

Class A Class C Institutional Class Investor Class
1.82% 2.46% 1.48% 1.86%

 

For the six month period ended October 31, 2023, the fee waivers/reimbursements and recoupments of past waived fees were as follows:

 

Fund  Fees Waived/ Reimbursed By Adviser   Recoupment of Past Waived Fees By Adviser 
Emerald Insights Fund          
Class A  $38,271   $ 
Class C   116     
Institutional Class   14,492     
Investor Class   3,576     
Emerald Finance & Banking Innovation Fund          
Class A  $   $ 
Class C        
Institutional Class        
Investor Class   1,425     

 

As of October 31, 2023, the balances of recoupable expenses for each Fund were as follows:

 

Fund  Expires 2024   Expires 2025   Expires 2026   Expires 2027   Total 
Emerald Insights Fund                         
Class A  $41,306   $61,650   $76,343   $38,271   $217,570 
Class C   573    872    394    116    1,955 
Institutional Class   7,598    14,261    23,577    14,492    59,928 
Investor Class   1,020    2,587    4,394    3,576    11,577 

 

Fund Administrator Fees and Expenses: ALPS Fund Services, Inc. (“ALPS”) serves as administrator to the Funds and the Funds have agreed to pay expenses incurred in connection with their administrative activities. Pursuant to an Administration Agreement, ALPS provides operational services to the Funds including, but not limited to, fund accounting and fund administration and generally assist in the Funds’ operations. Officers of the Trust

 

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Emerald Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

are employees of ALPS. The Funds’ administration fee is accrued on a daily basis and paid monthly. Administration fees paid by the Funds for the six month period ended October 31, 2023 are disclosed in the Statements of Operations.

 

The Administrator is also reimbursed by the Funds for certain out-of-pocket expenses.

 

Transfer Agent: ALPS serves as transfer, dividend paying and shareholder servicing agent for the Funds. ALPS receives an annual minimum fee, a fee based upon the number of shareholder accounts, and is also reimbursed by the Funds for certain out-of-pocket expenses. Transfer agent fees paid by the Funds for the six month period ended October 31, 2023 are disclosed in the Statements of Operations.

 

Compliance Services: ALPS provides services that assist the Trust’s chief compliance officer in monitoring and testing the policies and procedures of the Trust in conjunction with requirements under Rule 38a-1 under the 1940 Act and receives an annual base fee. ALPS is reimbursed for certain out-of-pocket expenses by the Funds. Compliance service fees paid by the Funds for the six month period ended October 31, 2023 are disclosed in the Statements of Operations.

 

Principal Financial Officer: ALPS receives an annual fee for providing principal financial officer services to the Funds. Principal financial officer fees paid by the Funds for the six month period ended October 31, 2023 are disclosed in the Statements of Operations.

 

Distributor: ALPS Distributors, Inc. (“ADI” or the “Distributor”) (an affiliate of ALPS) acts as the distributor of the Funds’ shares pursuant to a Distribution Agreement with the Trust. Shares are sold on a continuous basis by ADI as agent for the Funds, and ADI has agreed to use its best efforts to solicit orders for the sale of Funds’ shares, although it is not obliged to sell any particular amount of shares. ADI is not entitled to any compensation for its services as Distributor. ADI is registered as a broker-dealer with the U.S. Securities and Exchange Commission.

 

Each Fund has adopted a separate Distribution and Services Plan (each a “Plan” and collectively, the “Plans”) pursuant to Rule 12b-1 of the 1940 Act. The Plans allow each Fund, as applicable, to use each Fund’s assets to pay fees in connection with the distribution and marketing of the Funds’ shares and/or the provision of shareholder services to the Funds’ shareholders. The Plan permits payment for services in connection with the administration of plans or programs that use shares of each Fund as their funding medium and for related expenses. The recipients of such payments may include other affiliates of the Adviser, broker-dealers, financial institutions, plan sponsors and administrators and other financial intermediaries through which investors may purchase shares of the Fund. The Plans permit each Fund to make total payments at an annual rate of up to 0.35%, 0.75% and 0.25% of the average daily net asset value of Class A, Class C and Investor Class, respectively. Because these fees are paid out of the Funds’ assets on an ongoing basis, over time they will increase the cost of an investment in the Funds, and Plan fees may cost an investor more than other types of sales charges.

 

Each Fund, has adopted a Shareholder Services Plan (a “Shareholder Services Plan”) with respect to its Class C, Institutional Class and Investor Class shares. Under the Shareholder Services Plan, a Fund is authorized to compensate certain financial intermediaries, including broker-dealers and Fund affiliates which may include the Distributor, Adviser and/or the transfer agent (the “Participating Organizations”), an aggregate fee in an amount not to exceed on an annual basis 0.25%, 0.05% and 0.15% of the average daily net asset value of Class C, Institutional Class and Investor Class, respectively, of the Funds attributable to or held in the name of the Participating Organizations pursuant to an agreement with such Participating Organizations (the “Agreement”). Each Agreement will set forth the non-distribution related shareholder services to be performed by the Participating Organizations for the benefit of a Fund’s shareholders who have elected to have such Participating Organizations service their accounts. Any amount of such payment not paid to Participating Organizations during a Fund’s fiscal year for such service activities shall be reimbursed to the Fund as soon as practicable. Shareholder Services Plan fees are included with distribution and service fees in the Statements of Operations. Fees recaptured pursuant to the Shareholder Services Plan for the six month period ended October 31, 2023, are included as an offset to distribution and service fees as disclosed in the Statements of Operations.

 

Trustees

The fees and expenses of the Trustees of the Board are presented in the Statements of Operations for the six month period ended October 31, 2023.

 

7. INDEMNIFICATIONS

 

Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that may contain general indemnification clauses, which may permit indemnification to the extent permissible under applicable law. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

 

8. SUBSEQUENT EVENTS

 

Subsequent events after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial statements were issued.

 

Semi-Annual Report | October 31, 2023 51

   

 


Emerald Funds
Additional Information
  October 31, 2023 (Unaudited)

 

1. FUND HOLDINGS

 

The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Funds’ Form N-PORT reports are available on the SEC's Web site at http://www.sec.gov. The Funds’ Form N-PORT reports are also available upon request by calling (toll-free) (855) 828-9909.

 

2. FUND PROXY VOTING POLICIES, PROCEDURES AND SUMMARIES

 

Each Fund’s policies and procedures used in determining how to vote proxies and information regarding how the Funds voted proxies relating to portfolio securities during the most recent prior 12-month period ending June 30 are available without charge, (1) upon request, by calling (toll-free) (855) 828-9909 and (2) on the SEC’s website at http://www.sec.gov.

 

52 www.emeraldmutualfunds.com

   

 

Emerald Funds

Liquidity Risk Management

Program Disclosure

  October 31, 2023 (Unaudited)

 

The Financial Investors Trust (the “Trust”) has established a liquidity risk management program (the “Program”) to govern the Trust’s approach to managing liquidity risk for each fund in the Trust (each a “Fund”). The Program is overseen by the Liquidity Committee (the “Committee”), a committee comprised of representatives of the Trust’s investment advisers, sub-advisers, and Officers of the Trust. The Trust’s Board of Trustees (the “Board”) has approved the designation of the Committee to oversee the Program.

 

The Program’s principal objectives include supporting each Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that a Fund will be unable to meet its redemption obligations in a timely manner. The Program also includes a number of elements that support the management and assessment of liquidity risk, including a periodic assessment of factors that influence a Fund’s liquidity and the periodic classification and re-classification of the Fund’s investments into groupings that reflect the Committee’s assessment of their relative liquidity under current market conditions.

 

At a meeting of the Board held on June 13, 2023, the Trustees received a report from the Committee regarding the design and operational effectiveness of the Program during the calendar year 2022. The Committee determined, and reported to the Board, that the Program is reasonably designed to assess and manage each Fund’s liquidity risk and has operated adequately and effectively to manage each Fund’s liquidity risk since implementation.

 

The Committee reported that during the period covered by the report, there were no liquidity events that impacted the Funds or their ability to timely meet redemptions without dilution to existing shareholders. Among other things, the Board noted that the Funds are not required to have a highly liquid investment minimum based on their liquidity classifications. The Board further noted that no material changes have been made to the Program since its implementation.

 

Semi-Annual Report | October 31, 2023 53

   

 

Emerald Funds Privacy Policy

 

Who We Are  
Who is providing this notice? Emerald Finance & Banking Innovation Fund, Emerald Growth Fund, Emerald Insights Fund
What We Do  
How do the Funds protect my personal information? To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How do the Funds collect my personal information?

We collect your personal information, for example, when you

 

●    open an account

●    provide account information or give us your contact information

●    make a wire transfer or deposit money 

Why can’t I limit all sharing?

Federal law gives you the right to limit only

 

●    sharing for affiliates’ everyday business purposes-information about your
creditworthiness

●    affiliates from using your information to market to you

●    sharing for non-affiliates to market to you

 

State laws and individual companies may give you additional rights to limit sharing. 

Definitions  
Affiliates Companies related by common ownership or control. They can be financial and nonfinancial companies.
Non-affiliates

Companies not related by common ownership or control. They can be financial and nonfinancial companies.

 

●    The Funds do not share with non-affiliates so they can market to you. 

Joint marketing

A formal agreement between non-affiliated financial companies that together market financial products or services to you.

 

    The Funds do not jointly market.  

Other Important Information  
California residents If your account has a California home address, your personal information will not be disclosed to nonaffiliated third parties except as permitted by applicable California law, and we will limit sharing such personal information with our affiliates to comply with California privacy laws that apply to us.
Vermont residents The State of Vermont requires financial institutions to obtain your consent prior to sharing personal information that they collect about you with affiliated companies and nonaffiliated third parties other than in certain limited circumstances. Except as permitted by law, we will not share personal information we collect about you with nonaffiliated third parties or other affiliated companies unless you provide us with your written consent to share such information.

 

54 www.emeraldmutualfunds.com

   

 

Emerald Funds Privacy Policy

 

FACTS WHAT DO THE FUNDS DO WITH YOUR PERSONAL INFORMATION?
WHY? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
WHAT?

The types of personal information we collect and share depend on the product or service you have with us. This information can include:

 

●    Social Security number and account transactions

●    Account balances and transaction history

●    Wire transfer instructions

HOW? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Funds choose to share; and whether you can limit this sharing.

 

Reasons we can share your personal information Do the funds share: Can you limit this sharing?
For our everyday business purposes –
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus
 
Yes
 
No
For our marketing purposes –
to offer our products and services to you
No We do not share.
For joint marketing with other financial companies No We do not share.
For our affiliates’ everyday business purposes –
information about your transactions and experiences
Yes No
For our affiliates’ everyday business purposes –
information about your creditworthiness
No We do not share.
For non-affiliates to market to you No We do not share.

 

Semi-Annual Report | October 31, 2023 55

   

 

 

 

 

   

 

TABLE OF CONTENTS

 

Performance Review  
Seafarer Overseas Growth and Income Fund 1
Seafarer Overseas Value Fund 6
Disclosure of Fund Expenses 12
Portfolio of Investments 14
Statements of Assets and Liabilities 23
Statements of Operations 24
Statements of Changes in Net Assets 25
Financial Highlights 28
Notes to Financial Statements 36
Additional Information 46
Liquidity Risk Management Program 47
Privacy Policy 48

   

 

Seafarer Overseas Growth and Income Fund Performance Review
  October 31, 2023

 

SEAFARER OVERSEAS GROWTH AND INCOME FUND

PERFORMANCE REVIEW

 

This report addresses the first half of the 2023-2024 fiscal year (May 1, 2023 to October 31, 2023) for the Seafarer Overseas Growth and Income Fund (the “Growth and Income Fund” or the “Fund”).

 

During the semi-annual period, the Fund returned -3.43%, while the Fund’s benchmark indices, the Morningstar Emerging Markets Net Return USD Index and the Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index, returned -3.52% and -4.27%, respectively.1 By way of broader comparison, the S&P 500 Index increased 1.39%.

 

The Fund began the fiscal year with a net asset value (NAV) of $11.77 per share. In June, the Fund paid a semi-annual distribution of $0.178 per share. That payment brought the cumulative distribution per share, as measured from the Fund’s inception, to $5.017.2 The Fund finished the semi-annual period with a value of $11.20 per share.3

 

* * *

 

During the semi-annual period, emerging market equities were weighed down by a number of factors: the prospect of further interest rate hikes in the U.S.; the reality of elevated energy prices; the corrosive effects of a correction in property markets, financial strain, and weak consumption in China; and the awful outbreak of war between Israel and Hamas. The cumulative uncertainty they beget makes it difficult to be enthusiastic about equities anywhere, let alone in the developing world.

 

However, what weighed most on stocks during the period was decidedly mixed reports of corporate performance. A subset of companies in the developing world continue to report strong profits; yet many more reported poor earnings. Varied factors weighed on earnings, but the most substantial seemed weak demand, especially within China.

 

Amid this broadly weak environment, the Growth and Income Fund’s returns paced those of the benchmark indices for the semi-annual period. Much like the market overall, the performance of the Fund’s holdings was mixed. Top detractors to Fund performance were a varied bunch: Venture, a firm that specializes in design and contract manufacturing services for clients that produce high-value machinery, equipment, and consumer devices; Samsung SDI, a South Korean battery manufacturer; UPL, an India-based agrichemical business that operates globally; Becle SAB, the maker of the eponymous tequila brand “Jose Cuervo;” and Rohm, a Japan-based semiconductor company, with sales predominantly directed to South Korea, China, and Taiwan.

 

Positive contributors to Fund performance during the period hail from disparate underlying sources: a Taiwan maker of network equipment (Accton); a Brazilian investment management firm (XP, Inc.); a pan-African property, casualty, and life insurance conglomerate (Sanlam); a United Arab Emirates-based supplier of district water cooling services (Tabreed – National Central Cooling Co.); and one of the largest property developers in the UAE (Emaar).

 

We have been confounded by the recent disconnection between corporate performance and stock price movements for many Fund holdings. We’ve seen a subset of companies produce, in our view, impressive results against the weak and uncertain economic backdrop, yet watched their share prices slip nonetheless. Still, even as market conditions are murky at period end, we remain confident in the sustained growth of your Fund’s holdings over time. Over the past year we have introduced new holdings to the Fund – holdings that we believe have strong brands, pricing power and superior distribution. These attributes should help the Fund independently derive growth rather than be dependent on broad-based macroeconomic conditions – especially vital when demand remains weak and the general outlook uncertain.

 

Thank you for entrusting us with your capital despite trying market conditions. We are honored to serve as your investment adviser in the emerging markets.

 

Andrew Foster

Portfolio Manager, Seafarer Overseas Growth and Income Fund

Seafarer Capital Partners, LLC

 

Semi-annual Report – October 31, 2023 1

   

 

Seafarer Overseas Growth and Income Fund Performance Review
  October 31, 2023

 

The Morningstar Emerging Markets Net Return USD Index measures the performance of emerging markets targeting the top 97% of stocks by market capitalization. The index does not incorporate Morningstar’s environmental, social, or governance (ESG) criteria. Index code: MEMMN. The Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index is a float market-cap-weighted equity index that covers 99% of the market capitalization of the emerging markets. Index code: EMLSN. The S&P 500 Total Return Index is a stock market index based on the market capitalizations of 500 large companies with common stock listed on the NYSE or NASDAQ. It is not possible to invest directly in an index.

 

The Fund is subject to investment risks, including possible loss of the principal amount invested and therefore is not suitable for all investors. The Fund may not achieve its objectives. Diversification does not ensure a profit or guarantee against loss.

 

The views and information discussed in this commentary are as of the date of publication, are subject to change, and may not reflect Seafarer’s current views. The views expressed represent an assessment of market conditions at a specific point in time, are opinions only and should not be relied upon as investment advice regarding a particular investment or markets in general. Such information does not constitute a recommendation to buy or sell specific securities or investment vehicles. It should not be assumed that any investment will be profitable or will equal the performance of the portfolios or any securities or any sectors mentioned herein. The subject matter contained herein has been derived from several sources believed to be reliable and accurate at the time of compilation. Seafarer does not accept any liability for losses either direct or consequential caused by the use of this information.

 

1.References to the “Fund” pertain to the Fund’s Institutional share class (ticker: SIGIX). The Investor share class (ticker: SFGIX) returned -3.55% during the semi-annual period.
2.The Fund’s inception date is February 15, 2012.
3The Fund’s Investor share class began the fiscal year with a net asset value of $11.70 per share; it paid a semi-annual distribution of $0.176 per share in June; and it finished the semi-annual period with a value of $11.12 per share.

 

2 (855) 732-9220 seafarerfunds.com

   

 

Seafarer Overseas Growth and Income Fund Performance Review
  October 31, 2023

 

Total Returns

 

As of October 31, 2023 6 Month 1 Year 3 Year 5 Year 7 Year 10 Year Since Inception Annualized1 Gross Expense Ratio2
Investor Class (SFGIX) -3.55% 6.98% 1.42% 5.31% 3.32% 3.23% 4.47% 0.99%
Institutional Class (SIGIX) -3.43% 7.23% 1.52% 5.42% 3.44% 3.35% 4.59% 0.89%
Morningstar Emerging Markets Net Return USD Index3 -3.52% 11.11% -1.57% 2.96% 3.47% 2.04% 2.06%  
Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index4 -4.27% 9.28% -2.12% 3.18% 3.76% 2.47% 2.51%  

 

Fund performance is presented in U.S. dollar terms, with U.S. jurisdiction distributions reinvested on a gross (pre-tax) basis. For the Morningstar and Bloomberg indices, performance is calculated to reflect the reinvestment of dividends, capital gains, and other corporate actions net of foreign jurisdiction withholding taxes. The performance data quoted represents past performance and does not guarantee future results. Future returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. Prior to August 31, 2016, shares of the Fund redeemed or exchanged within 90 days of purchase were subject to a 2% redemption fee. Performance does not reflect this fee, which if deducted would reduce an individual's return. To obtain the Fund’s most recent month-end performance, visit seafarerfunds.com or call (855) 732-9220.

 

1Inception Date: February 15, 2012.
2Ratios as of Prospectus dated August 31, 2023. Seafarer Capital Partners, LLC has agreed contractually to waive and/or reimburse fees or expenses in order to limit Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursements (inclusive of acquired fund fees and expenses, and exclusive of brokerage expenses, interest expenses, taxes and extraordinary expenses) to 1.15% and 1.05% of the Fund’s average daily net assets for the Investor and Institutional share classes, respectively. This agreement shall continue at least through August 31, 2024.
3The Morningstar Emerging Markets Net Return USD Index measures the performance of emerging markets targeting the top 97% of stocks by market capitalization. The index does not incorporate Morningstar’s environmental, social, or governance (ESG) criteria. Index code: MEMMN. The index is not actively managed and does not reflect any deductions for fees, expense or taxes. An investor may not invest directly in an index.
4The Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index is a float market-cap-weighted equity index that covers 99% of the market capitalization of the emerging markets. Index code: EMLSN. The index is not actively managed and does not reflect any deductions for fees, expense or taxes. An investor may not invest directly in an index.

 

Semi-annual Report – October 31, 2023 3

   

 

Seafarer Overseas Growth and Income Fund Performance Review
  October 31, 2023

 

Performance of a $10,000 Investment Since Inception

 

 

*Inception Date: February 15, 2012.

 

The chart shown above represents historical performance of a hypothetical investment of $10,000 in the Fund’s Investor Class shares for the period from inception to October 31, 2023. All returns reflect reinvested dividends and/or distributions, but do not reflect the deduction of taxes that an investor would pay on distributions

or redemptions.

 

The Fund also offers Institutional Class shares, performance of which is not reflected in the chart above. The performance of Institutional Class shares may be higher or lower than the performance of the Investor Class shares shown above based upon differences in fees paid by shareholders investing in the Investor Class shares and Institutional Class shares.

 

Investment Objective

 

The Seafarer Overseas Growth and Income Fund seeks to provide long-term capital appreciation along with some current income. The Fund seeks to mitigate adverse volatility in returns as a secondary objective.

 

Strategy

 

The Fund invests primarily in the securities of companies located in developing countries. The Fund invests in several asset classes including dividend-paying common stocks, preferred stocks, and fixed-income securities.

 

The Fund seeks to offer investors a relatively stable means of participating in developing countries’ growth prospects, while attempting to mitigate adverse volatility in returns.

 

4 (855) 732-9220 seafarerfunds.com

   

 

Seafarer Overseas Growth and Income Fund Performance Review
  October 31, 2023

 

Portfolio Composition by Region % Net Assets
East & South Asia 60.1%
Emerging Europe 5.9%
Latin America 15.3%
Middle East & Africa 10.2%
Other 5.1%
Cash & Other Assets, Less Liabilities 3.4%
Total 100.0%

 

Portfolio Composition by Sector % Net Assets
Communications 4.4%
Consumer Discretionary 13.1%
Consumer Staples 15.0%
Energy 2.8%
Financials 17.7%
Health Care 8.9%
Industrials 7.8%
Materials 4.9%
Real Estate 2.0%
Technology 18.2%
Utilities 1.8%
Cash & Other Assets, Less Liabilities 3.4%
Total 100.0%

 

Top 10 Holdings % Net Assets
Hyundai Mobis Co., Ltd. 4.7%
Sanlam, Ltd. 3.6%
Samsung Electronics Co., Ltd. 3.4%
Accton Technology Corp. 3.3%
Richter Gedeon Nyrt 3.2%
Samsung Biologics Co., Ltd. 3.2%
Rohm Co., Ltd. 3.1%
Wal-Mart de Mexico SAB de CV 2.6%
Alibaba Group Holding, Ltd. 2.6%
Novatek Microelectronics Corp. 2.6%
Total 32.3%
   
Total Number of Holdings 50

 

Holdings are subject to change, and may not reflect the current or future position of the portfolio.

Source: ALPS Fund Services, Inc.

 

Semi-annual Report – October 31, 2023 5

   

 

Seafarer Overseas Value Fund Performance Review
  October 31, 2023

 

SEAFARER OVERSEAS VALUE FUND

PERFORMANCE REVIEW

 

This report addresses the first half of the 2023-2024 fiscal year (May 1, 2023 to October 31, 2023) for the Seafarer Overseas Value Fund (the “Value Fund” or the “Fund”).

 

During the semi-annual period, the Fund returned -4.32% while the Fund’s benchmark indices, the Morningstar Emerging Markets Net Return USD Index and the Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index, returned -3.52% and -4.27%, respectively.1 By way of broader comparison, the S&P 500 Index increased 1.39%.

 

The Fund began the fiscal year with a net asset value (NAV) of $13.43 per share. The Fund paid no distributions during the first half of the fiscal year, and it finished the period with a value of $12.85 per share.2

 

* * *

 

For the semi-annual period, the Value Fund’s performance, not unlike the benchmark indices, resulted in a low single-digit negative return.

 

Two of the top detractors to the Fund’s performance during the period were stocks pressured by negative sentiment related to Chinese consumption and a poor economic growth outlook: Melco International, a casino owner and operator in Macau (Asset Productivity and Breakup Value sources of value; Seafarer’s seven sources of value,3 hereafter referenced using parenthesized italics, are defined in Figure 1); and Shangri-La (Asset Productivity and Breakup Value), a hotel owner and operator in Asia. For the time being, this stock price action ignores the recent positive earnings momentum reported by these companies compared to losses in the same period last year, when China’s pandemic restrictions were still in place. As of period end, the Fund holds both positions due to their underlying balance sheet value: assets whose liquidation value and long-term cash flow generation appear to be overlooked by the market.

 

Figure 1. Sources of Value

 

Seafarer has identified seven distinct sources of value in emerging markets that may give rise to viable opportunities for long-term, value-oriented investments.

 

 

Source: Seafarer

 

6 (855) 732-9220 seafarerfunds.com

   

 

Seafarer Overseas Value Fund Performance Review
  October 31, 2023

 

Other top detractors to Fund performance include Samsung SDI (Structural Shift and Breakup Value), a South Korean battery manufacturer, and DFI Retail (Management Change and Asset Productivity), a multi-format retailer operating in Asia.

 

Standing out as the top contributor to the Fund’s performance in the period was XP, Inc. (Structural Shift), a Brazilian investment management platform. In 2022 and early 2023, the Fund took advantage of XP’s lower price and added to its position; market sentiment toward the stock then shifted rapidly (in a positive way); while much can still change, thus far it appears to have been the right call. XP’s share price volatility appears far more erratic than the changes to its long-term fundamental prospects. However, I would hazard to guess that some combination of the following factors was behind the positive shift in sentiment toward XP’s shares: a valuation that was just too cheap; resilient fundamentals that beat expectations; and possible forthcoming cuts by the Brazilian central bank to its benchmark SELIC interest rate (lower rates may divert savings from fixed income products towards XP’s more profitable equities segment).4

 

Additional contributors to the Fund’s return coalesced around the smaller countries in the emerging market investment universe: the United Arab Emirates (UAE), Georgia, and Vietnam. In the UAE, Emaar Properties (Breakup Value and Segregated Market), a property developer and investment company, continued to report strong financial results during the period and is studying the potential for further regional expansion. In the case of Tabreed (National Central Cooling Co.) (Deleveraging and Segregated Market), a supplier of district water cooling services, the market seemingly recognized the company’s low valuation relative to a newly listed peer, thus leading to a strong share price performance.

 

Contributors from Georgia and Vietnam reported strong earnings momentum. These names include: Bank of Georgia (Asset Productivity and Segregated Market), one of the largest banks in the country; Georgia Capital (Breakup Value and Segregated Market), a conglomerate; and PetroVietnam Technical Services (Management Change and Asset Productivity), a Vietnamese oil services company.

 

In the concluding month of this semi-annual period, war erupted in the Middle East, which together with the Ukraine-Russia war, compounds uncertainty in global geopolitics and energy markets. To me, this is another reminder that military conflict and geopolitical relationships do not conform to the forecasts of macro prognosticators. Furthermore, few could have predicted that the strength in the U.S. dollar, as tracked by the U.S. Dollar Index, would be compatible with an exponentially rising cost (approaching $1 trillion for 2023) of servicing U.S. federal government debt. The takeaway from these observations is that historical economic and financial relationships are in flux. In my opinion, the pursuit of future investment returns is better served by pursuing stock-specific insight over (not always relevant) macro views. The Outlook sections of the Value Fund’s first quarter 20235 and second quarter 20236 portfolio reviews explained how the Fund navigates macro volatility by focusing on stock fundamentals.

 

Thank you for entrusting us with your capital. We are honored to serve as your investment adviser in the emerging markets.

 

Paul Espinosa

Portfolio Manager, Seafarer Overseas Value Fund

Seafarer Capital Partners, LLC

 

The Morningstar Emerging Markets Net Return USD Index measures the performance of emerging markets targeting the top 97% of stocks by market capitalization. The index does not incorporate Morningstar’s environmental, social, or governance (ESG) criteria. Index code: MEMMN. The Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index is a float market-cap-weighted equity index that covers 99% of the market capitalization of the emerging markets. Index code: EMLSN. The S&P 500 Total Return Index is a stock market index based on the market capitalizations of 500 large companies with common stock listed on the NYSE or NASDAQ. The U.S. Dollar Index tracks the performance of developed market currencies relative to the U.S. dollar. Index code: DXY. It is not possible to invest directly in an index.

 

The Fund is subject to investment risks, including possible loss of the principal amount invested and therefore is not suitable for all investors. The Fund may not achieve its objectives. Diversification does not ensure a profit or guarantee against loss.

 

Information on the Seafarer website and references to Seafarer publications are provided for textual reference only, and are not incorporated by reference into this report.

 

Semi-annual Report – October 31, 2023 7

   

 

Seafarer Overseas Value Fund Performance Review
  October 31, 2023

 

The views and information discussed in this commentary are as of the date of publication, are subject to change, and may not reflect Seafarer’s current views. The views expressed represent an assessment of market conditions at a specific point in time, are opinions only and should not be relied upon as investment advice regarding a particular investment or markets in general. Such information does not constitute a recommendation to buy or sell specific securities or investment vehicles. It should not be assumed that any investment will be profitable or will equal the performance of the portfolios or any securities or any sectors mentioned herein. The subject matter contained herein has been derived from several sources believed to be reliable and accurate at the time of compilation. Seafarer does not accept any liability for losses either direct or consequential caused by the use of this information.

 

1References to the “Fund” pertain to the Fund’s Institutional share class (ticker: SIVLX). The Investor share class (ticker: SFVLX) returned -4.41% during the semi-annual period. Adjustments in accordance with accounting principles generally accepted in the U.S. (U.S. GAAP) were applied during the financial statement preparation as of April 30, 2023. As a result of the adjustments, the total return for shareholder transactions reported to the market may differ from the total return for financial reporting purposes. For the semi-annual period ended October 31, 2023, the total return for the Institutional share class decreased from -4.25% to -4.32%, and the total return for the Investor share class decreased from -4.33% to -4.41%.
2The Fund’s Investor share class began the fiscal year with a net asset value of $13.39 per share. As of April 30, 2023, adjustments in accordance with U.S. GAAP were applied during the financial statement preparation and increased the Institutional share class net asset value from $13.42 to $13.43 and increased the Investor share class net asset value from $13.38 to $13.39. The Fund’s Investor class finished the period with a value of $12.80 per share.
3Additional information on Seafarer’s seven sources of value is available in the white paper On Value in the Emerging Markets (www.seafarerfunds.com/value-in-em).
4The SELIC Overnight Rate is the Brazilian Central Bank’s overnight rate; the interest rate at which a depository institution lends or borrows funds in the overnight market.
5www.seafarerfunds.com/funds/ovl/portfolio-review/2023/03/Q1/#outlook
6www.seafarerfunds.com/funds/ovl/portfolio-review/2023/06/Q2/#outlook

 

8 (855) 732-9220 seafarerfunds.com

   

 

Seafarer Overseas Value Fund Performance Review
  October 31, 2023

 

Total Returns

 

As of October 31, 2023 6 Month 1 Year 3 Year 5 Year 7 Year Since Inception Annualized1 Net Expense Ratio2
Investor Class (SFVLX)3 -4.41% 12.19% 9.57% 6.33% 5.77% 5.80% 1.15%
Institutional Class (SIVLX) 3 -4.32% 12.38% 9.70% 6.46% 5.87% 5.91% 1.05%
Morningstar Emerging Markets Net Return USD Index4 -3.52% 11.11% -1.57% 2.96% 3.47% 5.01%  
Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index5 -4.27% 9.28% -2.12% 3.18% 3.76% 5.20%  

 

Gross expense ratio: 1.28% for Investor Class; 1.18% for Institutional Class.2

 

Fund performance is presented in U.S. dollar terms, with U.S. jurisdiction distributions reinvested on a gross (pre-tax) basis. For the Morningstar and Bloomberg indices, performance is calculated to reflect the reinvestment of dividends, capital gains, and other corporate actions net of foreign jurisdiction withholding taxes. The performance data quoted represents past performance and does not guarantee future results. Future returns may be lower or higher. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than the original cost. Prior to August 31, 2016, shares of the Fund redeemed or exchanged within 90 days of purchase were subject to a 2% redemption fee. Performance does not reflect this fee, which if deducted would reduce an individual's return. To obtain the Fund’s most recent month-end performance, visit seafarerfunds.com or call (855) 732-9220.

 

1Inception Date: May 31, 2016.
2Ratios as of Prospectus dated August 31, 2023. Seafarer Capital Partners, LLC has agreed contractually to waive and/or reimburse fees or expenses in order to limit Total Annual Fund Operating Expenses After Fee Waiver/Expense Reimbursements (inclusive of acquired fund fees and expenses, and exclusive of brokerage expenses, interest expenses, taxes and extraordinary expenses) to 1.15% and 1.05% of the Fund’s average daily net assets for the Investor and Institutional share classes, respectively. This agreement shall continue at least through August 31, 2024.
3Adjustments in accordance with U.S. GAAP were applied during the financial statement preparation. As a result of the adjustments, the total return for shareholder transactions reported to the market may differ from the total return for financial reporting purposes.
4The Morningstar Emerging Markets Net Return USD Index measures the performance of emerging markets targeting the top 97% of stocks by market capitalization. The index does not incorporate Morningstar’s environmental, social, or governance (ESG) criteria. Index code: MEMMN. The index is not actively managed and does not reflect any deductions for fees, expense or taxes. An investor may not invest directly in an index.
5The Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index is a float market-cap-weighted equity index that covers 99% of the market capitalization of the emerging markets. Index code: EMLSN. The index is not actively managed and does not reflect any deductions for fees, expense or taxes. An investor may not invest directly in an index.

 

Semi-annual Report – October 31, 2023 9

   

 

Seafarer Overseas Value Fund Performance Review
  October 31, 2023

 

Performance of a $10,000 Investment Since Inception

 

 

*Inception Date: May 31, 2016.

 

The chart shown above represents historical performance of a hypothetical investment of $10,000 in the Fund’s Investor Class shares for the period from inception to October 31, 2023. All returns reflect reinvested dividends and/or distributions, but do not reflect the deduction of taxes that an investor would pay on distributions or redemptions.

 

The Fund also offers Institutional Class shares, performance of which is not reflected in the chart above. The performance of Institutional Class shares may be higher or lower than the performance of the Investor Class shares shown above based upon differences in fees paid by shareholders investing in the Investor Class shares and Institutional Class shares.

 

Investment Objective

 

The Seafarer Overseas Value Fund seeks to provide long-term capital appreciation.

 

Strategy

 

The Fund invests primarily in the securities of companies located in developing countries. The Fund invests in several asset classes including common stocks, preferred stocks, and fixed-income securities.

 

The Fund’s portfolio is comprised of securities identified through a bottom-up security selection process based on fundamental research. The Fund seeks to produce a minimum long-term rate of return by investing in securities priced at a discount to their intrinsic value.

 

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Seafarer Overseas Value Fund Performance Review
  October 31, 2023

 

Portfolio Composition by Region % Net Assets
East & South Asia 54.6%
Emerging Europe 7.8%
Latin America 16.3%
Middle East & Africa 14.1%
Other 5.4%
Cash & Other Assets, Less Liabilities 1.8%
Total 100.0%

 

Portfolio Composition by Sector % Net Assets
Communications 3.0%
Consumer Discretionary 11.2%
Consumer Staples 21.7%
Energy 5.6%
Financials 17.5%
Health Care 2.5%
Industrials 14.6%
Materials 11.7%
Real Estate 2.8%
Technology 2.4%
Utilities 5.2%
Cash & Other Assets, Less Liabilities 1.8%
Total 100.0%

 

Top 10 Holdings % Net Assets
XP, Inc. 4.4%
WH Group, Ltd. 3.5%
Mondi PLC 3.3%
Pacific Basin Shipping, Ltd. 3.1%
Salik Co. PJSC 3.1%
Innocean Worldwide, Inc. 3.1%
Qatar Gas Transport Co., Ltd. 3.0%
PetroVietnam Technical Services Corp. 3.0%
Moneta Money Bank AS 2.9%
Emaar Properties PJSC 2.8%
Total 32.2%
   
Total Number of Holdings 40

 

Holdings are subject to change, and may not reflect the current or future position of the portfolio.

Source: ALPS Fund Services, Inc.

 

Semi-annual Report – October 31, 2023 11

   

 

Seafarer Funds Disclosure of Fund Expenses
  October 31, 2023 (Unaudited)

 

DISCLOSURE OF FUND EXPENSES

 

As a shareholder of a Fund you will incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees and other Fund expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on May 1, 2023 and held until October 31, 2023.

 

Actual Expenses. For each Fund and share class, the first line of the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes. For each Fund and share class, the second line of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other mutual funds.

 

Please note the expenses shown in the following table are meant to highlight your ongoing costs only and do not reflect transaction costs. Therefore, for each Fund and share class, the second line of the following table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

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Seafarer Funds Disclosure of Fund Expenses
  October 31, 2023 (Unaudited)

 

  Beginning
Account
Value 05/01/23
Ending
Account
Value 10/31/23
Expense Ratio(a) Expenses Paid During Period
05/01/23 - 10/31/23(b)
SEAFARER OVERSEAS GROWTH AND INCOME FUND        
Investor Class        
Actual $ 1,000.00 $ 964.50 0.96% $ 4.75
Hypothetical (5% return before expenses) $ 1,000.00 $ 1,020.37 0.96% $ 4.89
Institutional Class        
Actual $ 1,000.00 $ 965.70 0.86% $ 4.26
Hypothetical (5% return before expenses) $ 1,000.00 $ 1,020.87 0.86% $ 4.38
SEAFARER OVERSEAS VALUE FUND        
Investor Class        
Actual $ 1,000.00 $ 955.90 1.15% $ 5.67
Hypothetical (5% return before expenses) $ 1,000.00 $ 1,019.41 1.15% $ 5.85
Institutional Class        
Actual $ 1,000.00 $ 956.80 1.05% $ 5.18
Hypothetical (5% return before expenses) $ 1,000.00 $ 1,019.91 1.05% $ 5.35

 

(a)Annualized, based on the Fund's most recent fiscal half year expenses.
(b)Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184)/365 (to reflect the half-year period).

 

Semi-annual Report – October 31, 2023 13

   

 

Seafarer Overseas Growth and Income Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Currency  Shares   Value 
COMMON STOCKS (93.3%)             
Belgium (1.5%)             
Anheuser-Busch InBev SA, ADR  USD   700,000   $39,809,000 
              
Total Belgium           39,809,000 
              
Brazil (7.1%)             
Ambev SA, ADR  USD   17,700,000    44,781,000 
Itau Unibanco Holding SA, ADR  USD   9,450,000    50,179,500 
Odontoprev SA  BRL   10,800,000    22,470,769 
XP, Inc., Class A  USD   3,219,000    64,380,000 
              
Total Brazil           181,811,269 
              
China / Hong Kong (12.8%)             
Alibaba Group Holding, Ltd.(a)  HKD   6,500,000    66,918,014 
China Foods, Ltd.  HKD   98,314,000    34,045,660 
DFI Retail Group Holdings, Ltd.  USD   13,000,000    27,729,312 
Jardine Matheson Holdings, Ltd.  USD   1,206,579    48,891,955 
Pacific Basin Shipping, Ltd.  HKD   153,000,000    44,274,166 
Want Want China Holdings, Ltd.  HKD   65,000,000    40,388,397 
WH Group, Ltd.  HKD   73,065,000    43,636,843 
Xinhua Winshare Publishing and Media Co., Ltd., Class H  HKD   30,002,000    25,220,777 
              
Total China / Hong Kong           331,105,124 
              
Czech Republic (1.5%)             
Moneta Money Bank AS  CZK   10,113,000    39,098,623 
              
Total Czech Republic           39,098,623 
              
France (1.6%)             
Hermes International SCA  EUR   22,300    41,607,927 
              
Total France           41,607,927 
              
Hungary (3.2%)             
Richter Gedeon Nyrt  HUF   3,500,000    82,065,338 
              
Total Hungary           82,065,338 
              
India (6.8%)             
Computer Age Management Services, Ltd.  INR   1,586,397    42,821,667 
L&T Technology Services, Ltd.  INR   1,009,500    50,821,515 
Petronet LNG, Ltd.  INR   17,000,000    40,748,343 

 

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Seafarer Overseas Growth and Income Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Currency  Shares   Value 
India (continued)             
UPL, Ltd.  INR   6,100,000   $39,607,047 
              
Total India           173,998,572 
              
Indonesia (2.1%)             
Bank Central Asia Tbk PT  IDR   97,500,000    53,714,764 
              
Total Indonesia           53,714,764 
              
Japan (3.1%)             
Rohm Co., Ltd.  JPY   4,975,000    79,709,304 
              
Total Japan           79,709,304 
              
Mexico (6.7%)             
Becle SAB de CV  MXN   23,800,000    42,111,043 
Bolsa Mexicana de Valores SAB de CV  MXN   10,500,000    16,347,829 
Coca-Cola Femsa SAB de CV, ADR  USD   600,000    45,612,000 
Wal-Mart de Mexico SAB de CV  MXN   18,842,000    67,513,073 
              
Total Mexico           171,583,945 
              
Peru (1.5%)             
Credicorp, Ltd.  USD   318,000    39,737,280 
              
Total Peru           39,737,280 
              
Poland (1.3%)             
CD Projekt SA  PLN   1,300,000    32,456,729 
              
Total Poland           32,456,729 
              
Qatar (1.6%)             
Qatar Gas Transport Co., Ltd.  QAR   42,613,950    41,197,776 
              
Total Qatar           41,197,776 
              
Singapore (4.8%)             
Singapore Exchange, Ltd.  SGD   8,385,000    58,054,913 
Venture Corp., Ltd.  SGD   7,625,000    65,104,752 
              
Total Singapore           123,159,665 

 

Semi-annual Report – October 31, 2023 15

   

 

Seafarer Overseas Growth and Income Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Currency  Shares   Value 
South Africa (3.6%)             
Sanlam, Ltd.  ZAR   26,501,488   $92,952,503 
              
Total South Africa           92,952,503 
              
South Korea (17.0%)             
Coway Co., Ltd.  KRW   1,130,000    36,160,896 
Hyundai Mobis Co., Ltd.  KRW   775,000    120,020,191 
Innocean Worldwide, Inc.  KRW   810,000    26,215,206 
NAVER Corp.  KRW   383,750    53,649,469 
Samsung Biologics Co., Ltd.(a)  KRW   155,000    81,484,561 
Samsung C&T Corp.  KRW   440,000    34,788,922 
Samsung Electronics Co., Ltd.  KRW   800,000    39,819,902 
Samsung SDI Co., Ltd.  KRW   148,000    46,861,958 
              
Total South Korea           439,001,105 
              
Taiwan (5.9%)             
Accton Technology Corp.  TWD   5,560,000    86,148,157 
Novatek Microelectronics Corp.  TWD   4,725,000    66,542,524 
              
Total Taiwan           152,690,681 
              
Thailand (3.0%)             
Bangkok Dusit Medical Services PCL, Class F  THB   57,000,000    42,018,372 
Siam Cement PCL  THB   4,490,000    35,977,464 
              
Total Thailand           77,995,836 
              
United Arab Emirates (5.0%)             
Emaar Properties PJSC  AED   28,276,000    51,512,760 
National Central Cooling Co. PJSC  AED   48,197,777    45,927,639 
Salik Co. PJSC  AED   35,000,000    30,397,495 
              
Total United Arab Emirates           127,837,894 
              
United Kingdom (2.0%)             
Mondi PLC  GBP   3,141,306    50,812,284 
              
Total United Kingdom           50,812,284 

 

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Seafarer Overseas Growth and Income Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Currency  Shares   Value 
Vietnam (1.2%)             
PetroVietnam Gas JSC  VND   9,900,000   $30,919,872 
              
Total Vietnam           30,919,872 
              
TOTAL COMMON STOCKS             
(Cost $2,570,782,216)           2,403,265,491 
              
PREFERRED STOCKS (3.3%)             
South Korea (3.3%)             
Samsung Electronics Co., Ltd.  KRW   2,160,000    86,237,411 
              
Total South Korea           86,237,411 
              
TOTAL PREFERRED STOCKS             
(Cost $82,125,308)           86,237,411 
              
TOTAL INVESTMENTS             
(Cost $2,652,907,524) (96.6%)          $2,489,502,902 
              
Cash and Other Assets, Less Liabilities (3.4%)           86,783,278 
NET ASSETS (100.0%)          $2,576,286,180 

 

Value is stated in local currency unless otherwise noted.

 

(a)Non-income producing security.

 

ADR American Depositary Receipt

 

Currency Abbreviations

AED - United Arab Emirates Dirham
BRL - Brazil Real
CZK - Czech Republic Koruna
EUR - European Union Euro
HKD - Hong Kong Dollar
HUF - Hungary Forint
GBP - United Kingdom Pound
IDR - Indonesia Rupiah
INR - India Rupee
JPY - Japan Yen
KRW - South Korea Won
MXN - Mexico Peso
QAR - Qatar Riyal
PLN - Poland Zloty

 

Semi-annual Report – October 31, 2023 17

   

 

Seafarer Overseas Growth and Income Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

SGD - Singapore Dollar
THB - Thailand Baht
TWD - Taiwan New Dollar
USD - United States Dollar
VND - Vietnam Dong
ZAR - South Africa Rand

 

For Fund compliance purposes, the Fund's geographical classifications refer to any one or more of the sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine sub-classifications for reporting ease. Geographical regions are shown as a percentage of net assets.

 

Industry Composition  
Advertising & Marketing 1.0%
Asset Management 6.1%
Auto Components 6.3%
Banks 7.1%
Beverages 8.0%
Biotech & Pharma 6.3%
Chemicals 1.5%
Construction Materials 1.4%
Containers & Packaging 2.0%
E-Commerce Discretionary 2.6%
Electric Utilities 1.8%
Engineering & Construction 3.2%
Entertainment 1.3%
Food Products 3.3%
Health Care Providers & Services 2.5%
Home & Office Products 1.4%
Institutional Financial Services 2.9%
Interactive Media & Services 2.1%
Oil & Gas Producers 2.8%
Real Estate Management & Development 2.0%
Retail - Consumer Staples 3.7%
Retail - Discretionary 1.9%
Semiconductors & Semiconductor Equipment 5.7%
Specialty Finance 1.7%
Technology Hardware, Storage & Peripherals 12.6%
Transportation & Logistics 4.5%
Wholesale - Discretionary 0.9%
Cash and Other Assets, Less Liabilities 3.4%
Total 100.0%

 

See accompanying Notes to Financial Statements.

 

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Seafarer Overseas Value Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Currency  Shares   Value 
COMMON STOCKS (98.1%)             
Belgium (2.1%)             
Anheuser-Busch InBev SA, ADR  USD   32,000   $1,819,840 
              
Total Belgium           1,819,840 
              
Brazil (11.6%)             
Ambev SA, ADR  USD   699,000    1,768,470 
Itau Unibanco Holding SA, ADR  USD   424,000    2,251,440 
Odontoprev SA  BRL   1,000,000    2,080,627 
XP, Inc., Class A  USD   186,000    3,720,000 
              
Total Brazil           9,820,537 
              
China / Hong Kong (29.2%)             
China Foods, Ltd.  HKD   6,603,000    2,286,587 
China Yangtze Power Co., Ltd., Class A  CNY   661,990    2,042,176 
DFI Retail Group Holdings, Ltd.  USD   1,019,000    2,173,551 
First Pacific Co., Ltd.  HKD   5,490,000    2,078,323 
Giordano International, Ltd.  HKD   5,200,000    1,481,870 
Jardine Matheson Holdings, Ltd.  USD   54,213    2,196,772 
Melco International Development, Ltd.  HKD   2,811,000    1,964,870 
Pacific Basin Shipping, Ltd.  HKD   9,211,000    2,665,421 
Pico Far East Holdings, Ltd.  HKD   5,538,000    971,138 
Shangri-La Asia, Ltd.  HKD   3,372,000    2,151,260 
Want Want China Holdings, Ltd.  HKD   2,767,000    1,719,303 
WH Group, Ltd.  HKD   4,945,000    2,953,319 
              
Total China / Hong Kong           24,684,590 
              
Czech Republic (2.9%)             
Moneta Money Bank AS  CZK   634,000    2,451,155 
              
Total Czech Republic           2,451,155 
              
Georgia (4.9%)             
Bank of Georgia Group PLC  GBP   46,000    1,861,828 
Georgia Capital PLC  GBP   203,174    2,276,860 
              
Total Georgia           4,138,688 
              
India (5.0%)             
Petronet LNG, Ltd.  INR   920,000    2,205,204 

 

Semi-annual Report – October 31, 2023 19

   

 

Seafarer Overseas Value Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Currency  Shares   Value 
India (continued)             
UPL, Ltd.  INR   315,000   $2,045,282 
              
Total India           4,250,486 
              
Mexico (2.0%)             
Coca-Cola Femsa SAB de CV, ADR  USD   22,000    1,672,440 
              
Total Mexico           1,672,440 
              
Peru (2.7%)             
Credicorp, Ltd.  USD   18,500    2,311,760 
              
Total Peru           2,311,760 
              
Qatar (3.0%)             
Qatar Gas Transport Co., Ltd.  QAR   2,660,000    2,571,601 
              
Total Qatar           2,571,601 
              
Singapore (6.2%)             
Genting Singapore, Ltd.  SGD   2,770,000    1,740,268 
HRnetgroup, Ltd.  SGD   3,023,000    1,522,273 
Wilmar International, Ltd.  SGD   759,000    1,973,237 
              
Total Singapore           5,235,778 
              
South Korea (7.6%)             
Innocean Worldwide, Inc.  KRW   80,000    2,589,155 
Samsung C&T Corp.  KRW   24,000    1,897,578 
Samsung SDI Co., Ltd.  KRW   6,300    1,994,800 
              
Total South Korea           6,481,533 
              
Thailand (2.2%)             
Siam Cement PCL  THB   234,000    1,874,995 
              
Total Thailand           1,874,995 
              
United Arab Emirates (11.2%)             
Emaar Properties PJSC  AED   1,324,000    2,412,042 
Fertiglobe PLC  AED   2,400,000    2,098,642 
National Central Cooling Co. PJSC  AED   2,481,137    2,364,274 

 

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Seafarer Overseas Value Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

   Currency  Shares   Value 
United Arab Emirates (continued)             
Salik Co. PJSC  AED   3,000,000   $2,605,499 
              
Total United Arab Emirates           9,480,457 
              
United Kingdom (3.2%)             
Mondi PLC  GBP   170,404    2,756,375 
              
Total United Kingdom           2,756,375 
              
Vietnam (4.3%)             
Petrovietnam Fertilizer & Chemicals JSC  VND   1,010,000    1,170,062 
PetroVietnam Technical Services Corp.  VND   1,873,080    2,515,992 
              
Total Vietnam           3,686,054 
              
TOTAL COMMON STOCKS             
(Cost $83,459,934)           83,236,289 
              
PREFERRED STOCKS (0.1%)             
South Korea (0.1%)             
Samsung C&T Corp.  KRW   1,800    108,849 
              
Total South Korea           108,849 
              
TOTAL PREFERRED STOCKS             
(Cost $184,192)           108,849 
              
TOTAL INVESTMENTS             
(Cost $83,644,126) (98.2%)          $83,345,138 
              
Cash and Other Assets, Less Liabilities (1.8%)           1,488,163 
NET ASSETS (100.0%)          $84,833,301 

 

Value is stated in local currency unless otherwise noted.

 

ADR American Depositary Receipt

 

Currency Abbreviations

AED - United Arab Emirates Dirham
BRL - Brazil Real
CNY - China Yuan
CZK - Czech Republic Koruna
GBP - United Kingdom Pound

 

Semi-annual Report – October 31, 2023 21

   

 

Seafarer Overseas Value Fund Portfolio of Investments
  October 31, 2023 (Unaudited)

 

HKD - Hong Kong Dollar
INR - India Rupee
KRW - South Korea Won
QAR - Qatar Riyal
SGD - Singapore Dollar
THB - Thailand Baht
USD - United States Dollar
VND - Vietnam Dong

 

For Fund compliance purposes, the Fund's geographical classifications refer to any one or more of the sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine sub-classifications for reporting ease. Geographical regions are shown as a percentage of net assets.

 

Industry Composition  
Advertising & Marketing 3.1%
Asset Management 7.1%
Banks 10.5%
Beverages 8.9%
Chemicals 6.3%
Commercial Support Services 2.9%
Construction Materials 2.2%
Containers & Packaging 3.2%
Electric Utilities 5.2%
Engineering & Construction 2.4%
Food & Staples Retailing 10.5%
Health Care Facilities & Services 2.5%
Hotels, Restaurants & Leisure 6.9%
Oil, Gas & Consumable Fuels 2.6%
Oil & Gas Services & Equipment 3.0%
Real Estate Management & Development 2.8%
Retail - Consumer Staples 2.6%
Retail - Discretionary 4.3%
Technology Hardware 2.4%
Transportation & Logistics 8.8%
Cash and Other Assets, Less Liabilities 1.8%
Total 100.0%

 

See accompanying Notes to Financial Statements.

 

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Seafarer Funds Statements of Assets and Liabilities
  October 31, 2023 (Unaudited)

 

   Seafarer Overseas Growth and Income Fund   Seafarer Overseas Value Fund 
ASSETS:        
Investments, at value  $2,489,502,902   $83,345,138 
Cash   91,105,909    1,211,144 
Foreign currency, at value (Cost $5,002 and $65,240)   4,864    64,949 
Receivable for investments sold   440,355    4,208 
Receivable for shares sold   2,504,264    221,219 
Interest and dividends receivable   3,628,147    126,985 
Prepaid expenses and other assets   36,261    26,865 
Total Assets   2,587,222,702    85,000,508 
LIABILITIES:          
Payable for investments purchased   6,381,228     
Administrative fees payable   234,280    21,283 
Shareholder service plan fees payable   425,531    10,526 
Payable for shares redeemed   1,728,288    3,096 
Investment advisory fees payable   1,615,777    50,194 
Payable for chief compliance officer fees   10,684    9,589 
Trustee fees and expenses payable   59,479    2,554 
Payable for principal financial officer fees   2,811    2,840 
Audit and tax fees payable   15,330    11,922 
Accrued expenses and other liabilities   463,114    55,203 
Total Liabilities   10,936,522    167,207 
NET ASSETS  $2,576,286,180   $84,833,301 
NET ASSETS CONSIST OF:          
Paid-in capital (Note 5)  $2,849,984,273   $83,474,264 
Total distributable earnings   (273,698,093)   1,359,037 
NET ASSETS  $2,576,286,180   $84,833,301 
INVESTMENTS, AT COST  $2,652,907,524   $83,644,126 
PRICING OF SHARES          
Investor Class:          
Net Asset Value, offering and redemption price per share  $11.12   $12.80 
Net Assets  $176,383,172   $594,154 
Shares of beneficial interest outstanding   15,855,672    46,408 
Institutional Class:          
Net Asset Value, offering and redemption price per share  $11.20   $12.85 
Net Assets  $2,399,903,008   $84,239,147 
Shares of beneficial interest outstanding   214,331,035    6,556,939 

 

See accompanying Notes to Financial Statements.

 

Semi-annual Report – October 31, 2023 23

   

 

Seafarer Funds Statements of Operations
  Six Months Ended October 31, 2023 (Unaudited)

 

   Seafarer Overseas Growth and Income Fund   Seafarer Overseas Value Fund 
INVESTMENT INCOME:          
Dividends  $39,994,259   $1,934,847 
Foreign taxes withheld   (2,831,824)   (46,481)
Interest and other income   2,403,768    86,984 
Total investment income   39,566,203    1,975,350 
EXPENSES:          
Investment advisory fees (Note 7)   9,234,677    318,033 
Administrative and transfer agency fees   323,631    37,247 
Trustee fees and expenses   84,666    2,605 
Registration/filing fees   36,210    8,003 
Shareholder service plan fees          
Investor Class   138,796     
Institutional Class   587,320    21,663 
Legal fees   19,277    524 
Audit and tax fees   13,502    11,004 
Reports to shareholders and printing fees   53,698    2,606 
Custody fees   473,873    33,526 
Chief compliance officer fees   13,619    12,523 
Principal financial officer fees   3,744    3,737 
Insurance expense   39,811    1,740 
Miscellaneous   17,998    6,349 
Total expenses   11,040,822    459,560 
Less fees waived/reimbursed by investment adviser (Note 7)          
Investor Class       (5)
Institutional Class       (929)
Total net expenses   11,040,822    458,626 
NET INVESTMENT INCOME:   28,525,381    1,516,724 
Net realized gain/(loss) on investments   (4,197,490)   31 
Net realized loss on foreign currency transactions   (432,400)   (15,528)
Net realized loss   (4,629,890)   (15,497)
Net change in unrealized depreciation on investments   (136,256,375)   (5,565,021)
Net change in unrealized depreciation on translation of assets and liabilities in foreign currency transactions   (24,243)   (718)
Net unrealized depreciation   (136,280,618)   (5,565,739)
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND FOREIGN CURRENCY TRANSLATIONS   (140,910,508)   (5,581,236)
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS  $(112,385,127)  $(4,064,512)

 

See accompanying Notes to Financial Statements.

 

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Seafarer Overseas Growth and Income Fund Statements of Changes in Net Assets

 

   Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
 
OPERATIONS:          
Net investment income  $28,525,381   $42,739,840 
Net realized loss   (4,629,891)   (110,659,649)
Net change in unrealized appreciation/(depreciation)   (136,280,617)   65,176,796 
Net decrease in net assets resulting from operations   (112,385,127)   (2,743,013)
DISTRIBUTIONS TO SHAREHOLDERS (NOTE 3):          
Total amount of distribution          
Investor Class   (2,670,699)   (4,973,375)
Institutional Class   (32,637,533)   (49,920,102)
Net decrease in net assets from distributions   (35,308,232)   (54,893,477)
BENEFICIAL INTEREST TRANSACTIONS (NOTE 5):          
Shares sold          
Investor Class   18,049,577    31,959,949 
Institutional Class   679,821,878    899,433,848 
Dividends reinvested          
Investor Class   2,598,905    4,872,836 
Institutional Class   21,407,032    32,779,952 
Shares redeemed          
Investor Class   (13,516,116)   (48,821,966)
Institutional Class   (208,037,598)   (515,808,437)
Net increase in net assets derived from beneficial interest transactions   500,323,678    404,416,182 
Net increase in net assets   352,630,319    346,779,692 
NET ASSETS:          
Beginning of period   2,223,655,861    1,876,876,169 
End of period  $2,576,286,180   $2,223,655,861 
Other Information:          
SHARE TRANSACTIONS:          
Investor Class          
Sold   1,507,228    2,784,996 
Distributions reinvested   218,763    431,843 
Redeemed   (1,132,206)   (4,329,431)
Net increase/(decrease) in shares outstanding   593,785    (1,112,592)
Institutional Class          
Sold   56,287,326    77,436,657 
Distributions reinvested   1,791,383    2,891,189 
Redeemed   (17,478,229)   (45,008,887)
Net increase in shares outstanding   40,600,480    35,318,959 

 

See accompanying Notes to Financial Statements.

 

Semi-annual Report – October 31, 2023 25

   

 

Seafarer Overseas Value Fund Statements of Changes in Net Assets

 

   Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
 
OPERATIONS:          
Net investment income  $1,516,724   $1,788,611 
Net realized loss   (15,496)   (852,453)
Net change in unrealized appreciation/(depreciation)   (5,565,740)   3,956,408 
Net increase/(decrease) in net assets resulting from operations   (4,064,512)   4,892,566 
DISTRIBUTIONS TO SHAREHOLDERS (NOTE 3):          
Total amount of distribution          
Investor Class       (8,732)
Institutional Class       (1,035,534)
Net decrease in net assets from distributions       (1,044,266)
BENEFICIAL INTEREST TRANSACTIONS (NOTE 5):          
Shares sold          
Investor Class   21,300    178,346 
Institutional Class   12,252,920    38,638,763 
Dividends reinvested          
Investor Class       7,535 
Institutional Class       1,026,657 
Shares redeemed          
Investor Class       (13,147)
Institutional Class   (4,126,663)   (4,746,546)
Net increase in net assets derived from beneficial interest transactions   8,147,557    35,091,608 
Net increase in net assets   4,083,045    38,939,908 
NET ASSETS:          
Beginning of period   80,750,256    41,810,348 
End of period  $84,833,301   $80,750,256 
Other Information:          
SHARE TRANSACTIONS:          
Investor Class          
Sold   1,568    13,742 
Distributions reinvested       601 
Redeemed       (1,113)
Net increase in shares outstanding   1,568    13,230 
Institutional Class          
Sold   891,565    3,040,712 
Distributions reinvested       81,740 
Redeemed   (303,885)   (373,540)
Net increase in shares outstanding   587,680    2,748,912 

 

See accompanying Notes to Financial Statements

 

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Page Intentionally Left Blank

 

   

 

Seafarer Overseas Growth and Income Fund

 

Investor Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME FROM OPERATIONS:
Net investment income(a)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
LESS DISTRIBUTIONS:
From net investment income
From net realized gains on investments
Total distributions
NET INCREASE/(DECREASE) IN NET ASSET VALUE
NET ASSET VALUE, END OF PERIOD
 
TOTAL RETURN(b)
SUPPLEMENTAL DATA:
Net assets, end of period (in 000s)
RATIOS TO AVERAGE NET ASSETS:
Operating expenses excluding reimbursement/waiver
Operating expenses including reimbursement/waiver
Net investment income including reimbursement/waiver
PORTFOLIO TURNOVER RATE(d)

 

(a)Calculated using the average shares method.
(b)Total returns are for the periods indicated and have not been annualized. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(c)Annualized.
(d)Portfolio turnover rate for periods less than one full year have not been annualized.

 

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Financial Highlights
For a share outstanding through the periods or years presented

 

Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
$11.70   $12.06   $15.31   $10.31   $11.56   $13.11 
                            
 0.13    0.24    0.33    0.18    0.21    0.36 
 (0.53)   (0.27)   (2.42)   5.14    (1.15)   (1.02)
 (0.40)   (0.03)   (2.09)   5.32    (0.94)   (0.66)
                            
 (0.18)   (0.20)   (0.28)   (0.17)   (0.31)   (0.01)
     (0.13)   (0.88)   (0.15)       (0.88)
 (0.18)   (0.33)   (1.16)   (0.32)   (0.31)   (0.89)
 (0.58)   (0.36)   (3.25)   5.00    (1.25)   (1.55)
$11.12   $11.70   $12.06   $15.31   $10.31   $11.56 
                            
 (3.55%)   (0.13%)   (14.48%)   52.15%   (8.44%)   (4.36%)
                            
$176,383   $178,566   $197,523   $228,690   $154,017   $233,072 
 0.96%(c)    1.00%   1.00%   1.02%   1.02%   0.99%
 0.96%(c)    1.00%   1.00%   1.02%   1.02%   0.99%
 2.20%(c)    2.05%   2.33%   1.35%   1.88%   3.02%
 1%   22%   16%   47%   29%   52%

 

See accompanying Notes to Financial Statements.

 

Semi-annual Report – October 31, 2023 29

   

 

Seafarer Overseas Growth and Income Fund

 

Institutional Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME FROM OPERATIONS:
Net investment income(a)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
LESS DISTRIBUTIONS:
From net investment income
From net realized gains on investments
Total distributions
REDEMPTION FEES ADDED TO PAID IN CAPITAL
NET INCREASE/(DECREASE) IN NET ASSET VALUE
NET ASSET VALUE, END OF PERIOD
 
TOTAL RETURN(c)
SUPPLEMENTAL DATA:
Net assets, end of period (in 000s)
RATIOS TO AVERAGE NET ASSETS:
Operating expenses excluding reimbursement/waiver
Operating expenses including reimbursement/waiver
Net investment income including reimbursement/waiver
PORTFOLIO TURNOVER RATE(e)

 

(a)Calculated using the average shares method.
(b)Less than $0.005 per share.
(c)Total returns are for the periods indicated and have not been annualized. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(d)Annualized.
(e)Portfolio turnover rate for periods less than one full year have not been annualized.

 

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Financial Highlights
For a share outstanding through the periods or years presented

 

Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
$11.77   $12.13   $15.39   $10.36   $11.61   $13.14 
                            
 0.14    0.26    0.35    0.20    0.22    0.29 
 (0.53)   (0.28)   (2.44)   5.16    (1.16)   (0.93)
 (0.39)   (0.02)   (2.09)   5.36    (0.94)   (0.64)
                            
 (0.18)   (0.21)   (0.29)   (0.18)   (0.31)   (0.01)
     (0.13)   (0.88)   (0.15)       (0.88)
 (0.18)   (0.34)   (1.17)   (0.33)   (0.31)   (0.89)
             0.00(b)        
 (0.57)   (0.36)   (3.26)   5.03    (1.25)   (1.53)
$11.20   $11.77   $12.13   $15.39   $10.36   $11.61 
                            
 (3.43%)   (0.03%)   (14.41%)   52.28%   (8.34%)   (4.17%)
                            
$2,399,903   $2,045,090   $1,679,354   $1,827,624   $1,101,542   $1,304,491 
 0.86%(d)    0.90%   0.91%   0.92%   0.92%   0.90%
 0.86%(d)   0.90%   0.91%   0.92%   0.92%   0.90%
 2.25%(d)    2.22%   2.46%   1.47%   1.91%   2.45%
 1%   22%   16%   47%   29%   52%

 

See accompanying Notes to Financial Statements.

 

Semi-annual Report – October 31, 2023 31

   

 

Seafarer Overseas Value Fund

 

 

Investor Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME FROM OPERATIONS:
Net investment income(b)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
LESS DISTRIBUTIONS:
From net investment income
From net realized gains on investments
Total distributions
NET INCREASE/(DECREASE) IN NET ASSET VALUE
NET ASSET VALUE, END OF PERIOD
 
TOTAL RETURN(c)
SUPPLEMENTAL DATA:
Net assets, end of period (in 000s)
RATIOS TO AVERAGE NET ASSETS:
Operating expenses excluding reimbursement/waiver
Operating expenses including reimbursement/waiver
Net investment income including reimbursement/waiver
PORTFOLIO TURNOVER RATE(e)

 

(a)Adjustments in accordance with U.S. GAAP were applied during the financial statement preparation. As a result of the adjustments, the net asset value and total return for shareholder transactions reported to the market may differ from the net asset value and total return for financial reporting purposes.
(b)Calculated using the average shares method.
(c)Total returns are for the periods indicated and have not been annualized. In some periods, total returns would have been lower had certain expenses not been waived during the periods. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(d)Annualized.
(e)Portfolio turnover rate for periods less than one full year have not been annualized.

 

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Financial Highlights
For a share outstanding through the periods or years presented

 

Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
$13.39(a)   $12.83(a)   $13.16   $9.46   $11.41   $11.95 
                            
 0.23    0.38    0.42    0.22    0.29    0.29 
 (0.82)   0.39    (0.29)   3.64    (1.88)   (0.51)
 (0.59)   0.77    0.13    3.86    (1.59)   (0.22)
                            
     (0.21)   (0.42)   (0.16)   (0.31)   (0.29)
         (0.04)       (0.05)   (0.03)
     (0.21)   (0.46)   (0.16)   (0.36)   (0.32)
 (0.59)   0.56    (0.33)   3.70    (1.95)   (0.54)
$12.80   $13.39(a)   $12.83(a)   $13.16   $9.46   $11.41 
                            
 (4.41%)(a)    6.11%(a)    0.94%(a)    40.96%   (14.54%)   (1.50%)
                            
$594   $600   $405   $431   $278   $327 
                            
 1.15%(d)    1.23%   1.48%   1.49%   1.44%   1.45%
 1.15%(d)    1.15%   1.15%   1.15%   1.15%   1.15%
 3.37%(d)    2.98%   3.15%   1.99%   2.61%   2.59%
 0%   1%   14%   24%   25%   3%

 

See accompanying Notes to Financial Statements.

 

Semi-annual Report – October 31, 2023 33

   

 

Seafarer Overseas Value Fund

 

Institutional Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME FROM OPERATIONS:
Net investment income(b)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
LESS DISTRIBUTIONS:
From net investment income
From net realized gains on investments
Total distributions
NET INCREASE/(DECREASE) IN NET ASSET VALUE
NET ASSET VALUE, END OF PERIOD
 
TOTAL RETURN(c)
SUPPLEMENTAL DATA:
Net assets, end of period (in 000s)
RATIOS TO AVERAGE NET ASSETS:
Operating expenses excluding reimbursement/waiver
Operating expenses including reimbursement/waiver
Net investment income including reimbursement/waiver
PORTFOLIO TURNOVER RATE(e)

 

(a)Adjustments in accordance with U.S. GAAP were applied during the financial statement preparation. As a result of the adjustments, the net asset value and total return for shareholder transactions reported to the market may differ from the net asset value and total return for financial reporting purposes.
(b)Calculated using the average shares method.
(c)Total returns are for the periods indicated and have not been annualized. In some periods, total returns would have been lower had certain expenses not been waived during the periods. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.
(d)Annualized.
(e)Portfolio turnover rate for periods less than one full year have not been annualized.

 

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Financial Highlights
For a share outstanding through the periods or years presented

 

Six Months Ended October 31, 2023 (Unaudited)   Year Ended
April 30, 2023
   Year Ended
April 30, 2022
   Year Ended
April 30, 2021
   Year Ended
April 30, 2020
   Year Ended
April 30, 2019
 
$13.43(a)   $12.86(a)   $13.18   $9.48   $11.43   $11.96 
                            
 0.24    0.40    0.46    0.25    0.30    0.30 
 (0.82)   0.39    (0.32)   3.62    (1.88)   (0.50)
 (0.58)   0.79    0.14    3.87    (1.58)   (0.20)
                            
     (0.22)   (0.42)   (0.17)   (0.32)   (0.30)
         (0.04)       (0.05)   (0.03)
     (0.22)   (0.46)   (0.17)   (0.37)   (0.33)
 (0.58)   0.57    (0.32)   3.70    (1.95)   (0.53)
$12.85   $13.43(a)   $12.86(a)   $13.18   $9.48   $11.43 
                            
 (4.32%)(a)    6.22%(a)    1.08%(a)    40.98%   (14.47%)   (1.34%)
                            
$84,239   $80,150   $41,405   $34,714   $29,557   $28,849 
 1.05%(d)    1.18%   1.37%   1.51%   1.42%   1.48%
 1.05%(d)    1.05%   1.05%   1.05%   1.05%   1.05%
 3.47%(d)    3.11%   3.43%   2.19%   2.63%   2.65%
 0%   1%   14%   24%   25%   3%

 

See accompanying Notes to Financial Statements.

 

Semi-annual Report – October 31, 2023 35

   

 

Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

NOTES TO FINANCIAL STATEMENTS

 

1. Organization

 

Financial Investors Trust (the “Trust”), a Delaware statutory trust, is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). The Trust consists of multiple separate portfolios or series. This semi-annual report describes the Seafarer Overseas Growth and Income Fund and the Seafarer Overseas Value Fund (individually a “Fund” and collectively, the “Funds”). The Seafarer Overseas Growth and Income Fund seeks to provide long-term capital appreciation along with some current income; it also seeks to mitigate adverse volatility in returns as a secondary objective. The Seafarer Overseas Value Fund seeks to provide long-term capital appreciation. The Funds each offer Investor Class and Institutional Class shares.

 

2. Significant Accounting Policies

 

The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. The Funds are considered an investment company for financial reporting purposes under U.S. GAAP and follow the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946.The following is a summary of significant accounting policies consistently followed by the Funds in preparation of their financial statements.

 

Investment Valuation

 

Each Fund generally values its securities based on market prices determined at the close of regular trading on the New York Stock Exchange (“NYSE”), normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

 

For equity securities and exchange traded funds, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day. Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value, with the exception of exchange-traded open-end investment companies, which are priced as equity securities.

 

Equity securities that are primarily traded on foreign securities exchanges are valued at the closing values of such securities on their respective foreign exchanges, except when an event occurs subsequent to the close of the foreign exchange but before the close of the NYSE, such that the securities’ value would likely change. In such an event, the fair values of those securities are determined in good faith through consideration of other factors in accordance with procedures utilized by Seafarer Capital Partners, LLC (the “Adviser”), as the Funds' Valuation Designee and under the general supervision of the Board of Trustees of the Trust (the “Board” or the “Trustees”). Each Fund uses a fair valuation model provided by an independent pricing service, which is intended to reflect fair value when a security’s value or a meaningful portion of the Fund’s portfolio is believed to have been materially affected by a valuation event that has occurred between the close of the exchange or market on which the security is traded and the close of the regular trading day on the NYSE.

 

The market price for debt obligations is generally the price supplied by an independent third-party pricing service approved by the Board, which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a price, or if the price supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more broker-dealers that make a market in the security. Corporate bonds and convertible bonds are

 

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Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

valued using market models that consider trade data, quotations from dealers and active market makers, relevant yield curve and spread data, creditworthiness, trade data or market information on comparable securities, and other relevant security specific information. Publicly traded foreign government debt securities and foreign corporate bonds are typically traded internationally in the over-the-counter market and are valued at the mean between the bid and asked prices as of the close of business of that market.

 

Forward currency exchange contracts have a market value determined by the prevailing foreign currency exchange daily rates and current foreign currency exchange forward rates. The foreign currency exchange forward rates are calculated using an automated system that estimates rates on the basis of the current day foreign currency exchange rates and forward foreign currency exchange rates supplied by a pricing service.

 

When such prices or quotations are not available, or when the Adviser, as the Funds' Valuation Designee believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.

 

Certain foreign countries impose a tax on capital gains which is accrued by each Fund based on unrealized appreciation, if any, on affected securities. The tax is paid when the gain is realized.

 

Fair Value Measurements

 

Pursuant to Rule 2a-5 under the Investment Company Act of 1940, the Board has appointed the Adviser to serve as the Valuation Designee to perform fair value determinations for investments in the Funds. Fair valuation policies and procedures (“FV Procedures”) have been adopted by the Board for the fair valuation of portfolio assets held by the Fund(s) in the event that (1) market quotations for the current price of a portfolio security or asset are not readily available, or (2) available market quotations that would otherwise be used to value a portfolio security or asset in accordance with the Fund’s Pricing Procedures appear to be unreliable or not indicative of fair value. The Pricing Procedures reflect certain pricing methodologies (or “logics”) that are not “readily available market quotations” and thus are viewed and treated as fair valuations. The Valuation Designee routinely meets to discuss fair valuations of portfolio securities and other instruments held by the Fund(s).

 

Each Fund discloses the classification of its fair value measurements following a three-tier hierarchy based on the inputs used to measure fair value. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Such inputs are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability, which are developed based on the information available and the reporting entity’s best efforts to interpret such information.

 

Various inputs are used in determining the value of the Funds’ investments as of the end of the reporting period. When inputs used fall into different levels of the fair value hierarchy, the level in the hierarchy within which the fair value measurement falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

 

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

 

Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and

 

Level 3 – Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

 

Semi-annual Report – October 31, 2023 37

   

 

Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

The following is a summary of the inputs used to value each Fund as of October 31, 2023:

 

Investments in Securities at Value(a)  Level 1 - Quoted Prices   Level 2 - Other Significant Observable Inputs   Level 3 - Significant Unobservable Inputs   Total 
Seafarer Overseas Growth and Income Fund                    
Common Stocks                    
Belgium  $39,809,000   $   $   $39,809,000 
Brazil   181,811,269            181,811,269 
China / Hong Kong       331,105,124        331,105,124 
Czech Republic       39,098,623        39,098,623 
France       41,607,927        41,607,927 
Hungary   82,065,338            82,065,338 
India       173,998,572        173,998,572 
Indonesia       53,714,764        53,714,764 
Japan       79,709,304        79,709,304 
Mexico   171,583,945            171,583,945 
Peru   39,737,280            39,737,280 
Poland       32,456,729        32,456,729 
Qatar   41,197,776            41,197,776 
Singapore       123,159,665        123,159,665 
South Africa   92,952,503            92,952,503 
South Korea       439,001,105        439,001,105 
Taiwan       152,690,681        152,690,681 
Thailand   35,977,464    42,018,372        77,995,836 
United Arab Emirates   76,325,134    51,512,760        127,837,894 
United Kingdom       50,812,284        50,812,284 
Vietnam       30,919,872        30,919,872 
Preferred Stocks       86,237,411        86,237,411 
Total  $761,459,709   $1,728,043,193   $   $2,489,502,902 

 

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Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

Investments in Securities at Value(a)  Level 1 -
Quoted Prices
   Level 2 -
Other Significant Observable Inputs
   Level 3 -
Significant
Unobservable
Inputs
   Total 
Seafarer Overseas Value Fund                    
Common Stocks                    
Belgium  $1,819,840   $   $   $1,819,840 
Brazil   9,820,537            9,820,537 
China / Hong Kong   1,481,870    23,202,720        24,684,590 
Czech Republic       2,451,155        2,451,155 
Georgia   4,138,688            4,138,688 
India       4,250,486        4,250,486 
Mexico   1,672,440            1,672,440 
Peru   2,311,760            2,311,760 
Qatar   2,571,601            2,571,601 
Singapore       5,235,778        5,235,778 
South Korea       6,481,533        6,481,533 
Thailand   1,874,995            1,874,995 
United Arab Emirates   4,969,773    4,510,684        9,480,457 
United Kingdom       2,756,375        2,756,375 
Vietnam   2,515,992    1,170,062        3,686,054 
Preferred Stocks       108,849        108,849 
Total  $33,177,496   $50,167,642   $   $83,345,138 

 

(a)For detailed descriptions of securities by country, see the accompanying Portfolio of Investments.

 

For the six months ended October 31, 2023, the Funds did not have any securities that used significant unobservable inputs (Level 3) in determining fair value.

 

Investment Transactions and Investment Income

 

Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis. Interest income, which includes accretion of discounts and amortization of premiums, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or for certain foreign securities, as soon as information is available to the Funds. All of the realized and unrealized gains and losses and net investment income are allocated daily to each share class in proportion to its average daily net assets.

 

Cash Management Transactions

 

Each of the Funds subscribes to the Brown Brothers Harriman & Co. (“BBH”) Cash Management Service (“CMS”), whereby cash balances are automatically swept into overnight offshore demand deposits with either the BBH Grand Cayman branch or a branch of a pre-approved commercial bank. This fully automated program allows the Funds to earn interest on cash balances. Excess cash with deposit institutions domiciled outside of the U.S. are subject to sovereign actions in the jurisdiction of the deposit institution including, but not limited to, freeze, seizure or diminution. Cash balances in the BBH CMS are included on the Statements of Assets and Liabilities under Cash and Foreign currency, at value.

 

Semi-annual Report – October 31, 2023 39

   

 

Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

As of October 31, 2023, the Funds had the following cash balances participating in the BBH CMS:

 

Fund    
Seafarer Overseas Growth and Income Fund  $91,105,909 
Seafarer Overseas Value Fund   1,211,144 

 

As of October 31, 2023, the Funds had the following foreign cash balances participating in the BBH CMS (cost and value of foreign cash balances are equal):

 

Fund    
Seafarer Overseas Growth and Income Fund  $ 
Seafarer Overseas Value Fund    

 

Foreign Securities

 

The Funds may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies, and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

 

Foreign Currency Translation

 

The books and records of the Funds are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally, 4:00 p.m. Eastern Time). The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed and is included in realized and unrealized gains or losses on investments, when applicable.

 

Foreign Currency Spot Contracts

 

Each Fund may enter into foreign currency spot contracts to facilitate transactions in foreign securities or to convert foreign currency receipts into U.S. dollars. A foreign currency spot contract is an agreement between two parties to buy and sell currencies at the current market rate, for settlement generally within two business days. The U.S. dollar value of a contract is determined using current currency exchange rates supplied by a pricing service. The contract is marked-to-market daily for settlements beyond one day and any change in market value is recorded as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value on the open and close dates. Losses may arise from changes in the value of the foreign currency, or if the counterparties do not perform under the contract’s terms. The maximum potential loss from such contracts is the aggregate face value in U.S. dollars at the time the contract was opened.

 

Trust Expenses

 

Some expenses of the Trust can be directly attributed to the Funds. Expenses that cannot be directly attributed to the Funds are apportioned among all funds in the Trust based on the average daily net assets of each fund.

 

Fund and Class Expenses

 

Expenses that are specific to a Fund or class of shares of a Fund, including shareholder servicing fees, are charged directly to that Fund or share class. Expenses that are common to all Funds are generally allocated among the Funds in proportion to their average daily net assets.

 

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Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

Income Taxes

 

Each Fund complies with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and intends to distribute substantially all of its net taxable income and net capital gains, if any, each year so that it will not be subject to excise tax on undistributed income and gains. The Funds are not subject to income taxes to the extent such distributions are made.

 

As of and during the six months ended October 31, 2023, the Funds did not have a liability for any unrecognized tax benefits. The Funds file U.S. federal, state, and local tax returns as required. The Funds’ tax returns are subject to examination by the relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing due date of the tax return for federal purposes and four years for most state returns. Tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

 

Distributions to Shareholders

 

In general, the Seafarer Overseas Growth and Income Fund’s policy is to distribute to its shareholders substantially all net investment income paid out via semi-annual dividends, in June and December. The Seafarer Overseas Value Fund’s policy is to distribute to its shareholders substantially all net investment income via one annual dividend in December. It is also each Fund’s policy to distribute annually all net realized short-term and long-term capital gains, if any, after offsetting any capital loss carryovers. Income dividend distributions are derived from dividends and other income each Fund receives from its investments, including short-term capital gains. Long-term capital gain distributions are derived from gains realized when a Fund sells a security it has owned for more than one year. Each Fund may make additional distributions at other times if the Fund believes doing so may be necessary for the Fund to share tax obligations more ratably and more equitably across shareholders over time.

 

3. Tax Basis Information

 

Tax Basis of Investments

 

As of October 31, 2023, the aggregate cost of investments, gross unrealized appreciation/(depreciation), and net unrealized appreciation/(depreciation) for federal income tax purposes were as follows:

 

Fund  Cost of Investments   Gross Unrealized Appreciation   Gross Unrealized Depreciation   Net Unrealized Appreciation/ (Depreciation) 
Seafarer Overseas Growth and Income Fund                    
   $2,750,177,615   $223,296,203   $(392,865,007)  $(169,568,804)
Seafarer Overseas Value Fund                    
    83,654,839    9,713,621    (10,023,322)   (309,701)

 

Tax Basis of Distributions to Shareholders

 

The character of distributions made during the fiscal year from net investment income or net realized gains may differ from the ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain is recorded by a Fund.

 

Semi-annual Report – October 31, 2023 41

   

 

Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

The tax character of distributions paid by the Funds for the fiscal year ended April 30, 2023 was as follows:

 

Fund  Ordinary Income   Long-Term Capital Gain 
Seafarer Overseas Growth and Income Fund  $33,023,314   $21,870,163 
Seafarer Overseas Value Fund   1,044,266     

 

The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end. Accordingly, tax basis balances have not been determined as of October 31, 2023.

 

4. Securities Transactions

 

The cost of purchases and proceeds from sales of securities excluding short-term securities during the six months ended October 31, 2023 were as follows:

 

Fund  Purchases of Securities   Proceeds from Sales of Securities 
Seafarer Overseas Growth and Income Fund  $537,961,290   $30,516,800 
Seafarer Overseas Value Fund   15,859,168     

 

5. Shares of Beneficial Interest

 

The capitalization of the Trust consists of an unlimited number of shares of beneficial interest with no par value per share. Holders of shares of the Funds of the Trust have one vote for each share held and a proportionate fraction of a vote for each fractional share. All shares issued and outstanding are fully paid and are transferable and redeemable at the option of the shareholder. Purchasers of the shares do not have any obligation to make payments to the Trust or its creditors solely by reason of the purchasers’ ownership of the shares. Shares have no pre-emptive rights.

 

6. Borrowings

 

On March 16, 2023, the Funds entered into a Credit Agreement with the Fund’s custodian, Brown Brothers Harriman & Co. (“BBH”). Under the terms of the Credit Agreement, the Seafarer Overseas Growth and Income Fund and the Seafarer Overseas Value Fund are collectively allowed to borrow up to $30,000,000. The borrowing of each Fund is several and not joint and subject to a 10:1 collateral-to-debt ratio. The collateral for the Credit Agreement is the assets of each Fund. Interest is charged at a rate of the higher of the Federal Funds Rate or the Adjusted Term Secured Overnight Financing Rate (SOFR) plus an applicable margin of 2%. For the six months ended October 31, 2023, and as of October 31, 2023, the Funds did not have outstanding borrowings.

 

7. Management and Related Party Transactions

 

The Adviser, subject to the authority of the Board, is responsible for the overall management and administration of the Funds’ business affairs. The Adviser manages the investments of the Funds in accordance with the Funds’ investment objectives, policies, limitations and investment guidelines established jointly by the Adviser and the Trustees. Pursuant to the investment advisory agreement, the Funds, in the aggregate, pay the Adviser an annual management fee of 0.75% of the aggregate average daily net assets of the Funds up to $1.5 billion and 0.70% of the aggregate average daily net assets of the Funds over $1.5 billion. Each Fund pays the Adviser a monthly fee at the annual rate using the

 

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Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

applicable management fee calculated based on the Fund’s pro rata share of the Funds’ combined average daily net assets.

 

Effective September 1, 2015, the Adviser contractually, through successive one-year agreements, agreed to waive and/or reimburse fees or expenses in order to limit Total Annual Fund Operating Expenses After Fee Waiver / Expense Reimbursements (excluding brokerage expenses, interest expenses, taxes and extraordinary expenses) to 1.15% and 1.05% of the Funds’ average daily net assets for the Investor and Institutional share classes, respectively. The current agreement (the “Expense Agreement”) is in effect through August 31, 2024. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the Expense Agreement to the extent that the Funds’ expenses in later periods fall below the expense cap in effect at the time of waiver or reimbursement. The Funds will not be obligated to pay any such deferred fees and expenses more than three years after the date of the waiver. This agreement may not be terminated or modified prior to August 31, 2024, except with the approval of the Funds’ Board. During the six months ended October 31, 2023, the Adviser agreed that it will only seek to recoup waived management fees and will not recoup any reimbursed expenses. As of October 31, 2023, the Adviser had recouped all available waived management fees from the Seafarer Overseas Growth and Income Fund.

 

For the six months ended October 31, 2023, the fee waivers and/or reimbursements were as follows for the Seafarer Overseas Value Fund:

 

Fund  Fees Waived/ Reimbursed By Adviser   Recoupment of Past Waived Fees By Adviser 
Seafarer Overseas Value Fund          
Investor Class  $50   $46 
Institutional Class   7,086    6,157 

 

As of October 31, 2023 the balances of recoupable expenses for each class were as follows for the Funds:

 

Fund  Expires 2024   Expires 2025   Expires 2026   Expires 2027   Total 
Seafarer Overseas Growth and Income Fund                         
Investor Class  $   $   $   $   $ 
Institutional Class                    
Seafarer Overseas Value Fund                         
Investor Class  $382   $1,439   $406   $5   $2,232 
Institutional Class   58,797    118,111    72,311    929    250,148 

 

Fund Administrator

 

ALPS Fund Services, Inc. (“ALPS” and the “Administrator”) provides administrative, fund accounting and other services to the Funds under the Administration, Bookkeeping and Pricing Services Agreement with the Trust.

 

The Funds’ administrative fee is accrued on a daily basis and paid monthly. The Administrator is also reimbursed by the Funds for certain out-of-pocket expenses. Administrative fees paid by the Funds for the six months ended October 31, 2023 are disclosed in the Statements of Operations.

 

Transfer Agent

 

ALPS serves as transfer, dividend paying and shareholder servicing agent for the Funds (“Transfer Agent”). ALPS is paid an annual base fee per Fund and a fee based on the number of shareholder accounts. The Transfer Agent is also reimbursed by the Funds for certain out-of-pocket expenses.

 

Semi-annual Report – October 31, 2023 43

   

 

Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

Transfer agent fees paid by the Funds for the six months ended October 31, 2023 are disclosed in the Statements of Operations.

 

Compliance Services

 

ALPS provides compliance services to the Funds under the Chief Compliance Officer Services Agreement with the Trust. ALPS provides services that assist the Trust’s chief compliance officer in monitoring and testing the policies and procedures of the Trust in accordance with the requirements of Rule 38a-1 under the 1940 Act. ALPS is paid an annual base fee and is reimbursed for certain out-of-pocket expenses. Compliance service fees paid by the Funds for the six months ended October 31, 2023 are disclosed in the Statements of Operations.

 

Principal Financial Officer

 

ALPS provides principal financial officer services to the Funds under the Principal Financial Officer Services Agreement with the Trust. Under this Agreement, ALPS is paid an annual base fee and is reimbursed for certain out-of-pocket expenses. Principal financial officer fees paid by the Funds for the six months ended October 31, 2023 are disclosed in the Statements of Operations.

 

Distributor

 

ALPS Distributors, Inc. (“ADI” or the “Distributor”) (an affiliate of ALPS) acts as the distributor of the Funds’ shares pursuant to the Distribution Agreement with the Trust. Under a side letter agreement, the Adviser pays ADI an annual base fee per Fund for the distribution services. The Adviser also reimburses ADI for certain out-of-pocket expenses. Shares are sold on a continuous basis by ADI as agent for the Funds, and ADI has agreed to use its best efforts to solicit orders for the sale of the Funds’ shares, although it is not obliged to sell any particular amount of shares. ADI is registered as a broker-dealer with the U.S. Securities and Exchange Commission.

 

Shareholder Service Plan for Investor Class and Institutional Class Shares

 

Each Fund has adopted a Shareholder Services Plan (a “Services Plan”) for each of its share classes. Under the Services Plan, each Fund is authorized to enter into shareholder service agreements with investment advisers, financial institutions and other service providers (“Participating Organizations”) to maintain and provide certain administrative and servicing functions in relation to the accounts of shareholders. Shareholder service arrangements typically include processing orders for shares, generating account and confirmation statements, sub-accounting, account maintenance, tax reporting, and disbursing cash dividends as well as other investment or administrative services required for a particular Participating Organizations’ products, programs, platform and accounts. The Services Plan will cause each Fund to pay an aggregate fee, not to exceed on an annual basis 0.15% and 0.05% of the average daily net asset value of the Investor and Institutional share classes, respectively. Such payments will be made on assets attributable to or held in the name of a Participating Organization, on behalf of its clients as compensation for providing service activities pursuant to an agreement with the Participating Organization. Participating Organizations may charge less than the maximum fees described above, and therefore the Funds may pay less than those maximum fees. Shareholder Services Plan fees paid by the Funds for the six months ended October 31, 2023 are disclosed in the Statements of Operations.

 

Trustees

 

The fees and expenses of the Trustees of the Board are presented in the Statements of Operations.

 

8. Indemnifications

 

Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that may contain general indemnification clauses, which may permit indemnification to the extent permissible under the

 

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Seafarer Funds Notes to Financial Statements
  October 31, 2023 (Unaudited)

 

applicable law. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

 

9. Subsequent Event

 

Subsequent events after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial Statements were issued. 

 

Semi-annual Report – October 31, 2023 45

   

 

Seafarer Funds Additional Information
  October 31, 2023 (Unaudited)

 

ADDITIONAL INFORMATION

 

1. Fund Holdings

 

The Funds file their complete schedule of portfolio holdings with the U.S. Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to their reports on Form N-PORT. The Funds’ Form N-PORT reports are available on the Commission’s Web site at www.sec.gov. The Funds’ Form N-PORT reports are also available upon request by calling toll-free (855) 732-9220.

 

2. Fund Proxy Voting Policies, Procedures and Summaries

 

The Funds’ policies and procedures used in determining how to vote proxies and information regarding how the Funds voted proxies relating to portfolio securities during the most recent prior 12-month period ended June 30 are available without charge, (1) upon request, by calling toll-free (855) 732-9220 and (2) on the SEC’s website at www.sec.gov.

 

3. Index Provider Disclosure

 

The Seafarer Funds are not sponsored, endorsed, sold, or promoted by Morningstar, Inc. Morningstar, Inc. makes no representation or warranty, express or implied, to the shareholders of the Funds or any member of the public regarding the advisability of investing in the Funds or the ability of the Morningstar Emerging Markets Net Return U.S. Dollar Index to track general equity market performance of emerging markets.

 

Source for Bloomberg Emerging Markets Large, Mid, and Small Cap Net Return USD Index: Bloomberg Index Services Limited. BLOOMBERG® is a trademark and service mark of Bloomberg Finance L.P. and its affiliates (collectively “Bloomberg”). Bloomberg or Bloomberg’s licensors own all proprietary rights in the Bloomberg Indices. Neither Bloomberg nor Bloomberg’s licensors approves or endorses this material, or guarantees the accuracy or completeness of any information herein, or makes any warranty, express or implied, as to the results to be obtained therefrom and, to the maximum extent allowed by law, neither shall have any liability or responsibility for injury or damages arising in connection therewith.

 

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Seafarer Funds Liquidity Risk Management Program
  October 31, 2023 (Unaudited)

 

LIQUIDITY RISK MANAGEMENT PROGRAM

 

The Financial Investors Trust (the “Trust”) has established a liquidity risk management program (the “Program”) to govern the Trust’s approach to managing liquidity risk for each fund in the Trust (each a “Fund”). The Program is overseen by the Liquidity Committee (the “Committee”), a committee comprised of representatives of the Trust’s investment advisers, sub-advisers, and Officers of the Trust. The Trust’s Board of Trustees (the “Board”) has approved the designation of the Committee to oversee the Program.

 

The Program’s principal objectives include supporting each Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that a Fund will be unable to meet its redemption obligations in a timely manner. The Program also includes a number of elements that support the management and assessment of liquidity risk, including a periodic assessment of factors that influence a Fund’s liquidity and the periodic classification and re-classification of the Fund’s investments into groupings that reflect the Committee’s assessment of their relative liquidity under current market conditions.

 

At a meeting of the Board held on June 13, 2023, the Trustees received a report from the Committee regarding the design and operational effectiveness of the Program during the calendar year 2022. The Committee determined, and reported to the Board, that the Program is reasonably designed to assess and manage each Fund’s liquidity risk and has operated adequately and effectively to manage each Fund’s liquidity risk since implementation.

 

The Committee reported that during the period covered by the report, there were no liquidity events that impacted the Funds or their ability to timely meet redemptions without dilution to existing shareholders. Among other things, the Board noted that the Funds are not required to have a highly liquid investment minimum based on their liquidity classifications. The Board further noted that no material changes have been made to the Program since its implementation.

 

Semi-annual Report – October 31, 2023 47

   

 

Seafarer Funds Privacy Policy
  October 31, 2023 (Unaudited)

 

FACTS WHAT DO THE FUNDS DO WITH YOUR PERSONAL INFORMATION?
Why? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What? The types of personal information we collect and share depend on the product or service you have with us. This information can include:
  ●    Social Security number and account transactions
  ●    Account balances and transaction history
  ●    Wire transfer instructions
How? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Funds choose to share; and whether you can limit this sharing.

 

Reasons we can share your personal information Do we share: Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders  and legal investigations, or report to credit bureaus Yes No
For our marketing purposes – to offer our products and services to you No We do not share.
For joint marketing with other financial companies No We do not share.
For our affiliates’ everyday business purposes – information about your transactions and experiences Yes No
For our affiliates’ everyday business purposes – information about your creditworthiness No We do not share.
For nonaffiliates to market to you No We do not share.

 

48 (855) 732-9220 seafarerfunds.com

   

 

Seafarer Funds Privacy Policy
  October 31, 2023 (Unaudited)

 

Who We Are  
Who is providing this notice? Seafarer Overseas Growth and Income Fund and Seafarer Overseas Value Fund.
What We Do  
How do the Funds protect my personal information? To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How do the Funds collect my personal information? We collect your personal information, for example, when you
  ●     open an account
  ●     provide account information or give us your contact information
  ●     make a wire transfer or deposit money
Why can’t I limit all sharing? Federal law gives you the right to limit only
  ●     sharing for affiliates’ everyday business purposes-information about your creditworthiness
  ●     affiliates from using your information to market to you
  ●     sharing for non-affiliates to market to you
  State laws and individual companies may give you additional rights to limit sharing.
Definitions  
Affiliates Companies related by common ownership or control. They can be financial and nonfinancial companies.
Non-affiliates Companies not related by common ownership or control. They can be financial and nonfinancial companies.
  ●     The Funds do not share with non-affiliates so they can market to you.
Joint marketing A formal agreement between non-affiliated financial companies that together market financial products or services to you.
  ●     The Funds do not jointly market.
Other Important Information  
California Residents If your account has a California home address, your personal information will not be disclosed to nonaffiliated third parties except as permitted by applicable California law, and we will limit sharing such personal information with our affiliates to comply with California privacy laws that apply to us.
Vermont Residents The State of Vermont requires financial institutions to obtain your consent prior to sharing personal information that they collect about you with affiliated companies and nonaffiliated third parties other than in certain limited circumstances. Except as permitted by law, we will not share personal information we collect about you with nonaffiliated third parties or other affiliated companies unless you provide us with your written consent to share such information.

 

Semi-annual Report – October 31, 2023 49

   

 

 

 

 

   

 

Table of Contents

 

Contents Page
Shareholder Letter 1
Fund Overview  
Vulcan Value Partners Fund 4
Vulcan Value Partners Small Cap Fund 7
Disclosure of Fund Expenses  
Vulcan Value Partners Fund 6
Vulcan Value Partners Small Cap Fund 9
Statements of Investments  
Vulcan Value Partners Fund 10
Vulcan Value Partners Small Cap Fund 13
Statements of Assets and Liabilities 16
Statements of Operations 17
Statements of Changes in Net Assets  
Vulcan Value Partners Fund 18
Vulcan Value Partners Small Cap Fund 19
Financial Highlights  
Vulcan Value Partners Fund 20
Vulcan Value Partners Small Cap Fund 24
Notes to Financial Statements 28
Additional Information 38
Liquidity Risk Management Program 39
Privacy Policy 40

   

 

Shareholder Letter
October 31, 2023 (Unaudited)

 

PORTFOLIO REVIEW

 

General

For the six months ended October 31, 2023, the Vulcan Value Partners Fund returned 1.26% and the Vulcan Value Partners Small Cap Fund returned -9.66%. As we have often said, we place no weight on short-term results, good or bad. When we think we can improve our prospective long-term returns and lower risk, we will make those decisions without regard to their effect on short-term performance.

 

Vulcan Value Partners Fund Review

In the discussion that follows, we highlight a few holdings in the Vulcan Value Partners Fund. There was one material contributor, Amazon.com Inc., and one material detractor, NICE Ltd., to performance during the six-month period ending October 31, 2023.

 

We purchased Fiserv Inc. during the period. Fiserv is a global payments solutions and financial services provider. Their business consists of three segments: merchant acceptance, payments processing, and core bank processing. Based on information from Fiserv, each of these segments provides essential products and services to it's customers. Fiserv’s products have high switching costs, which aids in customer retention and increases the stickiness of their revenues. Currently, the company is generating over $3 billion of free cash flow annually, allowing management to invest in research and development, opportunistic M&A, and returning cash to shareholders. We are pleased to have the opportunity to purchase this company at a discount to our estimate of intrinsic value.

 

We sold Lam Research Corp. during the period. Lam Research designs and manufactures equipment used in the fabrication of semiconductors. In our opinion, Lam is a wonderful business with great long-term prospects. We think the company has shown tremendous financial resilience against what is currently a challenging industry backdrop. After a significant increase in its stock price over the last year, our margin of safety narrowed. We followed our discipline and sold the Fund’s position to reallocate capital into businesses with larger discounts.

 

Amazon.com Inc. was a material contributor during the period. Despite slowing growth and macro headwinds, Amazon experienced revenue growth in all three segments: AWS, Advertising, and Retail. Amazon is also addressing its cost structure to better align with its slower growth rates. We believe Amazon is a dominant, world-class company with powerful secular tailwinds. It is our opinion that Amazon is executing well, and we are pleased to own it at a discount to our estimate of its intrinsic value.

 

NICE Ltd. was a material detractor during the period. NICE is a global enterprise software company that provides mission-critical contact center software. We believe that the contact center market’s competitive landscape is healthy. Few companies have a cloud product that satisfies the needs of a large enterprise contact center and the barriers to entry are high in terms of the time, capital, product breadth, depth, and quality required for a new entrant to gain traction in this market. We believe that generative A.I. will continue to drive cloud adoption and that A.I. is more of an opportunity than a threat to the business.

 

Semi-Annual Report | October 31, 2023 1

   

 

Shareholder Letter
October 31, 2023 (Unaudited)

 

Vulcan Value Partners Small Cap Fund Review

In the discussion that follows, we highlight a few holdings in the Vulcan Value Partners Small Cap Fund. There were no material contributors and five materials detractors. The material detractors were Ibstock plc, Victoria plc, ISS A/S, Sealed Air Corp., and Cushman & Wakefield plc.

 

We purchased Genpact Ltd. during the period. Genpact is an IT services company that was spun out of General Electric several years ago. Genpact focuses on business process outsourcing (BPO) and technology digitalization markets. It has a diverse client base that is spread across multiple industries. Complexity within the IT space is growing rapidly, and we think Genpact plays an important role in helping customers navigate the complexity. The Fund has owned Genpact in the past and are happy to have the opportunity to own it once again.

 

During the period, we sold Forward Air. The company announced its decision to acquire Omni Logistics for an enterprise value of $3.2 billion. Based on information from the company, the transaction will significantly increase leverage at the pro forma company and will materially dilute existing shareholders. We also think that the transaction has questionable strategic rationale and significant execution risk. In sum, the transaction not only reduced our estimate of intrinsic value per share, but made that estimate unstable, leading to our decision to exit the position.

 

MillerKnoll Inc. was the largest contributor during the period. MillerKnoll is a designer and manufacturer of premium furniture for the office and home. While there continues to be a fair amount of uncertainty as it relates to the future of office, the company performed well during the quarter due to strong execution, cost containment, and an indication from management that a positive inflection point in demand is in its sights. We continue to favor the quality of MillerKnoll’s collection of brands, its multi-channel distribution model, and its experienced management team.

 

ISS A/S was a material detractor during the period. ISS is a facilities management company based in Denmark specializing in services that are non-core to their customers such as cleaning, food management, building maintenance, security, technical support, and other services. During the quarter, the CFO, Kasper Fangel, became the CEO. The prior CEO left to become CEO at the much larger brewer Carlsberg Group. The company also announced its plans to exit its struggling French operations. We believe ISS has global scale to service multinational accounts and is benefitting from the trend of companies outsourcing non-core functions. In our opinion, the company has stable operating margins due to the inherent nature of its business contracts which allow it to pass through wage and other cost increases to its customers.

 

Closing

We appreciate the opportunity to work with you, our client partners. We continue to follow our discipline and lay the building blocks for future compounding. We look forward to updating you again soon.

 

C.T. Fitzpatrick

 

Chief Investment Officer

 

Vulcan Value Partners, LLC

 

2 www.vulcanvaluepartners.com

   

 

Shareholder Letter
October 31, 2023 (Unaudited)

 

Past performance does not guarantee future results. The Funds’ prices fluctuate as the underlying assets have exposure to market fluctuations and other risks, as described in the Funds’ prospectus. Please call 877.421.5078 to obtain current performance information and for the current prospectus and statement of additional information. This material must be preceded or accompanied by a prospectus. Please read the prospectus carefully before investing.

 

The views of the Vulcan Value Partners, LLC and information discussed in this commentary are as of the date of publication, are subject to change, and may not reflect the writer's current views. The views expressed represent an assessment of market conditions at a specific point in time, are opinions only and should not be relied upon as investment advice regarding a particular investment or markets in general. Such information does not constitute a recommendation to buy or sell specific securities or investment vehicles. It should not be assumed that any investment will be profitable or will equal the performance of the Funds or any securities or any sectors mentioned in this letter. The subject matter contained in this letter has been derived from several sources believed to be reliable and accurate at the time of compilation. Neither Vulcan Value Partners, LLC nor the Funds accept any liability for losses either direct or consequential caused by the use of this information.

 

The Funds are distributed by ALPS Distributors, Inc.

 

The Funds are subject to investment risks, including possible loss of the principal amount invested and therefore is not suitable for all investors. The Funds may not achieve their objectives.

 

Margin of Safety is a favorable difference between the price of a company’s shares and the estimated fair value of those shares.

 

An investor should consider investment objectives, risks, charges, and expenses carefully before investing. To obtain a prospectus, containing this and other information, visit https: //vulcanvaluepartners.com/mutual-funds/ or call 1.877.421.5078. Please read carefully before investing.

 

Semi-Annual Report | October 31, 2023 3

   

 

Fund Overview
October 31, 2023 (Unaudited)

 

VULCAN VALUE PARTNERS FUND

 

Annualized Total Returns (as of October 31, 2023)

 

              Expense Ratios(1)
  6 Month 1 Year 3 Year 5 Year 10 Year Since
Inception*
Total Net(2)
Vulcan Value Partners Fund - Investor Class Shares(3) 1.26% 16.16% 1.03% 4.97% 6.43% 9.16% 1.08% 1.08%
Vulcan Value Partners Fund - Institutional Class Shares 1.36% 16.42% 1.25% 3.67% 1.13% 0.85%
S&P 500® Total Return Index(4) 1.39% 10.14% 10.36% 11.01% 11.18% 12.13%    
Russell 1000® Value Index(5) (4.22%) 0.13% 10.21% 6.60% 7.60% 9.54%    

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data, please call 1.877-421-5078.

 

The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Subject to investment risks, including possible loss of the principal amount invested.

 

Returns for periods less than 1 year are cumulative.

 

*Inception Dates – Investor Class Shares: December 30, 2009, Institutional Class Shares: May 1, 2019
(1)Ratios as of the Prospectus dated August 31, 2023 and may differ from the ratios presented in the Financial Highlights.
(2)Vulcan Value Partners, LLC (“Vulcan” or the “Adviser”) has contractually agreed to limit the Fund’s total annual fund operating expenses (exclusive of Acquired Fund Fees and Expenses, brokerage expenses, interest expense, taxes and extraordinary expenses) to 1.25% and 0.85% of the Fund’s average daily net assets with respect to Investor Class shares and Institutional Class shares, respectively. This agreement (the “Expense Agreement”) is in effect through August 31, 2024. The Adviser will be permitted to recapture expenses it has borne through the Expense Agreements to the extent that the Fund's expenses in later periods fall below the annual rates set forth in the Expense Agreements or in previous letter agreements; provided, however, that such recapture payments do not cause the Fund's expense ratio (after recapture) to exceed the lesser of (i) the expense cap in effect at the time of the waiver and (ii) the expense cap in effect at the time of the recapture. Notwithstanding the foregoing, the Fund will not be obligated to pay any such deferred fees and expenses more than three years after the date on which the fee and expenses were deferred. The Adviser may not discontinue or modify this waiver prior to August 31, 2024, without the approval by the Fund's Board of Trustees.
(3)The initial share class of the Fund was redesignated as Investor Class shares effective April 23, 2019.
(4)The S&P 500® Total Return Index is an unmanaged index of 500 common stocks chosen for market size, liquidity and industry group representation. It is a market-value weighted index. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly in the Index.
(5)The Russell 1000® Value Index is presented here as an additional index, and measures the performance of the large-cap value segment of the U.S. equity universe. It includes those Russell 1000® companies with lower price-to-book ratios and lower expected growth values. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly in the Index.

 

4 www.vulcanvaluepartners.com
   

 

Fund Overview
October 31, 2023 (Unaudited)

 

Growth of $10,000 Initial Investment (for the period ended October 31, 2023)

 

 

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Investing in the Fund is subject to investment risks, including possible loss of the principal amount invested.

 

Industry Allocation (as a % of Net Assets)*

 

 

Top Ten Holdings (as a % of Net Assets)*

 

Amazon.com, Inc. 5.64%
TransDigm Group, Inc. 4.98%
Microsoft Corp. 4.94%
Alphabet, Inc. 4.85%
Carlyle Group, Inc. 4.82%
Jones Lang LaSalle, Inc. 4.66%
Salesforce, Inc. 4.57%
KKR & Co., Inc. 4.54%
Elevance Health, Inc. 4.21%
Qorvo, Inc. 4.05%
Top Ten Holdings 47.26%

 

*Holdings are subject to change, and may not reflect the current or future position of the portfolio.

 

Semi-Annual Report | October 31, 2023 5

   

 

Disclosure of Fund Expenses
October 31, 2023 (Unaudited)

 

As a shareholder of the Vulcan Value Partners Fund (the “Fund”), you will incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other fund operating expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on May 1, 2023 and held until October 31, 2023.

 

Actual Expenses. The first line of each table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes. The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other mutual funds.

 

Please note the expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transactional costs, such as redemption fees or exchange fees. Therefore, the second line of the table below is useful in comparing your ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Vulcan Value Partners Fund

 

   Beginning Account
Value
5/1/23
   Ending Account
Value
10/31/23
   Expense
Ratio(a)
  Expenses Paid
During period
5/1/23 - 10/31/23(b)
 
Investor Class                  
Actual  $1,000.00   $1,012.60   1.08%  $5.48 
Hypothetical (5% return before expenses)  $1,000.00   $1,019.76   1.08%  $5.50 
Institutional Class                  
Actual  $1,000.00   $1,013.60   0.85%  $4.31 
Hypothetical (5% return before expenses)  $1,000.00   $1,020.92   0.85%  $4.33 

 

(a)The Fund's expense ratios have been annualized based on the Fund's most recent fiscal half-year expenses.
(b)Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184)/366 (to reflect the half-year period).

 

6 www.vulcanvaluepartners.com

   

 

Fund Overview
October 31, 2023 (Unaudited)

 

VULCAN VALUE PARTNERS SMALL CAP FUND

 

Annualized Total Returns (as of October 31, 2023)

 

              Expense Ratios(1)
  6 Month 1 Year 3 Year 5 Year 10 Year Since
Inception*
Total Net(2)
Vulcan Value Partners Small Cap Fund – Investor Class Shares(3) (9.66%) (2.86%) 1.10% (1.11%) 1.84% 6.87% 1.26% 1.25%
Vulcan Value Partners Small Cap Fund – Institutional Class Shares (9.55%) (2.63%) 1.36% (3.61%) 1.31% 1.00%
Russell 2000® Value Index(4) (3.44%) (9.93%) 9.73% 3.26% 5.20% 7.97%    
Russell 2000® Index(5) (5.29%) (8.57%) 3.95% 3.31% 5.63% 8.68%    

 

Performance data quoted represents past performance. Past performance does not guarantee future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when sold or redeemed, may be worth more or less than the original cost. Current performance data may be higher or lower than actual data quoted. For the most current month-end performance data, please call 1.877-421-5078.

 

The table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Subject to investment risks, including possible loss of the principal amount invested.

 

Returns for periods less than 1 year are cumulative.

 

*Inception Dates – Investor Class Shares: December 30, 2009, Institutional Class Shares: May 1, 2019
(1)Ratios as of the Prospectus dated August 31, 2023 and may differ from the ratios presented in the Financial Highlights.
(2)Vulcan Value Partners, LLC (“Vulcan” or the “Adviser”) has contractually agreed to limit the Fund’s total annual fund operating expenses (exclusive of Acquired Fund Fees and Expenses, brokerage expenses, interest expense, taxes and extraordinary expenses) to 1.25% and 1.00% of the Fund’s average daily net assets with respect to Investor Class shares and Institutional Class shares, respectively. This agreement (the “Expense Agreement”) is in effect through August 31, 2024. The Adviser will be permitted to recapture expenses it has borne through the Expense Agreements to the extent that the Fund's expenses in later periods fall below the annual rates set forth in the Expense Agreements or in previous letter agreements; provided, however, that such recapture payments do not cause the Fund's expense ratio (after recapture) to exceed the lesser of (i) the expense cap in effect at the time of the waiver and (ii) the expense cap in effect at the time of the recapture. Notwithstanding the foregoing, the Fund will not be obligated to pay any such deferred fees and expenses more than three years after the date on which the fee and expenses were deferred. The Adviser may not discontinue or modify this waiver prior to August 31, 2024 without the approval by the Fund's Board of Trustees.
(3)The initial share class of the Fund was redesignated as Investor Class shares effective April 23, 2019.
(4)The Russell 2000® Value Index is presented here as the primary index, and measures the performance of small-cap value segment of the U.S.equity universe. It includes those Russell 2000® companies with lower price-to-book ratios and lower forecasted growth values. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly in the Index.
(5)The Russell 2000® Index is presented here as an additional index, and measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000® Index is a subset of the Russell 3000® Index representing approximately 8% of the total market capitalization of that index. It includes approximately 2,000 of the smallest securities based on a combination of their market cap and current index membership. The Index is not actively managed and does not reflect any deductions for fees, expenses or taxes. An investor may not invest directly in the Index.

 

Semi-Annual Report | October 31, 2023 7

   

 

Fund Overview
October 31, 2023 (Unaudited)

 

Growth of $10,000 Initial Investment (for the period ended October 31, 2023)

 

 

The chart above represents historical performance of a hypothetical investment of $10,000 in the Fund since inception. Past performance does not guarantee future results. This chart does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

 

Investing in the Fund is subject to investment risks, including possible loss of the principal amount invested.

 

Industry Allocation (as a % of Net Assets)*

 

 

Top Ten Holdings (as a % of Net Assets)*

 

Ituran Location and Control, Ltd. 6.13%
Ibstock PLC 5.36%
Virtus Investment Partners, Inc. 5.13%
Premium Brands Holdings Corp. 4.96%
Littelfuse, Inc. 4.95%
Colliers International Group, Inc. 4.83%
ABM Industries, Inc. 4.67%
ISS A/S 4.40%
Park Hotels & Resorts, Inc. 4.06%
Genpact, Ltd. 4.05%
Top Ten Holdings 48.54%

 

*Holdings are subject to change, and may not reflect the current or future position of the portfolio.

 

8 www.vulcanvaluepartners.com

   

 

Disclosure of Fund Expenses
October 31, 2023 (Unaudited)

 

As a shareholder of the Vulcan Value Partners Small Cap Fund (the “Fund”), you will incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other fund operating expenses. The following examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples are based on an investment of $1,000 invested on May 1, 2023 and held until October 31, 2023.

 

Actual Expenses. The first line of each table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes. The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other mutual funds.

 

Please note the expenses shown in the table are meant to highlight ongoing Fund costs only and do not reflect transactional costs, such as redemption fees or exchange fees. Therefore, the second line of the table below is useful in comparing your ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Vulcan Value Partners Small Cap Fund

 

   Beginning Account
Value
5/1/23
   Ending Account
Value
10/31/23
   Expense
Ratio(a)
  Expenses Paid
During period
5/1/23 - 10/31/23(b)
 
Investor Class                  
Actual  $1,000.00   $903.40   1.25%  $6.00 
Hypothetical (5% return before expenses)  $1,000.00   $1,018.90   1.25%  $6.36 
Institutional Class                  
Actual  $1,000.00   $904.50   1.00%  $4.80 
Hypothetical (5% return before expenses)  $1,000.00   $1,020.16   1.00%  $5.09 

 

(a)The Fund's expense ratios have been annualized based on the Fund's most recent fiscal half-year expenses.
(b)Expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184)/366 (to reflect the half-year period).

 

Semi-Annual Report | October 31, 2023 9

   

 

Statement of Investments Vulcan Value Partners Fund
October 31, 2023 (Unaudited)

 

   Shares  

Value

(Note 2)

 
COMMON STOCKS (98.57%)          
Communications (14.49%)          
Internet (10.49%)          
Alphabet, Inc., Class C(a)   261,663   $32,786,374 
Amazon.com, Inc.(a)   286,454    38,124,163 
         70,910,537 
Telecommunications (4.00%)          
Nice, Ltd.   175,230    27,046,750 
           
TOTAL COMMUNICATIONS        97,957,287 
           
Consumer, Cyclical (4.05%)          
Lodging (4.05%)          
InterContinental Hotels Group PLC, ADR   189,244    13,650,170 
Marriott International, Inc., Class A   72,680    13,704,541 
         27,354,711 
           
TOTAL CONSUMER, CYCLICAL        27,354,711 
           
Consumer, Non-cyclical (13.67%)          
Beverages (2.50%)          
Diageo PLC   447,437    16,897,036 
           
Commercial Services (3.55%)          
CoStar Group, Inc.(a)   326,912    23,998,610 
           
Healthcare-Products (2.02%)          
Abbott Laboratories   144,405    13,653,493 
           
Healthcare-Services (5.60%)          
Elevance Health, Inc.   63,270    28,477,194 
UnitedHealth Group, Inc.   17,584    9,417,287 
         37,894,481 
           
TOTAL CONSUMER, NON-CYCLICAL        92,443,620 
           
Financial (28.33%)          
Diversified Financial Services (7.45%)          
Mastercard, Inc., Class A   62,840    23,649,834 
Visa, Inc., Class A   113,822    26,759,552 
         50,409,386 
           
Private Equity (13.29%)          
Ares Management Corp., Class A   269,811    26,600,667 
Carlyle Group, Inc.   1,182,247    32,559,083 

 

10 www.vulcanvaluepartners.com

   

 

Vulcan Value Partners Fund Statement of Investments
  October 31, 2023 (Unaudited)

 

   Shares  

Value

(Note 2)

 
Financial (continued)          
Private Equity (continued)          
KKR & Co., Inc., Class A   553,555   $30,666,947 
         89,826,697 
           
Real Estate (7.59%)          
CBRE Group, Inc., Class A(a)   285,522    19,798,096 
Jones Lang LaSalle, Inc.(a)   246,344    31,512,324 
         51,310,420 
           
TOTAL FINANCIAL        191,546,503 
           
Industrial (11.46%)          
Aerospace/Defense (7.98%)          
HEICO Corp., Class A   159,247    20,245,071 
TransDigm Group, Inc.   40,697    33,700,779 
         53,945,850 
           
Electric Equipment Manufacturing (0.91%)          
General Electric Co.   56,726    6,162,145 
           
Packaging&Containers (2.57%)          
Ball Corp.   361,335    17,398,280 
           
TOTAL INDUSTRIAL        77,506,275 
           
Technology (26.57%)          
Semiconductors (10.87%)          
Applied Materials, Inc.   78,759    10,423,754 
Qorvo, Inc.(a)   313,053    27,367,093 
Skyworks Solutions, Inc.   297,780    25,829,437 
Texas Instruments, Inc.   69,206    9,827,944 
         73,448,228 
           
Software (15.70%)          
Fiserv, Inc.(a)   154,233    17,544,004 
Microsoft Corp.   98,817    33,411,016 
Salesforce, Inc.(a)   153,941    30,915,971 
SS&C Technologies Holdings, Inc.   483,177    24,279,644 
         106,150,635 
           
TOTAL TECHNOLOGY        179,598,863 
           
TOTAL COMMON STOCKS          
(Cost $542,394,168)        666,407,259 

 

Semi-Annual Report | October 31, 2023 11

   

 

Statement of Investments Vulcan Value Partners Fund
October 31, 2023 (Unaudited)  

 

   7-Day Yield   Shares  

Value

(Note 2)

 
SHORT TERM INVESTMENTS (1.14%)               
Money Market Fund (1.14%)               
Invesco Government & Agency Portfolio, Institutional Class   2.260%   7,687,208   $7,687,208 
                
TOTAL SHORT TERM INVESTMENTS               
(Cost $7,687,208)             7,687,208 
                
TOTAL INVESTMENTS (99.71%)               
(Cost $550,081,376)            $674,094,467 
                
Other Assets In Excess Of Liabilities (0.29%)             1,957,179 
                
NET ASSETS (100.00%)            $676,051,646 

 

(a)Non-Income Producing Security.

 

For Fund compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percentage of net assets.

 

See Accompanying Notes to Financial Statements.

 

12 www.vulcanvaluepartners.com

   

 

Vulcan Value Partners Small Cap Fund Statement of Investments
  October 31, 2023 (Unaudited)

 

   Shares  

Value

(Note 2)

 
COMMON STOCKS (98.63%)          
Consumer, Cyclical (4.99%)          
Distribution/Wholesale (1.16%)          
Core & Main, Inc.(a)   123,976   $3,729,198 
           
Home Furnishings (3.83%)          
MillerKnoll, Inc.   525,632    12,352,352 
           
TOTAL CONSUMER, CYCLICAL        16,081,550 
           
Consumer, Non-cyclical (32.77%)          
Commercial Services (23.91%)          
ABM Industries, Inc.   383,038    15,068,715 
Colliers International Group, Inc.   171,897    15,596,215 
Dun & Bradstreet Corp.   1,478,802    12,954,305 
ISS A/S   980,526    14,178,792 
PROG Holdings, Inc.(a)   408,557    11,190,376 
Savills PLC   849,306    8,129,281 
         77,117,684 
           
Food (4.96%)          
Premium Brands Holdings Corp.   248,653    16,008,466 
           
Healthcare-Services (3.90%)          
Medpace Holdings, Inc.(a)   51,872    12,587,778 
           
TOTAL CONSUMER, NON-CYCLICAL        105,713,928 
           
Financial (12.98%)          
Diversified Financial Services (5.13%)          
Virtus Investment Partners, Inc.   89,891    16,560,619 
           
Real Estate (3.79%)          
Cushman & Wakefield PLC(a)   1,657,692    12,217,190 
           
REITS (4.06%)          
Park Hotels & Resorts, Inc.   1,136,649    13,105,563 
           
TOTAL FINANCIAL        41,883,372 
           
Industrial (39.80%)          
Building Materials (15.42%)          
Forterra PLC(b)   6,033,461    9,870,723 
Ibstock PLC(b)   11,603,046    17,276,091 
SmartRent, Inc.(a)   5,329,207    12,843,389 

 

Semi-Annual Report | October 31, 2023 13

   

 

Statement of Investments Vulcan Value Partners Small Cap Fund
October 31, 2023 (Unaudited)  

 

   Shares  

Value

(Note 2)

 
Industrial (continued)          
Building Materials (continued)          
Victoria PLC(a)   2,494,765   $9,763,891 
         49,754,094 
           
Electrical Components & Equipment (11.06%)          
Acuity Brands, Inc.   62,962    10,197,955 
EnerSys   111,239    9,519,834 
Littelfuse, Inc.   73,625    15,952,329 
         35,670,118 
           
Electronics (6.13%)          
Ituran Location and Control, Ltd.   799,243    19,765,279 
           
Manufactured Goods (3.59%)          
Timken Co.   167,565    11,582,093 
           
Packaging&Containers (3.60%)          
Sealed Air Corp.   377,399    11,620,115 
           
TOTAL INDUSTRIAL        128,391,699 
           
Technology (8.09%)          
Computers (8.09%)          
Genpact, Ltd.   389,390    13,060,141 
Sdiptech AB, Class B(a)   665,388    13,030,635 
         26,090,776 
           
TOTAL TECHNOLOGY        26,090,776 
           
TOTAL COMMON STOCKS          
(Cost $375,291,446)        318,161,325 

 

14 www.vulcanvaluepartners.com

   

 

Vulcan Value Partners Small Cap Fund Statement of Investments
  October 31, 2023 (Unaudited)

 

   7-Day Yield   Shares  

Value

(Note 2)

 
SHORT TERM INVESTMENTS (1.22%)               
Money Market Fund (1.22%)               
Invesco Government & Agency Portfolio, Institutional Class   2.260%   3,944,556   $3,944,556 
                
TOTAL SHORT TERM INVESTMENTS               
(Cost $3,944,556)             3,944,556 
                
TOTAL INVESTMENTS (99.85%)               
(Cost $379,236,002)            $322,105,881 
                
Other Assets In Excess Of Liabilities (0.15%)             485,010 
                
NET ASSETS (100.00%)            $322,590,891 

 

(a)Non-Income Producing Security.
(b)Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities are not restricted and may normally be sold to qualified institutional buyers in transactions exempt from registration. Total fair value of Rule 144A securities amounts to $27,146,814, which represents 8.42% of net assets as of October 31, 2023.

 

For Fund compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications for reporting ease. Industries are shown as a percentage of net assets.

 

See Accompanying Notes to Financial Statements.

 

Semi-Annual Report | October 31, 2023 15

   

 

Statements of Assets and Liabilities
October 31, 2023 (Unaudited)

 

   Vulcan Value Partners
Fund
   Vulcan Value Partners
Small Cap Fund
 
ASSETS:          
Investments, at value  $674,094,467   $322,105,881 
Receivable for investments sold   1,061,841    461,646 
Receivable for shares sold   1,024,254    71,478 
Dividends receivable   333,870    315,845 
Other assets   16,225    35,649 
Total assets   676,530,657    322,990,499 
           
LIABILITIES:          
Payable for shares redeemed   217,853    74,998 
Payable to adviser   161,652    261,060 
Payable for administration fees   21,296    11,705 
Payable for transfer agency fees   26,897    33,161 
Payable for delegated transfer agent equivalent services fees   3,124    2,942 
Payable for professional fees   17,252    14,449 
Payable for trustee fees and expenses   28,527    503 
Payable for principal financial officer fees   2,410    790 
Total liabilities   479,011    399,608 
NET ASSETS  $676,051,646   $322,590,891 
           
NET ASSETS CONSIST OF:          
           
Paid-in capital (Note 5)  $809,846,113   $769,452,749 
Total distributable earnings   (133,794,467)   (446,861,858)
NET ASSETS  $676,051,646   $322,590,891 
           
INVESTMENTS, AT COST  $550,081,376   $379,236,002 
           
PRICING OF SHARES:          
Investor Class:          
Net Asset Value, offering and redemption price per share  $19.25   $9.82 
Net Assets  $198,874,284   $47,512,766 
Shares of beneficial interest outstanding (unlimited number of shares, no par value common stock authorized)   10,328,701    4,836,301 
Institutional Class:          
Net Asset Value, offering and redemption price per share   19.41    9.94 
Net Assets   477,177,363    275,078,125 
Shares of beneficial interest outstanding (unlimited number of shares, no par value common stock authorized)   24,577,878    27,667,474 

 

See Accompanying Notes to Financial Statements.
16 www.vulcanvaluepartners.com

   

 

Statements of Operations
For the Six Months Ended October 31, 2023 (Unaudited)

 

   Vulcan Value Partners
Fund
   Vulcan Value Partners
Small Cap Fund
 
INVESTMENT INCOME:          
Dividends  $4,747,972   $4,095,161 
Foreign taxes withheld       (116,195)
Total investment income   4,747,972    3,978,966 
           
EXPENSES:          
Investment advisory fees (Note 6)   4,440,598    2,362,663 
Administrative fees   162,016    79,470 
Transfer agency fees   37,059    52,361 
Delegated transfer agent equivalent services fees          
Investor Class   9,426    5,356 
Institutional Class   193,226    90,267 
Professional fees   18,456    16,570 
Custodian fees   19,798    26,574 
Principal financial officer fees   7,272    2,965 
Trustee fees and expenses   19,562    11,958 
ReFlow Fees (Note 2)        
Other   37,507    21,685 
Total expenses before waiver   4,944,920    2,669,869 
Less fees waived/reimbursed by investment adviser (Note 6)          
Investor Class       (6,628)
Institutional Class   (911,967)   (537,377)
Total net expenses   4,032,953    2,125,864 
NET INVESTMENT INCOME   715,019    1,853,102 
           
Net realized gain/(loss) on investments(a)   101,100,296    (19,824,962)
Net realized gain/(loss) on foreign currency transactions   25,211    (32,829)
Net realized gain/(loss)   101,125,507    (19,857,791)
Net change in unrealized depreciation of investments   (72,503,436)   (17,974,592)
Net change in unrealized depreciation on translation of assets and liabilities denominated in foreign currencies   (5,119)   (12,716)
Net change in unrealized depreciation   (72,508,555)   (17,987,308)
NET REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS   28,616,952    (37,845,099)
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS  $29,331,971   $(35,991,997)

 

(a)See Note 2 for gain/(loss) on In-Kind transactions.

 

See Accompanying Notes to Financial Statements.

Semi-Annual Report | October 31, 2023 17

   

 

Statements of Changes in Net Assets Vulcan Value Partners Fund

 

   For the Six
Months Ended
October 31, 2023
(Unaudited)
   For the
Year Ended
April 30, 2023
 
OPERATIONS:          
Net investment income  $715,019   $1,297,600 
Net realized gain/(loss)   101,125,507    (324,181,574)
Net change in unrealized appreciation/(depreciation)   (72,508,555)   248,543,334 
Net increase/(decrease) in net assets resulting from operations   29,331,971    (74,340,640)
           
DISTRIBUTIONS TO SHAREHOLDERS (Note 3):          
From distributable earnings          
Investor Class       (13,928,273)
Institutional Class       (35,401,136)
Net decrease in net assets from distributions       (49,329,409)
           
SHARE TRANSACTIONS (Note 5):          
Investor Class          
Proceeds from sales of shares   2,620,154    10,502,788 
Issued to shareholders in reinvestment of distributions       12,856,196 
Cost of shares redeemed, net of redemption fees   (41,597,940)   (187,167,100)
Institutional Class          
Proceeds from sales of shares   62,885,742    120,576,734 
Issued to shareholders in reinvestment of distributions       33,617,847 
Cost of shares redeemed, net of redemption fees   (306,606,408)   (341,125,529)
Net decrease from share transactions   (282,698,452)   (350,739,064)
           
Net decrease in net assets   (253,366,481)   (474,409,113)
           
NET ASSETS:          
Beginning of year   929,418,127    1,403,827,240 
End of period  $676,051,646   $929,418,127 

 

See Accompanying Notes to Financial Statements.  
18 www.vulcanvaluepartners.com
   

 

Vulcan Value Partners Small Cap Fund Statements of Changes in Net Assets

 

   For the Six
Months Ended
October 31, 2023
(Unaudited)
   For the
Year Ended
April 30, 2023
 
OPERATIONS:          
Net investment income  $1,853,102   $2,124,969 
Net realized loss   (19,857,791)   (338,526,401)
Net change in unrealized appreciation/(depreciation)   (17,987,308)   183,042,029 
Net decrease in net assets resulting from operations   (35,991,997)   (153,359,403)
           
DISTRIBUTIONS TO SHAREHOLDERS (Note 3):          
From distributable earnings          
Investor Class       (14,357,975)
Institutional Class       (42,240,952)
Net decrease in net assets from distributions       (56,598,927)
           
SHARE TRANSACTIONS (Note 5):          
Investor Class          
Proceeds from sales of shares   2,622,326    12,041,666 
Issued to shareholders in reinvestment of distributions       12,472,069 
Cost of shares redeemed, net of redemption fees   (25,770,999)   (116,071,465)
Institutional Class          
Proceeds from sales of shares   34,497,462    187,809,773 
Issued to shareholders in reinvestment of distributions       31,035,572 
Cost of shares redeemed, net of redemption fees   (71,316,532)   (442,086,874)
Net decrease from share transactions   (59,967,743)   (314,799,259)
           
Net decrease in net assets   (95,959,740)   (524,757,589)
           
NET ASSETS:          
Beginning of year   418,550,631    943,308,220 
End of period  $322,590,891   $418,550,631 

 

See Accompanying Notes to Financial Statements.  
Semi-Annual Report | October 31, 2023 19

   

 

Financial Highlights
For a share outstanding throughout the period or years presented.

 

Investor Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME/(LOSS) FROM OPERATIONS:
Net investment income/(loss)(a)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
 
LESS DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
From net realized gains on investments
Total distributions
 
Redemption fees added to paid-in capital
Increase/(decrease) in net asset value
NET ASSET VALUE, END OF PERIOD
 
Total return
 
RATIOS AND SUPPLEMENTAL DATA:
Net assets, end of period (000's)
 
Ratio of expenses to average net assets without fee waivers/reimbursements
Ratio of expenses to average net assets including fee waivers/reimbursements
 
Net investment income/(loss) to average net assets including fee waivers/reimbursements
 
Portfolio turnover rate

 

(a)Per share numbers have been calculated using the average shares method.
(b)Less than $(0.005) per share.
(c)Less than $0.005 per share.
(d)Not Annualized.
(e)Annualized.

 

See Accompanying Notes to Financial Statements.  
20 www.vulcanvaluepartners.com

   

 

Vulcan Value Partners Fund

 

For the Six
Months Ended
October 31, 2023
(Unaudited)
   For the Year
Ended April 30,
2023
   For the Year
Ended April 30,
2022
   For the Year
Ended April 30,
2021
   For the Year
Ended April 30,
2020
   For the Year
Ended April 30,
2019
 
$19.01   $20.74   $29.87   $19.50   $21.05   $21.39 
                            
 (0.00)(b)    0.00(c)    (0.16)   (0.14)   0.03    0.08 
 0.24    (0.74)   (5.75)   11.42    (0.53)   1.13 
 0.24    (0.74)   (5.91)   11.28    (0.50)   1.21 
                            
             0.00(c)    0.00(c)    (0.13)
     (0.99)   (3.22)   (0.91)   (1.05)   (1.42)
     (0.99)   (3.22)   (0.91)   (1.05)   (1.55)
                            
             0.00(c)    0.00(c)    0.00(c) 
 0.24    (1.73)   (9.13)   10.37    (1.55)   (0.34)
$19.25   $19.01   $20.74   $29.87   $19.50   $21.05 
                            
 1.26%(d)    (2.99%)   (22.93%)   58.62%   (3.15%)   6.80%
                            
$198,874   $232,565   $437,470   $624,789   $500,309   $1,284,556 
                            
 1.08%(e)    1.08%   1.06%   1.08%   1.09%   1.08%
 1.08%(e)    1.08%   1.06%   1.08%   1.09%   1.08%
 (0.02%)(e)    0.01%   (0.54%)   (0.57%)   0.12%   0.38%
 19%(d)    40%   49%   67%   80%   73%

 

See Accompanying Notes to Financial Statements.  
Semi-Annual Report | October 31, 2023 21

   

 

Financial Highlights Vulcan Value Partners Fund
For a share outstanding throughout the period or years presented.

 

Institutional Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME/(LOSS) FROM OPERATIONS:
Net investment income/(loss)(a)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
 
LESS DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
From net realized gains on investments
Total distributions
 
Redemption fees added to paid-in capital
Increase/(decrease) in net asset value
NET ASSET VALUE, END OF PERIOD
 
Total return
 
RATIOS AND SUPPLEMENTAL DATA:
Net assets, end of period (000's)
 
Ratio of expenses to average net assets without fee waivers/reimbursements
Ratio of expenses to average net assets including fee waivers/reimbursements
 
Net investment income/(loss) to average net assets including fee waivers/reimbursements
 
Portfolio turnover rate

 

(a)Per share numbers have been calculated using the average shares method.
(b)Less than $0.005 per share.
(c)Not Annualized.
(d)Annualized.

 

See Accompanying Notes to Financial Statements.  
22 www.vulcanvaluepartners.com

   

 

Vulcan Value Partners Fund

 

For the Six Months
Ended
October 31, 2023
(Unaudited)
   For the Year Ended
April 30, 2023
   For the Year Ended
April 30, 2022
   For the Year Ended
April 30, 2021
   For the Period
May 1, 2019
(Inception) to
April 30, 2020
 
$19.15   $20.84   $29.93   $19.52   $21.02 
                       
 0.02    0.04    (0.10)   (0.09)   0.09 
 0.24    (0.74)   (5.77)   11.46    (0.51)
 0.26    (0.70)   (5.87)   11.37    (0.42)
                       
             (0.05)   (0.03)
     (0.99)   (3.22)   (0.91)   (1.05)
     (0.99)   (3.22)   (0.96)   (1.08)
                       
             0.00(b)    0.00(b) 
 0.26    (1.69)   (9.09)   10.41    (1.50)
$19.41   $19.15   $20.84   $29.93   $19.52 
                       
 1.36%   (2.78%)   (22.74%)   59.02%   (2.83%)(c) 
                       
$477,177   $696,853   $966,357   $1,147,175   $768,726 
                       
 1.13%   1.13%   1.11%   1.12%   1.14%(d) 
 0.85%   0.85%   0.85%   0.85%   0.85%(d) 
 0.22%   0.23%   (0.34%)   (0.36%)   0.40%(d) 
 19%   40%   49%   67%   80%(c) 

 

See Accompanying Notes to Financial Statements.  
Semi-Annual Report | October 31, 2023 23

   

 

Financial Highlights
For a share outstanding throughout the period or years presented.

 

Investor Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME/(LOSS) FROM OPERATIONS:
Net investment income/(loss)(a)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
 
LESS DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
From net realized gains on investments
Total distributions
 
Redemption fees added to paid-in capital
Increase/(decrease) in net asset value
NET ASSET VALUE, END OF PERIOD
 
Total return
 
RATIOS AND SUPPLEMENTAL DATA:
Net assets, end of period (000's)
 
Ratio of expenses to average net assets without fee waivers/reimbursements
Ratio of expenses to average net assets including fee waivers/reimbursements
 
Net investment income/(loss) to average net assets including fee waivers/reimbursements
 
Portfolio turnover rate

 

(a)Per share numbers have been calculated using the average shares method.
(b)Less than $0.005 per share.
(c)Not Annualized.
(d)Annualized.

 

See Accompanying Notes to Financial Statements.  
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Vulcan Value Partners Small Cap Fund

 

For the Six
Months Ended
October 31,
2023
(Unaudited)
   For the Year
Ended April 30,
2023
   For the Year
Ended April 30,
2022
   For the Year
Ended April 30,
2021
   For the Year
Ended April 30,
2020
   For the Year
Ended April 30,
2019
 
$10.87   $14.47   $22.62   $12.01   $17.31   $19.52 
                            
 0.04    0.01    (0.10)   (0.10)   0.12    0.10 
 (1.09)   (2.18)   (3.22)   10.73    (4.57)   0.38 
 (1.05)   (2.17)   (3.32)   10.63    (4.45)   0.48 
                            
             (0.02)   (0.08)   (0.12)
     (1.43)   (4.83)       (0.77)   (2.57)
     (1.43)   (4.83)   (0.02)   (0.85)   (2.69)
                            
             0.00(b)    0.00(b)    0.00(b) 
 (1.05)   (3.60)   (8.15)   10.61    (5.30)   (2.21)
$9.82   $10.87   $14.47   $22.62   $12.01   $17.31 
                            
 (9.66%)(c)    (14.39%)   (21.58%)   88.51%   (27.28%)   4.76%
                            
$47,513   $75,271   $221,910   $310,600   $153,249   $543,174 
                            
 1.27%(d)    1.26%   1.25%   1.25%   1.26%   1.27%
 1.25%(d)    1.25%   1.25%   1.25%   1.25%   1.25%
 0.66%(d)    0.12%   (0.47)%   (0.65)%   0.75%   0.54%
 19%(c)    26%   69%   75%   102%   68%

 

See Accompanying Notes to Financial Statements.  
Semi-Annual Report | October 31, 2023 25

   

 

Financial Highlights Vulcan Value Partners Small Cap Fund
For a share outstanding throughout the period or years presented.

 

Institutional Class
NET ASSET VALUE, BEGINNING OF PERIOD
INCOME/(LOSS) FROM OPERATIONS:
Net investment income/(loss)(a)
Net realized and unrealized gain/(loss) on investments
Total from investment operations
 
LESS DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income
From net realized gains on investments
Total distributions
 
Redemption fees added to paid-in capital
Increase/(decrease) in net asset value
NET ASSET VALUE, END OF PERIOD
 
Total return
 
RATIOS AND SUPPLEMENTAL DATA:
Net assets, end of period (000's)
 
Ratio of expenses to average net assets without fee waivers/reimbursements
Ratio of expenses to average net assets including fee waivers/reimbursements
 
Net investment income/(loss) to average net assets including fee waivers/reimbursements
 
Portfolio turnover rate

 

(a)Per share numbers have been calculated using the average shares method.
(b)Less than $0.005 per share.
(c)Not Annualized.
(d)Annualized.

 

See Accompanying Notes to Financial Statements.  
26 www.vulcanvaluepartners.com

   

 

Financial Highlights Vulcan Value Partners Small Cap Fund

 

For the Six Months
Ended
October 31, 2023
(Unaudited)
   For the Year Ended
April 30, 2023
   For the Year Ended
April 30, 2022
   For the Year Ended
April 30, 2021
   For the Period
May 1, 2019
(Inception) to
April 30, 2020
 
$10.99   $14.57   $22.70   $12.03   $17.18 
                       
 0.05    0.05    (0.04)   (0.06)   0.12 
 (1.10)   (2.20)   (3.26)   10.77    (4.41)
 (1.05)   (2.15)   (3.30)   10.71    (4.29)
                       
             (0.04)   (0.09)
     (1.43)   (4.83)       (0.77)
     (1.43)   (4.83)   (0.04)   (0.86)
                       
             0.00(b)    0.00(b) 
 (1.05)   (3.58)   (8.13)   10.67    (5.15)
$9.94   $10.99   $14.57   $22.70   $12.03 
                       
 (9.55%)   (14.14%)   (21.40%)   89.07%   (26.56%)(c) 
                       
$275,078   $343,279   $721,399   $710,679   $247,629 
                       
 1.30%   1.31%   1.27%   1.29%   1.32%(d) 
 1.00%   1.00%   1.00%   1.00%   1.00%(d) 
 0.94%   0.42%   (0.19)%   (0.39)%   0.76%(d) 
 19%   26%   69%   75%   102%(c) 

 

See Accompanying Notes to Financial Statements.  
Semi-Annual Report | October 31, 2023 27

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

1. ORGANIZATION

 

 

Financial Investors Trust (the “Trust”) is organized as a Delaware statutory trust and is registered as an open-end management investment company under the Investment Company Act of 1940, as amended (“1940 Act”). The Trust consists of multiple separate portfolios or series. This semi-annual report describes the Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund (each a “Fund” and collectively, the “Funds”). The Funds seek to achieve long-term capital appreciation. The Funds offer Investor Class and Institutional Class shares.

 

2. SIGNIFICANT ACCOUNTING POLICIES

 

 

The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), including policies specific to investment companies. The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Actual results could differ from those estimates. The Funds are considered an investment company for financial reporting purposes under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification Topic 946. The following is a summary of significant accounting policies consistently followed by the Funds in preparation of their financial statements.

 

Investment Valuation: The Funds generally value their securities based on market prices determined at the close of regular trading on the New York Stock Exchange (“NYSE”), normally 4:00 p.m. Eastern Time, on each day the NYSE is open for trading.

 

For equity securities and mutual funds that are traded on an exchange, the market price is usually the closing sale or official closing price on that exchange. In the case of equity securities not traded on an exchange, or if such closing prices are not otherwise available, the securities are valued at the mean of the most recent bid and ask prices on such day. Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value, with the exception of exchange-traded open-end investment companies, which are priced as equity securities.

 

The market price for debt obligations is generally the quote supplied by an independent third-party pricing service utilized by the valuation designee which may use a matrix, formula or other objective method that takes into consideration quotations from dealers, market transactions in comparable investments, market indices and yield curves. If vendors are unable to supply a quote, or if the quote supplied is deemed to be unreliable, the market price may be determined using quotations received from one or more broker–dealers that make a market in the security.

 

Equity securities that are primarily traded on foreign securities exchanges are valued at the closing values of such securities on their respective foreign exchanges, except when an event occurs subsequent to the close of the foreign exchange but before the close of the NYSE, such that the securities’ value would likely change. In such an event, the fair values of those securities are determined in good faith through consideration of other factors in accordance with procedures utilized by Vulcan Value Partners, LLC (the “Adviser”), as the Funds' Valuation Designee and under the general supervision of the Board of Trustees of the Trust (the “Board” or the “Trustees”). Each

 

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Notes to Financial Statements
October 31, 2023 (Unaudited)

 

Fund uses a fair valuation model provided by an independent pricing service, which is intended to reflect fair value when a security’s value or a meaningful portion of the Fund’s portfolio is believed to have been materially affected by a valuation event that has occurred between the close of the exchange or market on which the security is traded and the close of the regular trading day on the NYSE.

 

When such prices or quotations are not available, or when the Adviser believes that they are unreliable, securities may be priced using fair value procedures utilized by the valuation designee.

 

Pursuant to Rule 2a-5 under the Investment Company Act of 1940, the Board has appointed the Adviser to serve as the Valuation Designee to perform fair value determinations for investments in the Funds. When such prices or quotations are not available, or when the Valuation Designee believes that they are unreliable, securities may be priced using fair value procedures approved by the Board. The fair valuation policies and procedures (“FV Procedures”) have been adopted by the Board for the fair valuation of portfolio assets held by the Fund(s) in the event that (1) market quotations for the current price of a portfolio security or asset are not readily available, or (2) available market quotations that would otherwise be used to value a portfolio security or asset in accordance with the Fund’s Pricing Procedures appear to be unreliable. The Pricing Procedures reflect certain pricing methodologies (or “logics”) that are not “readily available market quotations” and thus are viewed and treated as fair valuations. The Valuation Designee routinely meets to discuss fair valuations of portfolio securities and other instruments held by the Fund(s).

 

Fair Value Measurements: A three-tier hierarchy has been established to classify fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability that are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability that are developed based on the best information available. Various inputs are used in determining the value of each Fund’s investments as of the reporting period end. The designated input levels are not necessarily an indication of the risk or liquidity associated with these investments. These inputs are categorized in the following hierarchy under applicable financial accounting standards:

 

Level 1 – Unadjusted quoted prices in active markets for identical investments, unrestricted assets or liabilities that the Funds have the ability to access at the measurement date;
Level 2 – Quoted prices which are not active, quoted prices for similar assets or liabilities in active markets or inputs other than quoted prices that are observable (either directly or indirectly) for substantially the full term of the asset or liability; and
Level 3 – Significant unobservable prices or inputs (including the Funds’ own assumptions in determining the fair value of investments) where there is little or no market activity for the asset or liability at the measurement date.

 

Semi-Annual Report | October 31, 2023 29

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

The following is a summary of each input used to value each Fund’s investments as of October 31, 2023:

 

Vulcan Value Partners Fund:

 

Investments in Securities at Value  Level 1 -
Unadjusted
Quoted Prices
   Level 2 - Other
Significant
Observable
Inputs
   Level 3 -
Significant
Unobservable
Inputs
   Total 
Common Stocks(a)  $666,407,259   $   $   $666,407,259 
Short Term Investments   7,687,208            7,687,208 
TOTAL  $674,094,467   $   $   $674,094,467 

 

Vulcan Value Partners Small Cap Fund:

 

Investments in Securities at Value  Level 1 -
Unadjusted
Quoted Prices
   Level 2 - Other
Significant
Observable
Inputs
   Level 3 -
Significant
Unobservable
Inputs
   Total 
Common Stocks(a)  $318,161,325   $   $   $318,161,325 
Short Term Investments   3,944,556            3,944,556 
TOTAL  $322,105,881   $   $   $322,105,881 

 

(a)For detailed descriptions, see the accompanying Statements of Investments.

 

For the six-months ended October 31, 2023, the Funds did not have any securities that used significant unobservable inputs (Level 3) in determining fair value.

 

Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date). Realized gains and losses from investment transactions are reported on an identified cost basis, which is the same basis the Funds use for federal income tax purposes. Interest income, which includes accretion of discounts and amortization of premiums, is accrued and recorded as earned. Dividend income is recognized on the ex-dividend date or, for certain foreign securities, as soon as information is available to the Funds. All of the realized and unrealized gains and losses and net investment income, are allocated daily to each class in proportion to its average daily net assets.

 

ReFlow Liquidity Program: Each Fund may participate in the ReFlow liquidity program, which is designed to provide an alternative liquidity source for mutual funds experiencing net redemptions of their shares. Pursuant to the program, ReFlow Fund, LLC (“ReFlow”) provides participating mutual funds with a source of cash to meet net shareholder redemptions by standing ready each business day to purchase fund shares up to the value of the net shares redeemed by other shareholders that are to settle the next business day. ReFlow will purchase shares of the Fund at net asset value and will not be subject to any investment minimums. Following purchases of Fund shares, ReFlow then generally redeems those shares when the Fund experiences net subscriptions, at the end of a maximum holding period determined by ReFlow (currently 28 days), or at other times as the Fund may request. ReFlow may choose to redeem its position in the Fund with an in-kind transfer of securities, instead of cash, enabling the Fund to avoid a realization of capital gains on the securities it transfers. ReFlow will not be subject to any short-term redemption fees. While ReFlow holds Fund shares, it will have the same rights and privileges with respect to those shares as any other

 

30 www.vulcanvaluepartners.com

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

shareholder. For use of the ReFlow service, a Fund pays a fee to ReFlow each time it purchases Fund shares, calculated by applying to the purchase amount a fee rate determined through an automated daily auction among participating mutual funds. The current minimum fee rate is 0.20% of the value of the Fund shares purchased by ReFlow although the Fund may submit a bid at a higher fee rate if it determines that doing so is in the best interest of Fund shareholders. In accordance with federal securities laws, ReFlow is prohibited from acquiring more than 3% of the outstanding voting securities of a Fund. There is no assurance that ReFlow will have sufficient funds available to meet the Funds’ liquidity needs on a particular day. During the six-months ended October 31, 2023, the Funds did not participate in ReFlow. Fees associated with ReFlow are disclosed in the Statements of Operations.

 

Real Estate Investment Trusts (“REITs”): The Funds may invest a portion of their assets in REITs and are subject to certain risks associated with direct investment in REITs. REITs may be affected by changes in the value of their underlying properties and by defaults by borrowers or tenants. REITs depend generally on their ability to generate cash flow to make distributions to shareowners, and certain REITs have self-liquidation provisions by which mortgages held may be paid in full and distributions of capital returns may be made at any time. In addition, the performance of a REIT may be affected by its failure to qualify for tax-free pass-through of income under the Internal Revenue Code of 1986, as amended (the “Code”), or its failure to maintain exemption from registration under the 1940 Act. A Fund’s investments in REITs may result in such Fund’s receipt of cash in excess of the REITs’ earnings. If the Fund receives such distributions all or a portion of these distributions will constitute a return of capital to such Fund. Receiving a return of capital distribution from REITs will reduce the amount of income available to be distributed to Fund shareholders. Income from REITs generally will not be eligible for treatment as qualified dividend income. As the final character of the distributions is not known until reported by the REITs on their 1099s, the Funds utilize an average of the prior year’s reallocation information as an estimate for the current year character of distributions.

 

Foreign Securities: The Funds may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible reevaluation of currencies, the inability to repatriate foreign currency, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers.

 

Foreign Currency Translation: The books and records of the Funds are maintained in U.S. dollars. Investment valuations and other assets and liabilities initially expressed in foreign currencies are converted each business day into U.S. dollars based upon current exchange rates. Prevailing foreign exchange rates may generally be obtained at the close of the NYSE (normally, 4:00 p.m. Eastern Time). The portion of realized and unrealized gains or losses on investments due to fluctuations in foreign currency exchange rates is not separately disclosed and is included in realized and unrealized gains or losses on investments, when applicable.

 

In-Kind Redemptions: During the six-months ended October 31, 2023, the Vulcan Value Partners Fund distributed portfolio securities rather than cash as payment for certain redemptions of fund shares (in-kind redemptions) in the amount of $56,816,437. For financial reporting purposes, the

 

 

Semi-Annual Report | October 31, 2023 31

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

Vulcan Value Partners Fund recognized gains on the in-kind redemptions in the amount of $31,486,901. During the six-months ended October 31, 2023, the Vulcan Value Partners Small Cap Fund distributed portfolio securities rather than cash as payment for certain redemptions of fund shares (in-kind redemptions) in the amount of $7,893,202. For financial reporting purposes, the Vulcan Value Partners Small Cap Fund recognized gains on the in-kind redemptions in the amount of $2,880,528. For tax purposes, the gains are not recognized.

 

Trust Expenses: Some expenses of the Trust can be directly attributed to the Funds. Expenses which cannot be directly attributed are apportioned among all funds in the Trust based on average net assets of each fund.

 

Fund Expenses: Expenses that are specific to a Fund are charged directly to that Fund.

 

Federal Income Taxes: Each Fund complies with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and intends to distribute substantially all of its net taxable income and net capital gains, if any, each year so that it will not be subject to excise tax on undistributed income and gains. The Funds are not subject to income taxes to the extent such distributions are made.

 

As of and during six-months ended October 31, 2023, the Funds did not have a liability for any unrecognized tax benefits. The Funds file U.S. federal, state, and local tax returns as required. The Fund’s tax returns are subject to examination by the relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return for federal purposes and four years for most state returns. Tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

 

Distributions to Shareholders: Each Fund normally pays dividends and distributes capital gains, if any, on an annual basis. Income dividend distributions are derived from dividends and other income each Fund receives from its investments, including short-term capital gains. Long term capital gain distributions are derived from gains realized when each Fund sells a security it has owned for more than a year. Each Fund may make additional distributions and dividends at other times if the portfolio manager believes doing so may be necessary for each Fund to avoid or reduce taxes.

 

3. TAX BASIS INFORMATION

 

 

Tax Basis of Investments: As of October 31, 2023, the aggregate cost of investments, gross unrealized appreciation/(depreciation) and net unrealized appreciation/(depreciation) for federal tax purposes was as follows:

 

   Vulcan Value Partners
Fund
   Vulcan Value Partners
Small Cap Fund
 
Gross appreciation          
(excess of value over tax cost)  $152,202,409   $49,033,451 
Gross depreciation          
(excess of tax cost over value)   (28,629,913)   (106,163,572)
Net unrealized appreciation  $123,572,496   $(57,130,121)
Cost of investments for income tax purposes  $550,521,971   $379,236,002 

 

32 www.vulcanvaluepartners.com

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

Tax Basis of Distributions to Shareholders: The character of distributions made during the year from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. Also, due to the timing of dividend distributions, the fiscal year in which amounts are distributed may differ from the fiscal year in which the income or realized gain were recorded by each Fund.

 

The tax character of distributions paid by the Funds for the fiscal year ended April 30, 2023 were as follows:

 

   Ordinary Income   Long-Term Capital
Gain
 
Vulcan Value Partners Fund  $29,911,862   $19,417,547 
Vulcan Value Partners Small Cap Fund       56,598,927 

 

The tax character of distributions paid by the Funds for the fiscal year ended April 30, 2022 were as follows:

 

   Ordinary Income   Long-Term Capital
Gain
 
Vulcan Value Partners Fund  $62,751,029   $135,752,526 
Vulcan Value Partners Small Cap Fund   205,802,260    40,920,109 

 

The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end. Accordingly, tax basis balances have not been determined as of October 31, 2023.

 

4. SECURITIES TRANSACTIONS

 

 

The cost of purchases and proceeds from sales of securities (excluding short-term securities and in-kind redemptions) during the six-months ended October 31, 2023 were as follows:

 

Fund  Purchase of Securities   Proceeds From Sales of
Securities
 
Vulcan Value Partners Fund  $158,629,129   $441,177,575 
Vulcan Value Partners Small Cap Fund   73,712,555    129,711,219 

 

5. SHARES OF BENEFICIAL INTEREST

 

 

The capitalization of the Trust consists of an unlimited number of shares of beneficial interest with no par value per share. Holders of the shares of the Funds of the Trust have one vote for each share held and a proportionate fraction of a vote for each fractional share. All shares issued and outstanding are fully paid and are transferable and redeemable at the option of the shareholder. Purchasers of the shares do not have any obligation to make payments to the Trust or its creditors solely by reason of the purchasers’ ownership of the shares. Shares have no pre-emptive rights.

 

Semi-Annual Report | October 31, 2023 33

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

Transactions in shares of capital stock for the dates listed below were as follows:

 

Vulcan Value Partners Fund  For the Six
Months Ended
October 31, 2023
(Unaudited)
   For the Year Ended
April 30, 2023
 
Shares Sold          
Institutional Class   3,057,717    12,918,273 
Investor Class   131,907     
Shares Issued in Reinvestment of Dividends          
Institutional Class       3,945,756 
Less Shares Redeemed          
Institutional Class   (14,873,128)   (36,831,454)
Investor Class   (2,036,151)    
Net Decrease   (13,719,655)   (19,967,425)

 

Vulcan Value Partners Small Cap Fund  For the Six
Months Ended
October 31, 2023
(Unaudited)
   For the Year Ended
April 30, 2023
 
Shares Sold          
Institutional Class   3,067,829    30,802,666 
Investor Class   233,754     
Shares Issued in Reinvestment of Dividends          
Institutional Class       5,991,424 
Less Shares Redeemed          
Institutional Class   (6,646,099)   (73,301,976)
Investor Class   (2,322,853)    
Net Decrease   (5,667,369)   (36,507,886)

 

6. MANAGEMENT AND RELATED-PARTY TRANSACTIONS

 

 

The Adviser, subject to the authority of the Board, is responsible for the overall management and administration of the Funds’ business affairs. The Adviser manages the investments of the Funds in accordance with each Fund’s investment objective, policies and limitations and investment guidelines established jointly by the Adviser and the Board. Pursuant to the Investment Advisory Agreement (the “Advisory Agreement”), the Funds pay the Adviser an annual management fee of 1.00% and 1.15% for Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund, respectively, based on each Fund’s average daily net assets. The management fee is paid on a monthly basis.

 

With respect to the Funds’ Investor Class, to the extent the Total Annual Fund Operating Expenses with respect to either Fund (exclusive of Acquired Fund Fees and Expenses (if any), brokerage expenses, interest expense, taxes and extraordinary expenses) (“Designated Annual Fund Operating Expenses”) exceed 1.25% of such Fund’s average daily net assets for a particular fiscal year of the

 

34 www.vulcanvaluepartners.com

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

Fund, the Adviser will reduce the Management Fee and/or Other Expenses otherwise payable to the Adviser with respect to such Fund for such fiscal year by an amount equal to such excess, and/or the Adviser shall reimburse the Fund by the amount of such excess.

 

With respect to the Funds’ Institutional Class, to the extent the Total Annual Fund Operating Expenses with respect to either Fund (exclusive of Acquired Fund Fees and Expenses (if any), brokerage expenses, interest expense, taxes and extraordinary expenses) (“Designated Annual Fund Operating Expenses”) exceed 0.85% and 1.00% of the Vulcan Value Partners Fund’s and the Vulcan Value Partners Small Cap Fund’s average daily net assets, respectively, for a particular fiscal year of the Fund, the Adviser will reduce the Management Fee and/or Other Expenses otherwise payable to the Adviser with respect to such Fund for such fiscal year by an amount equal to such excess, and/or the Adviser shall reimburse the Fund by the amount of such excess.

 

The Adviser agrees that the foregoing fee waiver and reimbursement agreement for each Fund are effective as of September 1, 2023 and shall continue through August 31, 2024.

 

The Adviser will be permitted to recapture expenses it has borne through this letter agreement to the extent that a Fund’s expenses in later periods fall below the annual rates set forth in this letter agreement or in previous letter agreements; provided, however, that such recapture payments do not cause the Fund’s expense ratio (after recapture) to exceed the lesser of (i) the expense cap in effect at the time of the waiver and (ii) the expense cap in effect at the time of the recapture. Notwithstanding the foregoing, the Funds will not be obligated to pay any such deferred fees and expenses more than three years after the date on which the fee and expenses were deferred.

 

For the six-months ended October 31, 2023, the fee waivers and/or reimbursements and recoupment amounts were as follows:

 

Fund  Fees Waived/Reimbursed
By Adviser
   Recoupment of Previously
Waived Fees by Adviser
 
Vulcan Value Partners Fund          
Investor  $   $ 
Institutional   (911,967)    
Vulcan Value Partners Small Cap Fund          
Investor   (6,628)    
Institutional   (537,377)    

 

As of six-months ended October 31, 2023, the balances of recoupable expenses for each Fund were as follows:

 

Fund  Expires
2024
   Expires
2025
   Expires
2026
   Expires
2027
   Total 
Vulcan Value Partners Fund                         
Investor  $-   $-   $-   $-   $- 
Institutional   1,230,164    3,139,514    2,092,143    911,967    7,373,788 
Vulcan Value Partners Small Cap Fund                         
Investor   3,860    -    20,237    6,628    30,725 
Institutional   676,896    2,306,194    1,482,188    537,377    5,474,335 

 

Semi-Annual Report | October 31, 2023 35

   

 

Notes to Financial Statements
October 31, 2023 (Unaudited)

 

Fund Administrator Fees and Expenses: ALPS Fund Services, Inc. (“ALPS”) serves as administrator to the Funds and the Funds have agreed to pay expenses incurred in connection with their administrative activities. Pursuant to an Administration Agreement, ALPS provides operational services to the Funds including, but not limited to fund accounting and fund administration and generally assist in each Fund’s operations. Officers of the Trust are employees of ALPS. The Funds’ administration fee is accrued on a daily basis and paid monthly. Administrative fees paid by the Funds for the six-months ended October 31, 2023 are disclosed in the Statements of Operations.

 

ALPS is reimbursed by the Funds for certain out-of-pocket expenses.

 

Transfer Agent: ALPS serves as transfer, dividend paying and shareholder servicing agent for the Funds. ALPS receives an annual minimum fee, a fee based upon the number of shareholder accounts, and is also reimbursed by the Funds for certain out-of-pocket expenses. Transfer agent fees paid by the Funds for the six-months ended October 31, 2023 are disclosed in the Statements of Operations.

 

Compliance Services: ALPS provides services that assist the Trust’s chief compliance officer in monitoring and testing the policies and procedures of the Trust in conjunction with requirements under Rule 38a-1 under the 1940 Act and receives an annual base fee. ALPS is reimbursed for certain out-of-pocket expenses by the Funds. Vulcan pays this fee on behalf of the Funds.

 

Principal Financial Officer: ALPS receives an annual fee for providing principal financial officer services to the Funds. Principal financial officer fees paid by the Fund for the six-months ended October 31, 2023 are disclosed in the Statements of Operations.

 

Distributor: ALPS Distributors, Inc. (“ADI” or the “Distributor”) (an affiliate of ALPS) acts as the distributor of each Fund’s shares pursuant to a Distribution Agreement with the Trust. Shares are sold on a continuous basis by ADI as agent for the Funds, and ADI has agreed to use its best efforts to solicit orders for the sale of each Fund’s shares, although it is not obliged to sell any particular amount of shares. ADI is not entitled to any compensation for its services as Distributor. ADI is registered as a broker-dealer with the U.S. Securities and Exchange Commission. Certain intermediaries may charge networking, omnibus account or other administrative fees with respect to transactions in shares of the Funds. Transactions may be processed through the National Securities Clearing Corporation (“NSCC”) or similar systems or processed on a manual basis. These fees are paid by the Funds to the Distributor, which uses such fees to reimburse intermediaries. In the event an intermediary receiving payments from the Distributor on behalf of the Funds converts from a networking structure to an omnibus account structure or otherwise experiences increased costs, fees borne by the Funds may increase. Fees are disclosed on the Statements of Operations as “Delegated transfer agent equivalent services fees”.

 

Trustees: The fees and expenses of the Trustees of the Board are presented in the Statements of Operations.

 

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Notes to Financial Statements
October 31, 2023 (Unaudited)

 

7. INDEMNIFICATIONS

 

 

Under the Trust’s organizational documents, its Officers and Trustees are indemnified against certain liability arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts with service providers that may contain general indemnification clauses which may permit indemnification to the extent permissible under applicable law. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred.

 

8. SUBSEQUENT EVENT

 

 

Subsequent events after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial statements were issued.

 

Semi-Annual Report | October 31, 2023 37

   

 

Additional Information
October 31, 2023 (Unaudited)

 

1. FUND HOLDINGS

 

 

The Funds file its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) 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 reports are available on the SEC's Web site at http://www.sec.gov. The Funds’ Form N-PORT reports are also available upon request by calling (toll-free) (866) 759-5679.

 

2. FUND PROXY VOTING POLICIES, PROCEDURES AND SUMMARIES

 

 

The Funds’ policies and procedures used in determining how to vote proxies and information regarding how the Fund voted proxies relating to portfolio securities during the most recent prior 12-month period ending June 30 are available without charge, (1) upon request, by calling (toll-free) (866)-759-5679 and (2) on the SEC’s website at http://www.sec.gov.

 

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Liquidity Risk Management Program
October 31, 2023 (Unaudited)

 

The Financial Investors Trust (the “Trust”) has established a liquidity risk management program (the “Program”) to govern the Trust’s approach to managing liquidity risk for each fund in the Trust (each a “Fund”). The Program is overseen by the Liquidity Committee (the “Committee”), a committee comprised of representatives of the Trust’s investment advisers, sub-advisers, and Officers of the Trust. The Trust’s Board of Trustees (the “Board”) has approved the designation of the Committee to oversee the Program.

 

The Program’s principal objectives include supporting each Fund’s compliance with limits on investments in illiquid assets and mitigating the risk that a Fund will be unable to meet its redemption obligations in a timely manner. The Program also includes a number of elements that support the management and assessment of liquidity risk, including a periodic assessment of factors that influence a Fund’s liquidity and the periodic classification and re-classification of the Fund’s investments into groupings that reflect the Committee’s assessment of their relative liquidity under current market conditions.

 

At a meeting of the Board held on June 13, 2023, the Trustees received a report from the Committee regarding the design and operational effectiveness of the Program during the calendar year 2022. The Committee determined, and reported to the Board, that the Program is reasonably designed to assess and manage each Fund’s liquidity risk and has operated adequately and effectively to manage each Fund’s liquidity risk since implementation.

 

The Committee reported that during the period covered by the report, there were no liquidity events that impacted the Funds or their ability to timely meet redemptions without dilution to existing shareholders. Among other things, the Board noted that the Funds are not required to have a highly liquid investment minimum based on their liquidity classifications. The Board further noted that no material changes have been made to the Program since its implementation.

 

Semi-Annual Report | October 31, 2023 39

   

 

Privacy Policy
October 31, 2023 (Unaudited)

 

WHO WE ARE  
Who is providing this notice? Vulcan Value Partners Fund and Vulcan Value Partners Small Cap Fund.
WHAT WE DO  
How do the Funds protect my personal information? To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How do the Funds collect my personal information?

We collect your personal information, for example, when you

 

●    open an account

●    provide account information or give us your contact information

●    make a wire transfer or deposit money

Why can’t I limit all sharing?

Federal law gives you the right to limit only

 

●    sharing for affiliates’ everyday business purposes-information about your creditworthiness

●    affiliates from using your information to market to you

●    sharing for non-affiliates to market to you

 

State laws and individual companies may give you additional rights to limit sharing.

 

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Privacy Policy
October 31, 2023 (Unaudited)

 

FACTS WHAT DO THE FUNDS DO WITH YOUR PERSONAL INFORMATION?
WHY? Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
WHAT?

The types of personal information we collect and share depend on the product or service you have with us. This information can include:

●    Social Security number and account transactions

●    Account balances and transaction history

●    Wire transfer instructions

HOW? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Funds choose to share; and whether you can limit this sharing.

 

REASONS WE CAN SHARE YOUR PERSONAL INFORMATION DO THE FUNDS
SHARE:
CAN YOU
LIMIT
THIS
SHARING?
For our everyday business purposes –
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus
Yes No

For our marketing purposes –

to offer our products and services to you

No We do not share.
For joint marketing with other financial companies No We do not share.
For our affiliates’ everyday business purposes –
information about your transactions and experiences
Yes No
For our affiliates’ everyday business purposes –
information about your creditworthiness
No We do not share.
For non-affiliates to market to you No We do not share.

 

Semi-Annual Report | October 31, 2023 41

   

 

 

 

 

(b)       Not applicable.

 

Item 2.Code of Ethics.

 

Not applicable to this Report.

 

Item 3.Audit Committee Financial Expert.

 

Not applicable to this Report.

 

Item 4.Principal Accountant Fees and Services.

 

Not applicable to this Report.

 

Item 5.Audit Committee of Listed Registrants.

 

Not applicable to the Registrant.

 

Item 6.Investments.

 

(a)Schedule of Investments is included as part of the Reports to Stockholders filed under Item 1 of this Form N-CSR.

 

(b)Not applicable.

 

Item 7.Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to the Registrant.

 

Item 8.Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to the Registrant.

 

Item 9.Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable to the Registrant.

 

Item 10.Submission of Matters to a Vote of Security Holders.

 

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees, where those changes were implemented after the Registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K, or this Item.

   

 

Item 11.Controls and Procedures.

 

(a)The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

 

(b)There was no change in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940, as amended) 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 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable to the Registrant.

 

Item 13.Exhibits.

 

(a)(1)Not applicable to this Report.

 

(a)(2)The certifications required by Rule 30a-2(a) of the Investment Company Act of 1940, as amended, and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit 99.Cert.

 

(a)(3)Not applicable to the Registrant.

 

(a)(4)Not applicable to the Registrant.

 

(b)The certifications by the Registrant’s principal executive officer and principal financial officer, as required by Rule 30a-2(b) of the Investment Company Act of 1940, as amended, and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit 99.906Cert.

   

 

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.

 

FINANCIAL INVESTORS TRUST

 

By: /s/ Lucas Foss  
  Lucas Foss (Principal Executive Officer)  
  President  
     
Date: January 5, 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.

 

FINANCIAL INVESTORS TRUST

 

By: /s/ Lucas Foss  
  Lucas Foss (Principal Executive Officer)  
  President  
     
Date: January 5, 2024  
     
By: /s/ Jennell Panella  
  Jennell Panella (Principal Financial Officer)  
  Treasurer  
     
Date: January 5, 2024