Consolidated ssr-output-EDGAR XBRL File

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

________

 

FORM N-CSRS

________

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

 

Investment Company Act File Number 811-08572

 

Bishop Street Funds

(Exact name of registrant as specified in charter)

________

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Address of principal executive offices) (Zip Code)

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: 1-800-262-9565

 

Date of fiscal year end: December 31, 2024

 

Date of reporting period: June 30, 2024

 

 

 

 

 

Item 1. Reports to Stockholders.

 

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

 

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Bishop Street Funds

Hawaii Municipal Bond Fund 

Institutional Class Shares - BSHIX

Semi-Annual Shareholder Report - June 30, 2024

This semi-annual shareholder report contains important information about Institutional Class Shares of the Hawaii Municipal Bond Fund (the "Fund") for the period from January 1, 2024 to June 30, 2024. You can find additional information about the Fund at https://www.bishopstreetfunds.com/literature-resources.html. You can also request this information by contacting us at 1-800-262-9565 

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment) 

Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Hawaii Municipal Bond Fund, Institutional Class Shares
$27
0.55%

Key Fund Statistics as of June 30, 2024

Total Net Assets (000's)
Number of Holdings
Total Advisory Fees Paid (000's)
Portfolio Turnover Rate
$210,176
228
$240
7%

What did the Fund invest in?

Asset WeightingsFootnote Reference*

Holdings Chart
Value
Value
Cash Equivalent
0.3%
Municipal Bonds
98.1%
FootnoteDescription
Footnote*
Percentages are calculated based on total net assets.

Top Ten Holdings

Holding Name
Coupon Rate
Maturity Date
Percentage of Total Net Assets
Hawaii State, Airports System Authority, Ser A, AMT
5.000%
07/01/45
3.5%
Hawaii State, Department of Budget & Finance
5.000%
07/01/35
2.4%
Hawaii State, Housing Finance & Development, Ser A
4.000%
09/01/33
2.2%
Hawaii State, Housing Finance & Development, Ser A
3.750%
01/01/31
1.9%
Hawaii State, Harbor System Revenue, Ser C
4.000%
07/01/40
1.6%
Honolulu Hawaii City & County, HUD SECT 8
5.000%
06/01/27
1.5%
Hawaii State, Housing Finance & Development, Ser A
4.950%
04/01/29
1.5%
Honolulu Hawaii City & County, Wastewater System Revenue, Ser A
4.000%
07/01/49
1.4%
Honolulu Hawaii City & County, Wastewater System Revenue, Ser A
5.000%
07/01/49
1.4%
Hawaii State, Airports System Authority, Ser A, AMT
4.000%
07/01/39
1.3%

Material Fund Changes

There were no material changes during the reporting period. 

Changes in and Disagreements with Accountants 

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

Additional Information

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

  • 1-800-262-9565 

  • https://www.bishopstreetfunds.com/literature-resources.html 

Householding

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

BSF-SA-TSR-2024-1 

Image

Bishop Street Funds

Hawaii Municipal Bond Fund 

Class A Shares - BHIAX

Semi-Annual Shareholder Report - June 30, 2024

This semi-annual shareholder report contains important information about Class A Shares of the Hawaii Municipal Bond Fund (the "Fund") for the period from January 1, 2024 to June 30, 2024. You can find additional information about the Fund at https://www.bishopstreetfunds.com/literature-resources.html. You can also request this information by contacting us at 1-800-262-9565 

What were the Fund costs for the last six months?

(based on a hypothetical $10,000 investment) 

Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
Hawaii Municipal Bond Fund, Class A Shares
$40
0.80%

Key Fund Statistics as of June 30, 2024

Total Net Assets (000's)
Number of Holdings
Total Advisory Fees Paid (000's)
Portfolio Turnover Rate
$210,176
228
$240
7%

What did the Fund invest in?

Asset WeightingsFootnote Reference*

Holdings Chart
Value
Value
Cash Equivalent
0.3%
Municipal Bonds
98.1%
FootnoteDescription
Footnote*
Percentages are calculated based on total net assets.

Top Ten Holdings

Holding Name
Coupon Rate
Maturity Date
Percentage of Total Net Assets
Hawaii State, Airports System Authority, Ser A, AMT
5.000%
07/01/45
3.5%
Hawaii State, Department of Budget & Finance
5.000%
07/01/35
2.4%
Hawaii State, Housing Finance & Development, Ser A
4.000%
09/01/33
2.2%
Hawaii State, Housing Finance & Development, Ser A
3.750%
01/01/31
1.9%
Hawaii State, Harbor System Revenue, Ser C
4.000%
07/01/40
1.6%
Honolulu Hawaii City & County, HUD SECT 8
5.000%
06/01/27
1.5%
Hawaii State, Housing Finance & Development, Ser A
4.950%
04/01/29
1.5%
Honolulu Hawaii City & County, Wastewater System Revenue, Ser A
4.000%
07/01/49
1.4%
Honolulu Hawaii City & County, Wastewater System Revenue, Ser A
5.000%
07/01/49
1.4%
Hawaii State, Airports System Authority, Ser A, AMT
4.000%
07/01/39
1.3%

Material Fund Changes

There were no material changes during the reporting period. 

Changes in and Disagreements with Accountants 

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

Additional Information

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

  • 1-800-262-9565 

  • https://www.bishopstreetfunds.com/literature-resources.html 

Householding

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

BSF-SA-TSR-2024-2 

 

(b) Not applicable.

 

Item 2. Code of Ethics.

 

Not applicable for semi-annual report.

 

Item 3. Audit Committee Financial Expert.

 

Not applicable for semi-annual report.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable for semi-annual report.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable to open-end management investment companies.

 

Item 6. Investments.

 

(a) The Schedule of Investments is included as part of the Financial Statements and Financial Highlights filed under Item 7 of this form.

 

(b) Not applicable.

 

 

 

 

 

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

 

Financial Statements and Financial Highlights are filed herein.

 

 

BISHOP STREET FUNDS®

 

SEMI-ANNUAL FINANCIALS AND OTHER INFORMATION

 

June 30, 2024

 

HAWAII MUNICIPAL BOND FUND

 

 

 

INVESTMENT ADVISER

 

BISHOP STREET CAPITAL MANAGEMENT

 

 

 

The Fund files its complete schedule of Fund holdings for the first and third quarters of each fiscal year or as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT is available on the Fund’s website at http://www.bishopstreetfunds.com.

 

A description of the policies and procedures that Impact Shares, Corp. uses to determine how to vote proxies relating to Fund securities, as well as information relating to how a Fund voted proxies relating to Fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-800-262-9565; and (ii) on the Fund's website at https://www.bishopstreetfunds.com/assets/pdfs/proxy_voting.pdf.

 

 

Bishop Street Funds

TABLE OF CONTENTS

Financial Statements (Form N-CSRS Item 7)

 

Schedule of Investments

2

Statement of Assets and Liabilities

11

Statement of Operations

12

Statements of Changes in Net Assets

13

Financial Highlights

14

Notes to Financial Statements

16

Renewal of Investment Advisory Agreement [Form N-CSRS Item 11]

26

 

1

 

Hawaii Municipal Bond Fund

 

Schedule of Investments

 

 

Face Amount (000)

     

Value
(000)

 
       

MUNICIPAL BONDS — 98.1%

       
       

Hawaii — 98.0%

       
       

Hawaii County, GO

       
  $ 525  

5.000%, 09/01/40

  $ 587  
    1,060  

4.000%, 09/01/42

    1,059  
       

Hawaii County, Ser A, GO

       
    825  

5.000%, 09/01/30

    847  
    675  

5.000%, 09/01/32

    693  
    940  

5.000%, 09/01/33

    978  
    100  

5.000%, 09/01/35

    108  
    345  

5.000%, 09/01/36

    357  
    1,500  

4.000%, 09/01/35

    1,509  
    130  

4.000%, 09/01/36

    134  
    1,500  

4.000%, 09/01/40

    1,505  
       

Hawaii County, Ser B, GO

       
    145  

4.000%, 09/01/26

    147  
       

Hawaii County, Ser C, GO

       
    125  

5.000%, 09/01/27

    129  
       

Hawaii County, Ser D, GO

       
    800  

4.000%, 09/01/31

    813  
       

Hawaii State, Airports System Authority, Ser A, RB, AMT

       
    390  

5.000%, 07/01/31

    405  
    1,000  

5.000%, 07/01/36

    1,084  
    2,040  

5.000%, 07/01/41

    2,050  
    1,735  

5.000%, 07/01/43

    1,777  
    7,335  

5.000%, 07/01/45

    7,357  
    2,600  

5.000%, 07/01/48

    2,645  
    1,500  

5.000%, 07/01/51

    1,554  
    2,800  

4.000%, 07/01/39

    2,757  
       

Hawaii State, Airports System Authority, Ser B, RB, AMT

       
    400  

5.000%, 07/01/24

    400  
       

Hawaii State, Airports System Authority, Ser D, RB

       
    100  

5.000%, 07/01/28

    107  
    1,025  

5.000%, 07/01/29

    1,113  
    475  

5.000%, 07/01/33

    523  
    325  

5.000%, 07/01/34

    358  
    1,000  

4.000%, 07/01/37

    1,028  
    260  

4.000%, 07/01/39

    263  

 

2

Bishop Street Funds

 

 

(Unaudited)

 

 
 

Schedule of Investments

 

 

Face Amount (000)

 

 

Value
(000)

 
       

Hawaii — (continued)

       
       

Hawaii State, Department of Budget & Finance, RB

       
  $ 1,040  

5.000%, 07/01/27

  $ 1,085  
    2,700  

5.000%, 07/01/28

    2,854  
    1,960  

5.000%, 07/01/29

    2,103  
    500  

5.000%, 07/01/31

    548  
    1,920  

5.000%, 07/01/34

    2,157  
    5,000  

5.000%, 07/01/35

    5,059  
    275  

4.000%, 01/01/25

    274  
    140  

4.000%, 01/01/26

    139  
    665  

4.000%, 01/01/27

    663  
    350  

4.000%, 01/01/28

    349  
    250  

4.000%, 01/01/31

    248  
    270  

4.000%, 01/01/32

    268  
    1,200  

4.000%, 07/01/43

    1,190  
    435  

3.000%, 01/01/34

    391  
    600  

3.000%, 01/01/35

    533  
    585  

3.000%, 01/01/36

    512  
       

Hawaii State, Department of Budget & Finance, Ser A, RB

       
    75  

5.000%, 07/01/29

    76  
    515  

5.000%, 07/01/30

    521  
    185  

5.000%, 07/01/35

    187  
    1,805  

4.000%, 07/01/40

    1,757  
       

Hawaii State, Department of Hawaiian Home Lands, Kapolie Office Facilities, Ser A, COP

       
    150  

5.000%, 11/01/24

    151  
    530  

5.000%, 11/01/26

    550  
       

Hawaii State, Department of Hawaiian Home Lands, Kapolie Office Facilities, Ser A, RB

       
    35  

5.000%, 11/01/25

    36  
    680  

5.000%, 11/01/29

    715  
    500  

5.000%, 11/01/30

    526  
    350  

5.000%, 11/01/31

    367  
       

Hawaii State, Department of Hawaiian Home Lands, RB

       
    935  

5.000%, 04/01/25

    945  
    75  

5.000%, 04/01/26

    77  
    630  

5.000%, 04/01/27

    659  
    320  

5.000%, 04/01/29

    332  
    715  

5.000%, 04/01/30

    741  

 

3

June 30, 2024

 

www.bishopstreetfunds.com

 

 

Hawaii Municipal Bond Fund

 

Schedule of Investments

 

 

Face Amount (000)

 

 

Value
(000)

 
       

Hawaii — (continued)

       
  $ 960  

5.000%, 04/01/31

  $ 993  
    800  

5.000%, 04/01/32

    826  
    30  

3.000%, 04/01/32

    29  
       

Hawaii State, Department of Transportation, Airports System, COP, AMT

       
    510  

5.250%, 08/01/25

    511  
    1,055  

5.000%, 08/01/27

    1,056  
    2,075  

5.000%, 08/01/28

    2,076  
       

Hawaii State, Department of Transportation, RB, AMT

       
    1,420  

5.250%, 08/01/24

    1,422  
    2,570  

5.250%, 08/01/26

    2,577  
       

Hawaii State, Harbor System Revenue, Ser A, RB, AMT

       
    755  

5.000%, 07/01/24

    755  
    750  

5.000%, 07/01/26

    768  
    520  

4.000%, 07/01/36

    521  
       

Hawaii State, Harbor System Revenue, Ser C, RB

       
    1,260  

4.000%, 07/01/32

    1,304  
    1,000  

4.000%, 07/01/37

    1,017  
    85  

4.000%, 07/01/38

    86  
    2,160  

4.000%, 07/01/39

    2,180  
    3,405  

4.000%, 07/01/40

    3,419  
       

Hawaii State, Highway Revenue, RB

       
    40  

5.000%, 01/01/35

    44  
    1,265  

5.000%, 01/01/37

    1,399  
    30  

5.000%, 01/01/38

    33  
    380  

5.000%, 01/01/40

    415  
    1,265  

5.000%, 01/01/41

    1,375  
       

Hawaii State, Highway Revenue, Ser A, RB

       
    610  

5.000%, 01/01/30

    658  
    1,045  

5.000%, 01/01/33

    1,046  
    460  

5.000%, 01/01/36

    496  
    720  

4.000%, 01/01/32

    723  
    1,250  

4.000%, 01/01/34

    1,255  
    1,360  

4.000%, 01/01/35

    1,365  
    330  

4.000%, 01/01/36

    331  
       

Hawaii State, Housing Finance & Development, Ser A, RB, FHLMC Insured

       
    80  

3.300%, 01/01/26

    79  

 

4

Bishop Street Funds

 

 

(Unaudited)

 

 
 

Schedule of Investments

 

 

Face Amount (000)

 

 

Value
(000)

 
       

Hawaii — (continued)

       
       

Hawaii State, Housing Finance & Development, Ser A, RB

       
  $ 3,000  

4.950%, 04/01/29

  $ 3,066  
    1,780  

4.750%, 10/01/27

    1,803  
    4,560  

4.000%, 09/01/33

    4,562  
    4,035  

3.750%, 01/01/31

    4,035  
       

Hawaii State, Ser EO, GO

       
    610  

5.000%, 08/01/24, Pre-Refunded @ 100(A)

    611  
    1,605  

5.000%, 08/01/30

    1,607  
       

Hawaii State, Ser EP, GO

       
    65  

5.000%, 08/01/24, Pre-Refunded @ 100(A)

    65  
       

Hawaii State, Ser ET, GO

       
    735  

5.000%, 10/01/25, Pre-Refunded @ 100(A)

    750  
    1,000  

4.000%, 10/01/26

    1,006  
       

Hawaii State, Ser FB, GO

       
    50  

4.000%, 04/01/29

    50  
       

Hawaii State, Ser FG, GO

       
    150  

5.000%, 10/01/27

    156  
    125  

5.000%, 10/01/28

    130  
    715  

5.000%, 10/01/30

    739  
    375  

5.000%, 10/01/31

    388  
       

Hawaii State, Ser FH, GO

       
    125  

5.000%, 10/01/27

    130  
    270  

4.000%, 10/01/31

    270  
       

Hawaii State, Ser FK, GO

       
    1,525  

5.000%, 05/01/29

    1,598  
    525  

5.000%, 05/01/34

    548  
    1,100  

4.000%, 05/01/36

    1,108  
       

Hawaii State, Ser FN-REF, GO

       
    1,100  

5.000%, 10/01/29

    1,158  
    915  

5.000%, 10/01/30

    963  
       

Hawaii State, Ser FT, GO

       
    215  

5.000%, 01/01/30

    228  
    1,215  

5.000%, 01/01/31

    1,285  
    400  

5.000%, 01/01/36

    423  
       

Hawaii State, Ser FW, GO

       
    620  

5.000%, 01/01/33

    669  
    2,040  

5.000%, 01/01/37

    2,203  
    2,045  

5.000%, 01/01/39

    2,190  

 

5

June 30, 2024

 

www.bishopstreetfunds.com

 

 

Hawaii Municipal Bond Fund

 

Schedule of Investments

 

 

Face Amount (000)

 

 

Value
(000)

 
       

Hawaii — (continued)

       
  $ 650  

4.000%, 01/01/37

  $ 660  
       

Honolulu Hawaii City & County, Board of Water Supply, RB

       
    215  

5.000%, 07/01/34

    248  
    140  

5.000%, 07/01/36

    161  
    400  

5.000%, 07/01/42

    443  
       

Honolulu Hawaii City & County, Board of Water Supply, Ser A, RB

       
    100  

5.000%, 07/01/24

    100  
    25  

5.000%, 07/01/24, Pre-Refunded @ 100(A)

    25  
    100  

5.000%, 07/01/27

    105  
    900  

5.000%, 07/01/28

    965  
    1,470  

5.000%, 07/01/29

    1,604  
    100  

5.000%, 07/01/30

    111  
    400  

5.000%, 07/01/34

    455  
    600  

5.000%, 07/01/43

    667  
    400  

4.000%, 07/01/36

    411  
    1,000  

4.000%, 07/01/38

    1,026  
    1,000  

4.000%, 07/01/40

    1,020  
    1,000  

4.000%, 07/01/44

    1,001  
    2,075  

4.000%, 07/01/46

    2,045  
       

Honolulu Hawaii City & County, GO

       
    265  

4.000%, 09/01/33

    271  
    200  

4.000%, 09/01/43

    200  
    1,085  

3.250%, 07/01/35

    1,061  
    785  

3.000%, 07/01/33

    744  
    1,330  

3.000%, 07/01/34

    1,252  
       

Honolulu Hawaii City & County, RB, HUD SECT 8 Insured

       
    3,165  

5.000%, 06/01/27(B)

    3,228  
       

Honolulu Hawaii City & County, Ser A, GO

       
    555  

5.000%, 10/01/29

    565  
    800  

5.000%, 10/01/31

    814  
    1,010  

5.000%, 09/01/32

    1,057  
    1,440  

5.000%, 10/01/32

    1,464  
    1,280  

5.000%, 09/01/33

    1,340  
    580  

5.000%, 09/01/35

    605  
    275  

5.000%, 10/01/36

    279  
    1,970  

5.000%, 10/01/37

    1,995  
    1,390  

5.000%, 09/01/38

    1,476  

 

6

Bishop Street Funds

 

 

(Unaudited)

 

 
 

Schedule of Investments

 

 

Face Amount (000)

 

 

Value
(000)

 
       

Hawaii — (continued)

       
  $ 1,100  

5.000%, 09/01/42

  $ 1,153  
    1,015  

4.000%, 07/01/33

    1,057  
    785  

4.000%, 07/01/34

    816  
    1,220  

4.000%, 09/01/37

    1,225  
    1,035  

4.000%, 07/01/41

    1,046  
       

Honolulu Hawaii City & County, Ser B, GO

       
    85  

5.250%, 07/01/45

    94  
    650  

5.000%, 07/01/37

    734  
       

Honolulu Hawaii City & County, Ser C, GO

       
    890  

5.000%, 08/01/34

    970  
    1,060  

5.000%, 07/01/38

    1,155  
    2,400  

5.000%, 08/01/44

    2,529  
    620  

5.000%, 07/01/45

    657  
    1,000  

4.000%, 10/01/32

    1,011  
    2,140  

4.000%, 10/01/33

    2,161  
    1,355  

4.000%, 08/01/39

    1,369  
    585  

4.000%, 07/01/40

    590  
    170  

3.000%, 10/01/28

    166  
       

Honolulu Hawaii City & County, Ser F, GO

       
    625  

5.000%, 07/01/33

    691  
       

Honolulu Hawaii City & County, Wastewater System Revenue, RB

       
    1,000  

5.000%, 07/01/25, Pre-Refunded @ 100(A)

    1,017  
    1,000  

5.000%, 07/01/32

    1,086  
    175  

5.000%, 07/01/33

    190  
    610  

5.000%, 07/01/34

    698  
    2,100  

4.000%, 07/01/39

    2,126  
       

Honolulu Hawaii City & County, Wastewater System Revenue, Ser A, RB

       
    385  

5.000%, 07/01/31

    397  
    500  

5.000%, 07/01/34

    568  
    1,545  

5.000%, 07/01/36

    1,590  
    90  

5.000%, 07/01/47

    98  
    2,750  

5.000%, 07/01/49

    2,886  
    1,965  

4.000%, 07/01/37

    1,999  
    3,000  

4.000%, 07/01/38

    3,029  
    920  

4.000%, 07/01/39

    930  
    1,000  

4.000%, 07/01/44

    1,000  

 

7

June 30, 2024

 

www.bishopstreetfunds.com

 

 

Hawaii Municipal Bond Fund

 

Schedule of Investments

 

 

Face Amount (000)

 

 

Value
(000)

 
       

Hawaii — (continued)

       
  $ 2,990  

4.000%, 07/01/49

  $ 2,911  
       

Honolulu Hawaii City & County, Wastewater System Revenue, Ser B, RB

       
    240  

5.000%, 07/01/35

    247  
    275  

4.000%, 07/01/29

    278  
    115  

4.000%, 07/01/32

    116  
       

Honolulu Hawaii City & County, Wastewater System Revenue, Ser S, RB

       
    795  

5.000%, 07/01/25, Pre-Refunded @ 100(A)

    809  
       

Kauai County, Community Facilities District, RB

       
    1,300  

5.000%, 05/15/49

    1,306  
    1,000  

5.000%, 05/15/51

    1,005  
       

Kauai County, GO

       
    175  

5.000%, 08/01/26

    181  
    175  

5.000%, 08/01/27

    185  
    140  

5.000%, 08/01/28

    148  
    25  

5.000%, 08/01/30

    26  
    340  

5.000%, 08/01/37

    353  
    225  

4.000%, 08/01/32

    228  
    125  

4.000%, 08/01/33

    127  
    10  

3.000%, 08/01/38

    9  
       

Kauai County, Ser A, GO

       
    30  

5.000%, 08/01/24

    30  
       

Maui County, GO

       
    500  

5.000%, 03/01/29

    542  
    245  

5.000%, 09/01/29

    263  
    165  

5.000%, 03/01/30

    182  
    1,605  

5.000%, 03/01/34

    1,795  
    65  

5.000%, 03/01/35

    72  
    60  

5.000%, 03/01/36

    66  
    400  

5.000%, 03/01/38

    445  
    500  

4.000%, 03/01/36

    515  
    675  

4.000%, 03/01/37

    691  
    65  

3.125%, 06/01/31

    62  
    500  

3.000%, 06/01/27

    491  
    400  

3.000%, 03/01/31

    383  
    150  

3.000%, 09/01/33

    143  

 

8

Bishop Street Funds

 

 

(Unaudited)

 

 
 

Schedule of Investments

 

 

Face Amount (000)

 

 

Value
(000)

 
       

Hawaii — (continued)

       
       

Maui County, RB

       
  $ 1,020  

3.250%, 09/01/36

  $ 972  
       

University of Hawaii, RB

       
    1,000  

5.000%, 10/01/31

    1,031  
       

University of Hawaii, Ser B, RB

       
    1,510  

5.000%, 10/01/34

    1,535  
    1,030  

3.000%, 10/01/28

    1,003  
       

University of Hawaii, Ser D, RB

       
    700  

4.000%, 10/01/32

    720  
    325  

4.000%, 10/01/33

    334  
    100  

3.000%, 10/01/30

    96  
    750  

3.000%, 10/01/36

    690  
       

University of Hawaii, Ser E, RB

       
    1,450  

5.000%, 10/01/32

    1,492  
       

University of Hawaii, Ser F, RB

       
    600  

5.000%, 10/01/33

    634  
    2,425  

5.000%, 10/01/35

    2,564  
                 
              205,916  
                 
       

Oklahoma — 0.0%

       
       

Oklahoma State, Development Finance Authority, RB

       
    19  

5.000%, 06/01/44

    19  
                 
       

Wisconsin — 0.1%

       
       

Public Finance Authority, Ser A, RB

       
    250  

5.000%, 07/01/28(C)

    260  
                 
       

TOTAL MUNICIPAL BONDS (Cost $214,262)

    206,195  
                 
 

Shares

           
       

CASH EQUIVALENT — 0.3%

       
       

First American Treasury Obligations Fund, Cl X, 5.21% (D)

       
    724,337  

(Cost $724)

    724  
       

TOTAL INVESTMENTS (Cost $214,986) —98.4%

  $ 206,919  

 

9

June 30, 2024

 

www.bishopstreetfunds.com

 

 

 

Hawaii Municipal Bond Fund

 

Schedule of Investments

 

Percentages are based on Net Assets of $210,176 (000).

 

(A)

Pre-Refunded Security —The maturity date shown is the pre-refunded date.

(B)

Variable or floating rate security. The rate shown is the effective interest rate as of period end. The rates on certain securities are not based on published reference rates and spreads and are either determined by the issuer or agent based on current market conditions; by using a formula based on the rates of underlying loans; or by adjusting periodically based on prevailing interest rates.

(C)

Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutions. At June 30, 2024, these securities amounted to $261($ Thousands), representing 0.12% of net assets of the Fund.

(D)

The rate reported is the 7-day effective yield as of June 30, 2024.

 

AMT—Alternative Minimum Tax

Cl— Class

COP—Certificate of Participation

FHLMC—Federal Home Loan Mortgage Corporation

GO—General Obligation

RB—Revenue Bond

Ser—Series

 

 

Cost figures are shown in thousands.

 

The following is a summary of the inputs used as of June 30, 2024, in valuing the Fund’s investments carried at value (000):

 

Hawaii Municipal Bond Fund

           

Investments in Securities

 

Level 1

   

Level 2

   

Level 3

   

Total

 

Municipal Bonds

  $     $ 206,195     $     $ 206,195  

Cash Equivalent

    724                   724  

Total Investments in Securities

  $ 724     $ 206,195     $     $ 206,919  

 

Amounts designated as "-" are either $0 or have been rounded to $0.

 

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

 

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

 

10

Bishop Street Funds

 

 

Bishop Street Funds

    (Unaudited )

 

 

Statement of Assets and Liabilities (000)

June 30, 2024

 

   

Hawaii Municipal Bond Fund

 

Assets:

       

Investments, at Cost

  $ 214,986  

Investments, at Value

  $ 206,919  

Dividends and Interest Receivable

    3,749  

Prepaid Expenses

    15  

Total Assets

    210,683  

Liabilities:

       

Income Distribution Payable

    174  

Payable for Investment Securities Purchased

    100  

Shareholder Servicing Fees Payable

    58  

Advisory Fees Payable (Note 3)

    40  

Payable for Fund Shares Redeemed

    23  

Distribution Fees Payable, Class A

    23  

Administrative Fees Payable

    12  

Chief Compliance Officer Fees Payable

    1  

Other Accrued Expenses Payable

    76  

Total Liabilities

    507  

Commitments and Contingencies

       

Net Assets

  $ 210,176  

Paid-in Capital

  $ 231,761  

Total Accumulated Losses

    (21,585 )

Net Assets

  $ 210,176  

Institutional Shares:

       

Net Assets

  $ 88,749  

Outstanding Shares of Beneficial Interest

       

(unlimited authorization — no par value)

    9,017  

Net Asset Value, Offering and Redemption Price

       

Per Share — Institutional (Net Assets / Shares Outstanding)

  $ 9.84  

Class A Shares:

       

Net Assets

  $ 121,427  

Outstanding Shares of Beneficial Interest

       

(unlimited authorization — no par value)

    12,335  

Net Asset Value, Offering and Redemption Price

       

Per Share — Class A (Net Assets / Shares Outstanding)

  $ 9.84  

Maximum Offering Price Per Shares — Class A
($9.84/ 97.00%)

  $ 10.14  

See Note 3 in the Notes to Financial Statements.

       

 

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

 

11

June 30, 2024

 

www.bishopstreetfunds.com

 

 

Bishop Street Funds

    (Unaudited )

 

 

Statement of Operations (000)

For the six-month period ended June 30, 2024

 

   

Hawaii Municipal Bond Fund

 

Investment Income:

       

Interest Income

  $ 3,070  

Total Investment Income

    3,070  

Expenses:

       

Investment Adviser Fees

    382  

Shareholder Servicing Fees

    252  

Administrative Fees

    218  

Distribution Fees, Class A

    158  

Chief Compliance Officer Fees

    4  

Transfer Agent Fees

    86  

Audit Fees

    19  

Trustees' Fees (Form N-CSRS Item 10)

    18  

Legal Fees

    18  

Printing Fees

    15  

Pricing Fees

    11  

Registration Fees

    9  

Custody Fees

    5  

Miscellaneous Expenses

    11  

Total Expenses

    1,206  

Less Waivers:

       

Shareholder Servicing Fees

    (164 )

Investment Adviser Fees

    (142 )

Administrative Fees

    (142 )

Total Waivers

    (448 )

Total Net Expenses

    758  

Net Investment Income

    2,312  

Net Realized Loss

    (1,451 )

Net Change in Unrealized
Depreciation

    (1,024 )

Net Realized and Unrealized Loss

    (2,475 )

Decrease in Net Assets Resulting from Operations

  $ (163 )

 

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

 

12

Bishop Street Funds

 

 

Bishop Street Funds

 

Statements of Changes in Net Assets (000)

For the six-month period ended June 30, 2024 (unaudited) and the year ended December 31, 2023

 

   

Hawaii Municipal Bond Fund

 
      2024       2023  

Investment Activities from Operations:

               

Net Investment Income

  $ 2,312     $ 2,341  

Net Realized Loss

    (1,451 )     (3,365 )

Net Change in Unrealized Appreciation (Depreciation)

    (1,024 )     5,196  

Increase (Decrease) in Net Assets Resulting from Operations

    (163 )     4,172  

Distributions:

               

Institutional Shares

    (1,050 )     (1,934 )

Class A Shares

    (1,296 )     (376 )

Total Distributions

    (2,346 )     (2,310 )

Capital Share Transactions:

               

Institutional Shares:

               

Proceeds from Shares Issued

    1,503       5,847  

Reinvestments of Cash Distributions

    240       320  

Cost of Shares Redeemed

    (7,371 )     (16,778 )

Total Institutional Capital Share Transactions

    (5,628 )     (10,611 )

Class A Shares:

               

Proceeds from Shares Issued

    151       151  

Reinvestments of Cash Distributions

    966       271  

Cost of Shares Redeemed

    (12,081 )     (3,786 )

Merger (Note 11)

          123,227  

Total Class A Capital Share Transactions

    (10,964 )     119,863  

Net Increase (Decrease) in Net Assets from Capital Share Transactions

    (16,592 )     109,252  

Total Increase (Decrease) in Net Assets

    (19,101 )     111,114  

Net Assets:

               

Beginning of Period/Year

    229,277       118,163  

End of Period/Year

  $ 210,176     $ 229,277  

Share Transactions:

               

Institutional Shares:

               

Shares Issued

    152       591  

Shares Issued in Lieu of Cash Distributions

    24       32  

Shares Redeemed

    (746 )     (1,708 )

Total Institutional Transactions

    (570 )     (1,085 )

Class A Shares:

               

Shares Issued

    15       15  

Shares Issued in Lieu of Cash Distributions

    98       27  

Shares Redeemed

    (1,224 )     (382 )

Shares Contributed in Merger (Note 11)

          12,524  

Total Class A Transactions

    (1,111 )     12,184  

Net Increase (Decrease) in Shares Outstanding from Share Transactions

    (1,681 )     11,099  

 

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

 

13

June 30, 2024

 

www.bishopstreetfunds.com

 

 

Bishop Street Funds

 

Financial Highlights

For a share outstanding throughout the six-month period ended June 30, 2024 (unaudited) and the years ended December 31,

 

 

         

Investment Activities

         

Dividends and
Distributions

 
   

Net Asset Value, Beginning of Period

   

Net
Investment
Income (1)

   

Net Realized and
Unrealized Gain(Loss)
on Investments

   

Total
Investment
Activities
from
Operations

   

Net
Investment
Income

   

Capital
Gains

 

HAWAII MUNICIPAL BOND FUND

Institutional Shares:

2024

  $ 9.95     $ 0.11     $ (0.11 )   $     $ (0.11 )   $  

2023

    9.90       0.19       0.05       0.24       (0.19 )      

2022

    10.78       0.16       (0.88 )     (0.72 )     (0.16 )      

2021

    10.90       0.16       (0.10 )     0.06       (0.16 )     (0.02 )

2020

    10.73       0.20       0.21       0.41       (0.20 )     (0.04 )

2019

    10.39       0.25       0.34       0.59       (0.25 )      

Class A Shares:

2024

  $ 9.96     $ 0.09     $ (0.11 )   $ (0.02 )   $ (0.10 )   $  

2023

    9.90       0.16       0.06       0.22       (0.16 )      

2022

    10.77       0.13       (0.87 )     (0.74 )     (0.13 )      

2021

    10.90       0.14       (0.11 )     0.03       (0.14 )     (0.02 )

2020

    10.74       0.17       0.20       0.37       (0.17 )     (0.04 )

2019

    10.39       0.22       0.35       0.57       (0.22 )      

 

*

Annualized

Total return is for the period indicated and has 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. Fee waivers are in effect; if they had not been in effect, performance would have been lower.

(1)

Per share net investment income calculated using average shares.

(2)

Portfolio turnover rate is for the period indicated and periods of less than one year have not been annualized. Excludes effect of in-kind transfers.

 

 

Amounts designated as "-" are either $0 or have been rounded to $0.

14

Bishop Street Funds

 

 

 

 

                                                 
   Total
Dividends
and
Distributions
   

Net Asset Value, End of Period

   

Total
Return

   

Net Assets End of Period (000)

   

Ratio of
Expenses
to
Average
Net Assets

   

Ratio of
Expenses
to Average Net
Assets (Excluding
Waivers)

   

Ratio of
Net
Investments
Income (Loss)
to Average
Net Assets

   

Portfolio
Turnover
Rate(2)

 
                                                               
                                                               
   $  (0.11   $ 9.84       0.03 %   $ 88,749       0.55 %*     0.96 %*     2.26 %*     7 %
     (0.19 )     9.95       2.46       95,422       0.55       1.08       1.96       23  
     (0.16 )     9.90       (6.68 )     105,663       0.55       1.04       1.59       15  
     (0.18 )     10.78       0.62       118,341       0.55       1.03       1.49       14  
     (0.24 )     10.90       3.85       108,718       0.55       1.04       1.85       31  
     (0.25 )     10.73       5.69       111,254       0.55       1.04       2.31       36  
                                                               
   $  (0.10 )   $ 9.84       (0.19 )%   $ 121,427       0.80 %*     1.21 %*     2.01 %*     7 %
     (0.16 )     9.96       2.30       133,855       0.80       1.33       1.75       23  
     (0.13 )     9.90       (6.83 )     12,500       0.80       1.29       1.33       15  
     (0.16 )     10.77       0.27       16,955       0.80       1.28       1.25       14  
     (0.21 )     10.90       3.50       16,726       0.80       1.29       1.60       31  
     (0.22 )     10.74       5.48       17,059       0.80       1.29       2.06       36  

 

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

 

15

www.bishopstreetfunds.com

 

 

Bishop Street Funds

 

Notes to Financial Statements

June 30, 2024

The amounts included in the Notes to Financial Statements are in thousands unless otherwise noted.

 

1.

ORGANIZATION

The Bishop Street Funds (the “Trust”) is registered under the Investment Company Act of 1940, as amended, as an open-end, management investment company. The Bishop Street Funds consists of the Hawaii Municipal Bond Fund (the “Fund”). The Fund is non-diversified. Class A Shares of the Fund are subject to a sales load as disclosed in the prospectus. The assets of the Fund are segregated, and a shareholder’s interest is limited to the Fund in which shares are held. The Fund’s prospectus provides a description of the Fund’s investment objectives, policies and strategies.

 

2.

SIGNIFICANT ACCOUNTING POLICIES

The following are significant accounting policies, which are consistently followed in the preparation of the financial statements of the Fund. The Fund is an investment company that applies the accounting and reporting guidance issued in Topic 946 by the U.S. Financial Accounting Standards Board (“FASB”).

 

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the fair value of assets, the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.

 

Security Valuation

The Fund’s investments in equity securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on the NASDAQ Stock Market (the “NASDAQ”)) including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on valuation date (or at approximately 4:00 pm ET if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. Debt securities are priced based upon valuations provided by independent, third-party pricing agents, if available. Investment companies are valued at Net Asset Value.

Such values generally reflect the last reported sales price in the most advantageous market, if the security is actively traded. The third-party pricing agents may also value debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker-supplied valuations, or other methodologies designed to identify the fair value for such securities. Such methodologies typically include matrix systems which reflect such factors as security prices, yields, maturities and ratings. Debt obligations with remaining maturities of sixty days or less may be valued at their amortized cost, which

 

16

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approximates market value provided that it is determined the amortized cost continues to approximate fair value. Should existing credit, liquidity or interest rate conditions in the relevant markets and issuer specific circumstances suggest that amortized cost does not approximate fair value, then the amortized cost method may not be used. Prices for most securities held in the Fund is provided daily by recognized independent pricing agents.

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

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

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

In accordance with the authoritative guidance on fair value measurement under U.S. GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

 

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

 

Level 2 — Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, etc.); and

 

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

 

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Bishop Street Funds

 

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

 

Federal Income Taxes

It is the Fund’s intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Sub-chapter M of the Internal Revenue Code of 1986, as amended, and to distribute substantially all of its income to shareholders. Accordingly, no provision for Federal income taxes has been made in the financial statements.

The Fund evaluates tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether it is “more-likely-than-not” (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Fund did not record any tax provision in the current period. However, management’s conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e., the last 3 open tax year ends, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.

 

Security Transactions and Investment Income

Security transactions are accounted for on trade date. Costs used in determining net realized capital gains and losses on the sale of securities are on the basis of specific identification. Interest income is recorded on the accrual basis from settlement date and dividend income is recorded on ex-dividend date.

Discounts and premiums are accreted or amortized using the effective interest method over the life of each security and are recorded as interest income. Realized gains (losses) on paydowns of mortgage-backed and asset-backed securities are recorded as an adjustment to interest income.

 

Classes

Class-specific expenses are borne by the applicable class of shares. Income, realized and unrealized gains/losses and non-class-specific expenses are allocated to the respective class on the basis of relative daily net assets. Distribution fees are the only class-specific expense.

 

Expenses

Expenses that are directly related to the Fund are charged directly to that Fund. Other operating expenses of the Trust are prorated to the Fund on the basis of relative net assets.

 

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Dividends and Distributions to Shareholders

Dividends from net investment income are declared daily and paid on a monthly basis for the Fund. Any net realized capital gains will be distributed at least annually for the Fund. Distributions to shareholders are recorded on the ex-dividend date.

 

Front-End Sales Commission

Front-end sales commissions (the “sales charges”) are not recorded as expenses of the Fund. Sales charges are deducted from proceeds from the sales of Fund shares prior to investment in Class A Shares.

 

Cash Overdraft Charges

U.S. Bank, N.A. serves as custodian (the “Custodian”) for the Fund. The Custodian plays no role in determining the investment policies of the Fund or which securities are to be purchased or sold by the Fund. If the Fund has a cash overdraft on a given day, it will be assessed an overdraft charge of the Prime Rate plus 4.00%. Cash overdraft charges are included in miscellaneous expenses on the Statement of Operations. For the six-month period ended June 30, 2024, there were no cash overdraft charges.

 

3.

INVESTMENT ADVISORY AGREEMENT

Investment advisory services are provided to the Fund by the Adviser, a registered adviser and wholly owned subsidiary of First Hawaiian Bank. First Hawaiian Bank is a wholly owned subsidiary of First Hawaiian Inc. The Adviser is entitled to receive an annual fee of 0.35% of the average daily net assets of the Fund. The Adviser has contractually agreed, through April 30, 2025, to waive a portion of its advisory fee (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses and extraordinary expenses (collectively, excluded expenses) to the extent necessary to keep operating expenses at or below certain percentages of the respective average daily net assets.

 

The contractual expense limitations are as follows:

Hawaii Municipal Bond Fund, Institutional Shares

    0.55 %

Hawaii Municipal Bond Fund, Class A Shares

    0.80 %

 

If at any point it becomes unnecessary for the Adviser to reduce fees and make expense reimbursements, the Board may permit the Adviser to retain the difference between the Total Annual Fund Operating Expenses and contractual expense limitations to recapture all or a portion of its prior expense reductions or reimbursements made during the preceding three year period during which this agreement was in place. During the six-month period ended June 30, 2024, the Adviser did not recapture any previously waived fees.

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

 

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Bishop Street Funds

 

 

Hawaii Municipal Bond Fund

    Expires  

$268

    6/30/2025  

273

    6/30/2026  

245

    6/30/2027  

 

 

4.

ADMINISTRATIVE, CUSTODIAN, TRANSFER AGENT, DISTRIBUTION AND SHAREHOLDER SERVICES

The Fund and the Administrator are parties to an Administration Agreement under which the Administrator provides administrative services to the Fund. For these services, the Administrator is paid an asset based fee which will vary depending on the number of share classes and the average daily net assets of the Fund. The Administrator has voluntarily agreed to waive a portion of its fee equal to 0.13% of the Fund's average daily net assets. These fee waivers are voluntary and may be discontinued at any time. For the six-month period ended June 30, 2024, the Fund was charged $218 for these services. For the six-month period ended June 30, 2024, the Administrator waived $142 for these services to the Fund. These fees and waivers are labeled as “Administrative Fees/Waivers” on the Statement of Operations.

The Custodian plays no role in determining the investment policies of the Fund or which securities are to be purchased or sold by the Fund. These fees are labeled on the Statement of Operations as “Custody Fees.”

SS&C Global Investor Distribution Solutions, Inc. (“SS&C”) acts as the Transfer Agent of the Fund. As such, SS&C provides transfer agency, dividend disbursing and shareholder services to the Fund. These fees are disclosed on the Statement of Operations as “Transfer Agent Fees.”

SEI Investments Distribution Co. (“SIDCO”), the “Distributer” a wholly owned subsidiary of SEI Investments Company, acts as the Trust’s Distributor pursuant to the distribution agreement. The Fund has adopted a Distribution Plan (the “Plan”) on behalf of Class A Shares pursuant to Rule 12b-1 under the Investment Company Act of 1940. The Plan provides that Class A Shares will bear the cost of their distribution expenses. SIDCO, as compensation for its services under the Plan, receives a distribution fee, computed daily and payable monthly, of 0.25% of the average daily net assets attributable to the Fund’s Class A Shares. This fee is disclosed as “Distribution Fees, Class A” on the Statement of Operations.

The Trust has adopted and entered into a shareholder service plan and agreement with SIDCO. The Fund pays to SIDCO a shareholder servicing fee not to exceed an annual rate of 0.25% of the average daily net asset value of all shares of the fund, which is computed daily and paid monthly. Under the shareholder service plan, SIDCO may perform, or may compensate other service providers for performing various shareholder and administrative services. SIDCO may also retain as profit any difference between the fee it receives and amount it pays to third parties. For the year, SIDCO paid the entire amount of fees received under the shareholder service plan to First Hawaiian Bank, the Parent Company of Bishop Street Capital Management, for shareholder services performed by First Hawaiian Bank on behalf of SIDCO for the benefit of certain shareholders to the Fund. SIDCO has voluntarily agreed to

 

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waive a portion its fee equal 0.15% of average daily net asset value. These fees and waivers are represented as “Shareholder Servicing Fees/Waivers” on the Statement of Operations.

 

5.

TRANSACTIONS WITH AFFILIATES

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

A portion of the services provided by the CCO and his staff, who are employees of the Administrator, are paid for by the Trust as incurred. The services include regulatory oversight of the Trust’s Advisers and service providers as required by SEC regulations. The CCO’s services and expenses have been approved by and are reviewed by the Board. These fees are disclosed on the Statement of Operations as “Chief Compliance Officer Fees.”

 

6.

INVESTMENT TRANSACTIONS

The cost of security purchases and the proceeds from the sale and maturities of securities, other than short-term investments, for the six-month period ended June 30, 2024 are presented below for the Fund.

   

Hawaii Municipal Bond Fund

 

Purchases

       

  Other

  $ 15,575  

Sales and Maturities

  Other

  $ 25,322  

 

 

For the six-month period ended June 30, 2024, there were no purchases or sales of long-term U.S. Government securities.

 

7.

FEDERAL TAX INFORMATION

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP.

The tax character of dividends and distributions declared during the years ended December 31, 2023 and 2022 were as follows:

   

Ordinary Income

   

Tax Exempt Income

   

Total

 

2023

  $ 80     $ 2,230     $ 2,310  

2022

    20       1,908       1,928  

 

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Bishop Street Funds

 

 

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

   

Hawaii Municipal Bond Fund

 

Capital Loss Carryforwards

  $ (11,762 )

Unrealized Depreciation

    (7,181 )

Other Temporary Differences

    (133 )

Total Accumulated Losses

  $ (19,076 )

 

 

For Federal income tax purposes, capital loss carryforwards may be carried forward indefinitely and applied against all future gains. As of December 31, 2023, the Fund had $1,908 and $9,854 in short-term and long-term capital loss carryforwards, respectively. The utilization of capital losses to offset future realized gain will likely be subject to an annual limitation.

For Federal income tax purposes, the cost of securities owned at June 30, 2024 is different from amounts reported for financial reporting purposes. The Federal tax cost and aggregate gross unrealized appreciation and depreciation for the investments held by the Fund at June 30, 2024, were as follows:

 

   

Hawaii Municipal Bond Fund

 

Federal Tax Cost

  $ 214,986  

Gross Unrealized Appreciation

    317  

Gross Unrealized Depreciation

    (8,384 )

Net Unrealized Depreciation

  $ (8,067 )

 

 

8.

RISKS

The Fund invests primarily in debt instruments in the state of Hawaii. The issuers’ ability to meet their obligations may be affected by economic developments in that state. In addition, the Fund’s investments in debt securities are subject to “credit risk,” which is the risk that an issuer will be unable, or will be perceived to be unable, to repay its obligations at maturity and “interest rate risk” which is the potential for fluctuations in bond prices due to changing interest rates. Funds that invest primarily in high quality debt securities generally are subject to less credit risk than funds that invest in lower quality debt securities.

Certain debt securities are backed by credit enhancements from various financial institutions and financial guarantee assurance agencies. These credit enhancements reinforce the credit quality of the individual securities; however, if any of the financial institutions or financial guarantee assurance agencies’ credit quality should deteriorate, it could cause the individual security’s credit quality to change. Additionally, if the Fund concentrates its credit enhancements in any one financial institution, the risk of credit quality deterioration increases. The following tables provide detail on the approximate percentage of the Fund’s investments in securities with these types of enhancements, as well

 

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as the name of the entity providing the largest proportion of enhancements in the Fund.

 

% or investments in securities with credit enhancements or liquidity enhancements

1.56%

Largest % of investments in securities with credit enhancements or liquidity enhancements from a single institution

1.56%

 

(Public School Fund Guarantee)

 

The value of asset-backed securities may be affected by the credit risk of the servicing agent for the pool, the originator of the loans or receivables, or the financial institution(s) providing the credit support. In addition to credit risk, asset-backed securities and other securities with early redemption features are subject to pre-payment risk. During periods of declining interest rates, prepayment of loans underlying asset-backed securities can be expected to accelerate or an issuer may retire an outstanding bond early to reduce interest costs. The Fund’s ability to maintain positions in such securities will be affected by reductions in the principal amount of such securities resulting from prepayments, and its ability to reinvest the returns of principal at comparable yields is subject to the general prevailing interest rates at that time.

The market value of the Fund’s investments in fixed income securities may change in response to interest rate changes and other factors. During periods of falling interest rates, the values of fixed income securities generally rise. Conversely, during periods of rising interest rates, the values of such securities generally decline. Changes by recognized rating agencies in the ratings of any fixed income security and in the ability of an issuer to make payments of interest and principal may also affect the value of these investments.

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

 

9.

LINE OF CREDIT

Through June 30, 2024, the Fund, had entered into an agreement which enabled it to participate in a $5 million unsecured committed revolving line of credit on a first come, first served basis, with U.S. Bank, N.A. The proceeds from the borrowings are permitted to be used to finance the Fund’s short term general working capital requirements, including the funding of shareholder redemptions.

For the six-month period ended June 30, 2024 the Fund did not have borrowings under the line of credit.

 

10.

OTHER

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

 

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Bishop Street Funds

 

 

   

Number of Shareholders

   

% of Outstanding Shares

 

Hawaii Municipal Bond Fund, Institutional Shares

    1       64 %

Hawaii Municipal Bond Fund, Class A Shares

           

 

 

11.

FUND MERGER

At a meeting held on August 22, 2023, the Trust's Board considered a proposal for the reorganization of the Hawaii Municipal Fund, a series of the Lee Financial Mutual Fund, Inc. series trust (the “Merged Fund”), into the Hawaii Municipal Bond Fund, a series of the Trust managed by Bishop Street Capital Management (the “Acquiring Fund”). Following review, the Board approved the reorganization of the Hawaii Municipal Fund managed by Lee Financial Group Hawaii, Inc. (“Lee Financial”) into the Hawaii Municipal Bond Fund managed by Bishop Street Capital Management (the “Reorganization”). The investment objectives of the Merged Fund and the Acquiring Fund were similar. The investment objective of the Merged Fund was to provide a high level of current income exempt from federal and Hawaii state income taxes, consistent with preservation of capital and prudent investment management, while the Acquiring Fund’s investment objective is to provide high current income exempt from federal and Hawaii state income taxes. The principal investment strategies of the Merged Fund and Acquiring Fund shared a number of similarities.

The Board of Trustees of the Lee Financial Mutual Fund, Inc. series trust determined that the Reorganization was in the best interest of the Merged Fund’s shareholders and approved an Agreement and Plan of Reorganization (the “Plan of Reorganization”), which was subsequently approved by the Trust's Board on August 22, 2023. The shareholders of the Merged Fund approved the Reorganization at a special shareholders meeting held on November 28, 2023. The transfer of shareholder assets under the Reorganization was tax-free, meaning that neither the shareholders of the Merged Fund nor the Acquiring Fund realized any gains or losses for federal income tax purposes as a result of the transaction. The Reorganization occurred following the close of business on December 1, 2023, whereby the assets and the stated liabilities of the Merged Fund were transferred to the corresponding Acquiring Fund.

Merged Fund

Shares Outstanding

Acquiring Fund

Shares Converted

Merged Fund Net Asset Value of Converted Shares

Hawaii Municipal Fund

12,496

Bishop Street Hawaii
Municipal Bond Fund

12,524

$123,227

         

 


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The net assets before acquisition were as follows:

 

       

 

               

Merged Fund

 

Net Assets

 

Unrealized Appreciation (Depreciation) on Investments

 

Acquiring Fund

   

Net Assets

 

Hawaii Municipal Fund

  $ 123,227  

$(5,379)

 

Bishop Street Hawaii
Municipal Bond Fund

    $ 104,315  
                           

 

 

The net assets of the Acquiring Fund immediately following the acquisition were $227,542.

 

Assuming the acquisition had been completed on January 3, 2023, the Acquiring Fund’s pro-forma results of operations for the period ended December 31, 2023, would have been as follows:

 

Net investment income (a)

  $ 4,836  

Net realized and unrealized gain on investments (b)

    (1,133 )

Net increase in net assets resulting from operations

    3,703  

 

 

(a) $2,340, as reported in the Statement of Operations, plus $2,496 Net investment income from the Merged Fund pre-merger.

(b) $1,832, as reported in the Statement of Operations, plus $(2,965) Net realized and unrealized gain (loss) on investments from the Merged Fund pre-merger.

 

Because the Merged Fund and Acquiring Fund have been managed as an integrated single Fund since the completion date it is not feasible to separate the income/(losses) and gains/(losses) of the Merged Fund that have been included in the Acquiring Fund's Statement of Operations since December 1, 2023.

 

12.

SUBSEQUENT EVENTS

The Fund has evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no adjustments were required to the financial statements.

 

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Bishop Street Funds

 

Renewal of Investment Advisory Agreement [Form N-CSRS Item 11]

Bishop Street Hawaii Municipal Bond Fund

 

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

 

A Board meeting was held on February 27–28, 2024 to decide whether to renew the Agreement for an additional one-year term. In preparation for the meeting, the Trustees requested that the Adviser furnish information necessary to evaluate the terms of the Agreement. Prior to the meeting, the Independent Trustees of the Fund met to review and discuss the information provided and submitted a request for additional information to the Adviser, and information was provided in response to this request. The Trustees used this information, as well as other information that the Adviser and other service providers of the Fund presented or submitted to the Board at the meeting and other meetings held during the prior year, to help them decide whether to renew the Agreement for an additional year.

 

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

 

Representatives from the Adviser, along with other Fund service providers, presented additional information and participated in question and answer sessions at the Board meeting to help the Trustees evaluate the Adviser’s services, fee and other aspects of the Agreement. The Independent Trustees received advice from independent counsel and met in executive sessions outside the presence of Fund management and the Adviser.

 

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

 

Nature, Extent and Quality of Services Provided by the Adviser

 

In considering the nature, extent and quality of the services provided by the Adviser, the Board reviewed the portfolio management services provided by the Adviser to the Fund, including the quality and continuity of the Adviser’s portfolio management personnel, the resources of the Adviser, and the Adviser’s compliance history and compliance program. The Trustees reviewed the terms of

 

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the Agreement. The Trustees also reviewed the Adviser’s investment and risk management approaches for the Fund. The most recent investment adviser registration form (“Form ADV”) for the Adviser was available to the Board, as was the response of the Adviser to a detailed series of questions which included, among other things, information about the investment advisory services provided by the Adviser to the Fund.

 

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

 

Investment Performance of the Fund and the Adviser

 

The Board was provided with regular reports regarding the Fund’s performance over various time periods. The Trustees also reviewed reports prepared by the Fund’s administrator comparing the Fund’s performance to its benchmark index and a peer group of mutual funds as classified by Lipper, an independent provider of investment company data, over various periods of time. Representatives from the Adviser provided information regarding and led discussions of factors impacting the performance of the Fund, outlining current market conditions and explaining their expectations and strategies for the future. The Trustees determined that the Fund’s performance was satisfactory, or, where the Fund’s performance was materially below its benchmark and/or peer group, the Trustees were satisfied by the reasons for the underperformance and/or the steps taken by the Adviser in an effort to improve the performance of the Fund. Based on this information, the Board concluded, within the context of its full deliberations, that the investment results that the Adviser had been able to achieve for the Fund were sufficient to support renewal of the Agreement.

 

Costs of Advisory Services, Profitability and Economies of Scale

 

In considering the advisory fee payable by the Fund to the Adviser, the Trustees reviewed, among other things, a report of the advisory fee paid to the Adviser. The Trustees also reviewed reports prepared by the Fund’s administrator comparing the Fund’s net and gross expense ratios and advisory fee to those paid by a peer group of mutual funds as classified by Lipper. The Trustees reviewed the management fees charged by the Adviser to other clients with comparable mandates. The Trustees considered any differences in management fees and took into account the respective demands, resources and complexity associated with the Fund and other client accounts as well as the extensive regulatory, compliance and tax regimes to which the Fund is subject. The Board concluded, within the context of its full deliberations, that the advisory fee was reasonable in light of the nature and quality of the services rendered by the Adviser.

 

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

 

The Trustees considered the Adviser’s views relating to economies of scale in connection with the Fund as Fund assets grow and the extent to which the benefits of any such economies of scale are shared with the Fund and Fund shareholders. The Board considered the existence of any economies of

 

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scale and whether those were passed along to the Fund’s shareholders through a graduated advisory fee schedule or other means, including fee waivers. The Trustees recognized that economies of scale are difficult to identify and quantify and are rarely identifiable on a fund-by-fund basis. Based on this evaluation, the Board concluded that the advisory fee was reasonable in light of the information that was provided to the Trustees by the Adviser with respect to economies of scale.

 

Renewal of the Agreement

 

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

 

28

Bishop Street Funds

 

 

Investment Adviser

Bishop Street Capital Management

Honolulu, HI 96813

 

 

Administrator

SEI Investments Global Funds Services

One Freedom Valley Drive

Oaks, PA19456

 

 

Distributor

SEI Investments Distribution Co.

One Freedom Valley Drive

Oaks, PA19456

 

 

Transfer Agent

SS&C GIDS, Inc.

Kansas City, MO 64105

 

 

Custodian

U.S. Bank, N.A.

Milwaukie, OR 97222

 

 

Legal Counsel

Morgan, Lewis & Bockius LLP

2222 Market Street

Philadelphia, PA 19103

 

 

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

Philadelphia, PA 19103

 

 

 

For more information about Bishop Street Funds, call
1-800-262-9565 or your Investment Specialist
Visit us online at www.bishopstreetfunds.com

 

 

 

   

Bishop Street Funds

P.O. Box 219721

Kansas City, MO 64121-9721

 

This report and the financial statements contained herein are submitted for the general information of Bishop Street Funds’ shareholders. This report is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.

 

Shares of Bishop Street Funds are NOT deposits or obligations of, or guaranteed by First Hawaiian Bank or any of its affiliates. Such shares are also NOT federally insured by the Federal Deposit Insurance Corporation, The Federal Reserve Board, or any other agency. Investment in shares of mutual funds involves risk, including the possible loss of principal. The Bishop Street Funds are distributed by SEI Investments Distribution Co., which is NOT affiliated with First Hawaiian Bank, Bank of the West or BancWest Corporation. BancWest Corporation is a wholly-owned subsidiary of BNP Paribas.

 

BSF-SA-004-3000

 

 

 

 

 

 

 

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

 

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

 

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

 

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

 

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

 

The remuneration paid by the company during the period covered by the report to the Trustees on the company's Board of Trustees is disclosed as part of the financial statements included above in Item 7.

 

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

 

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

 

 

 

 

 

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

 

Not applicable to open-end management investment companies.

 

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

 

Not applicable to open-end management investment companies.

 

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

 

Not applicable to open-end management investment companies.

 

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

 

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

 

Item 16. Controls and Procedures.

 

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

 

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

 

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

 

Not applicable to open-end management investment companies.

 

Item 18. Recovery of Erroneously Awarded Compensation.

 

(a) Not applicable.

 

(b) Not applicable.

 

 

 

 

 

Item 19. Exhibits.

 

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

 

(a)(2) Not applicable.

 

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

 

(a)(4) Not applicable.

 

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

 

 

 

 

 

SIGNATURES

 

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

 

(Registrant) Bishop Street Funds

 

By (Signature and Title)

  /s/ Michael Beattie  
  Michael Beattie  
  Principal Executive Officer  

 

Date: September 6, 2024

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)

  /s/ Michael Beattie  
  Michael Beattie  
  Principal Executive Officer  

 

Date: September 6, 2024

 

By (Signature and Title)

  /s/ Andrew Metzger  
  Andrew Metzger  
  Principal Financial Officer  

 

Date: September 6, 2024