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: 811-22747
ALPS SERIES TRUST
(Exact name of registrant as specified in charter)
1290 Broadway, Suite 1000, Denver, Colorado 80203
(Address of principal executive offices) (Zip code)
Camilla Nwokonko, Secretary
ALPS Series Trust
1290 Broadway, Suite 1000
Denver, CO 80203
(Name and address of agent for service)
(303) 623-2577
(Registrant’s telephone number, including area code)
Date of fiscal year end: | September 30 |
Date of reporting period: | October 1, 2024 – March 31, 2025 |
Item 1. | Reports to Stockholders. |
(a) |
(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 the registrant.
Item 6. | Investments. |
(a) | Schedule of Investments is included as part of the Reports to Stockholders filed under Item 7 of this Form N-CSR. |
(b) | Not applicable. |
Item 7. | Financial Statements and Financial Highlights for Open-End Management Investment Companies. |
Table of Contents
Portfolio of Investments | 1 |
Statements of Assets and Liabilities | 5 |
Statements of Operations | 6 |
Statements of Changes in Net Assets | 7 |
Financial Highlights | 8 |
Notes to Financial Statements and Financial Highlights | 10 |
Additional Information | 21 |
Changes in and Disagreements with Accountants | 22 |
Proxy Disclosures | 23 |
Remuneration Paid to Directors, Officers and Others | 24 |
Statement Regarding Basis for Approval of Investment Advisory Agreement | 25 |
Beacon Planned Return Strategy Fund | Portfolio of Investments |
March 31, 2025 (Unaudited) |
Counterparty | Expiration Date |
Strike Price |
Contracts | Notional Value |
Value (Note 2) |
|||||||||||||
PURCHASED OPTION CONTRACTS - (106.91%) | ||||||||||||||||||
Call Option Contracts (102.24%)(a)(b) | ||||||||||||||||||
S&P 500® Mini Index: | ||||||||||||||||||
Goldman Sachs | 04/14/2025 | $ | 67.30 | 550 | $ | 30,865,450 | $ | 27,162,410 | ||||||||||
Goldman Sachs | 04/14/2025 | 69.00 | 120 | 6,734,280 | 5,906,159 | |||||||||||||
Goldman Sachs | 04/14/2025 | 512.74 | 550 | 30,865,450 | 2,745,437 | |||||||||||||
Goldman Sachs | 04/14/2025 | 530.09 | 120 | 6,734,280 | 404,817 | |||||||||||||
Goldman Sachs | 05/14/2025 | 69.00 | 545 | 30,584,855 | 26,821,600 | |||||||||||||
Goldman Sachs | 05/14/2025 | 70.80 | 100 | 5,611,900 | 4,903,491 | |||||||||||||
Goldman Sachs | 05/14/2025 | 530.09 | 545 | 30,584,855 | 2,123,985 | |||||||||||||
Goldman Sachs | 05/14/2025 | 544.28 | 100 | 5,611,900 | 276,309 | |||||||||||||
Goldman Sachs | 06/13/2025 | 70.80 | 570 | 31,987,830 | 27,938,505 | |||||||||||||
Goldman Sachs | 06/13/2025 | 72.00 | 55 | 3,086,545 | 2,689,306 | |||||||||||||
Goldman Sachs | 06/13/2025 | 544.28 | 570 | 31,987,830 | 1,847,358 | |||||||||||||
Goldman Sachs | 06/13/2025 | 552.90 | 55 | 3,086,545 | 142,045 | |||||||||||||
Goldman Sachs | 07/14/2025 | 73.55 | 635 | 35,635,565 | 30,952,466 | |||||||||||||
Goldman Sachs | 07/14/2025 | 563.10 | 635 | 35,635,565 | 1,477,322 | |||||||||||||
Goldman Sachs | 08/14/2025 | 72.00 | 650 | 36,477,350 | 31,778,557 | |||||||||||||
Goldman Sachs | 08/14/2025 | 552.90 | 650 | 36,477,350 | 2,199,139 | |||||||||||||
Goldman Sachs | 09/12/2025 | 73.42 | 640 | 35,916,160 | 31,186,291 | |||||||||||||
Goldman Sachs | 09/12/2025 | 561.07 | 640 | 35,916,160 | 2,023,080 | |||||||||||||
Goldman Sachs | 10/14/2025 | 76.10 | 615 | 34,513,185 | 29,805,341 | |||||||||||||
Goldman Sachs | 10/14/2025 | 584.16 | 615 | 34,513,185 | 1,321,381 | |||||||||||||
Goldman Sachs | 11/14/2025 | 78.25 | 500 | 28,059,500 | 24,119,177 | |||||||||||||
Goldman Sachs | 11/14/2025 | 600.94 | 500 | 28,059,500 | 811,145 | |||||||||||||
Goldman Sachs | 12/12/2025 | 78.25 | 285 | 15,993,915 | 13,740,279 | |||||||||||||
Goldman Sachs | 12/12/2025 | 79.78 | 240 | 13,468,560 | 11,535,080 | |||||||||||||
Goldman Sachs | 12/12/2025 | 600.94 | 285 | 15,993,915 | 522,070 | |||||||||||||
Goldman Sachs | 12/12/2025 | 611.12 | 240 | 13,468,560 | 335,843 | |||||||||||||
Goldman Sachs | 01/14/2026 | 73.53 | 200 | 11,223,800 | 9,741,268 | |||||||||||||
Goldman Sachs | 01/14/2026 | 79.78 | 330 | 18,519,270 | 15,873,343 | |||||||||||||
Goldman Sachs | 01/14/2026 | 565.09 | 200 | 11,223,800 | 816,928 | |||||||||||||
Goldman Sachs | 01/14/2026 | 611.12 | 330 | 18,519,270 | 541,583 | |||||||||||||
Goldman Sachs | 02/13/2026 | 73.53 | 450 | 25,253,550 | 21,909,241 | |||||||||||||
Goldman Sachs | 02/13/2026 | 565.09 | 450 | 25,253,550 | 1,947,644 | |||||||||||||
727,863,430 | 335,598,600 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 1 |
Beacon Planned Return Strategy Fund | Portfolio of Investments |
March 31, 2025 (Unaudited) |
Counterparty | Expiration Date | Strike Price |
Contracts | Notional Value |
Value (Note 2) |
|||||||||||||
PURCHASED OPTION CONTRACTS - (106.91%) (continued) | ||||||||||||||||||
Put Option Contracts (4.68%) | ||||||||||||||||||
S&P 500® Mini Index: | ||||||||||||||||||
Goldman Sachs | 04/14/2025 | $ | 512.74 | 550 | $ | 30,865,450 | $ | 41,061 | ||||||||||
Goldman Sachs | 04/14/2025 | 530.09 | 120 | 6,734,280 | 21,778 | |||||||||||||
Goldman Sachs | 05/14/2025 | 530.09 | 545 | 30,584,855 | 296,721 | |||||||||||||
Goldman Sachs | 05/14/2025 | 544.28 | 100 | 5,611,900 | 82,168 | |||||||||||||
Goldman Sachs | 06/13/2025 | 544.28 | 570 | 31,987,830 | 651,196 | |||||||||||||
Goldman Sachs | 06/13/2025 | 552.90 | 55 | 3,086,545 | 74,498 | |||||||||||||
Goldman Sachs | 07/14/2025 | 563.10 | 635 | 35,635,565 | 1,228,146 | |||||||||||||
Goldman Sachs | 08/14/2025 | 552.90 | 650 | 36,477,350 | 1,185,899 | |||||||||||||
Goldman Sachs | 09/12/2025 | 561.07 | 640 | 35,916,160 | 1,456,244 | |||||||||||||
Goldman Sachs | 10/14/2025 | 584.16 | 615 | 34,513,185 | 2,065,217 | |||||||||||||
Goldman Sachs | 11/14/2025 | 600.94 | 500 | 28,059,500 | 2,160,808 | |||||||||||||
Goldman Sachs | 12/12/2025 | 600.94 | 285 | 15,993,915 | 1,257,320 | |||||||||||||
Goldman Sachs | 12/12/2025 | 611.12 | 240 | 13,468,560 | 1,192,414 | |||||||||||||
Goldman Sachs | 01/14/2026 | 565.09 | 200 | 11,223,800 | 597,071 | |||||||||||||
Goldman Sachs | 01/14/2026 | 611.12 | 330 | 18,519,270 | 1,649,943 | |||||||||||||
Goldman Sachs | 02/13/2026 | 565.09 | 450 | 25,253,550 | 1,397,432 | |||||||||||||
363,931,715 | 15,357,916 | |||||||||||||||||
TOTAL PURCHASED OPTION CONTRACTS | ||||||||||||||||||
(Cost $359,342,877) | $ | 1,091,795,145 | $ | 350,956,516 |
7 Day Yield | Shares | Value (Note 2) |
||||||||||
SHORT TERM INVESTMENTS (1.04%) | ||||||||||||
Money Market Funds | ||||||||||||
Goldman Sachs Financial Square Funds - Treasury Instruments Fund(c) | 3.935 | % | 768,376 | $ | 768,376 | |||||||
Invesco Short-Term Investments Trust Government & Agency Portfolio - Institutional Class | 4.272 | % | 2,655,409 | 2,655,409 | ||||||||
3,423,785 | ||||||||||||
TOTAL SHORT TERM INVESTMENTS | ||||||||||||
(Cost $3,423,785) | 3,423,785 | |||||||||||
TOTAL INVESTMENTS (107.95%) | ||||||||||||
(Cost $362,766,662) | $ | 354,380,301 | ||||||||||
LIABILITIES IN EXCESS OF OTHER ASSETS (-7.95%) | (26,112,889 | ) | ||||||||||
NET ASSETS (100.00%) | $ | 328,267,412 |
See Notes to Financial Statements and Financial Highlights. | |
2 | www.beacontrust.com |
Beacon Planned Return Strategy Fund | Portfolio of Investments |
March 31, 2025 (Unaudited) |
(a) | Held in connection with written option contracts. |
(b) | Non-income producing |
(c) | $768,376 is held as collateral at broker for written options. |
WRITTEN OPTION CONTRACTS (7.74%)
Counterparty | Expiration Date |
Strike Price |
Contracts | Premiums Received | Notional Value |
Value (Note 2) |
||||||||||||||||
Put Option Contracts - (2.07%) | ||||||||||||||||||||||
S&P 500® Mini Index: | ||||||||||||||||||||||
Goldman Sachs | 04/14/25 | $ | 461.47 | (550 | ) | $ | 686,924 | $ | (30,865,450 | ) | $ | (11,968 | ) | |||||||||
Goldman Sachs | 04/14/25 | 477.08 | (120 | ) | 110,634 | (6,734,280 | ) | (3,980 | ) | |||||||||||||
Goldman Sachs | 05/14/25 | 477.08 | (545 | ) | 547,699 | (30,584,855 | ) | (73,752 | ) | |||||||||||||
Goldman Sachs | 05/14/25 | 489.85 | (100 | ) | 100,095 | (5,611,900 | ) | (17,910 | ) | |||||||||||||
Goldman Sachs | 06/13/25 | 489.85 | (570 | ) | 618,423 | (31,987,830 | ) | (195,160 | ) | |||||||||||||
Goldman Sachs | 06/13/25 | 497.61 | (55 | ) | 61,817 | (3,086,545 | ) | (21,265 | ) | |||||||||||||
Goldman Sachs | 07/14/25 | 506.79 | (635 | ) | 742,920 | (35,635,565 | ) | (421,846 | ) | |||||||||||||
Goldman Sachs | 08/14/25 | 497.61 | (650 | ) | 856,020 | (36,477,350 | ) | (466,673 | ) | |||||||||||||
Goldman Sachs | 09/12/25 | 504.96 | (640 | ) | 986,210 | (35,916,160 | ) | (616,866 | ) | |||||||||||||
Goldman Sachs | 10/14/25 | 525.74 | (615 | ) | 961,216 | (34,513,185 | ) | (919,591 | ) | |||||||||||||
Goldman Sachs | 11/14/25 | 540.85 | (500 | ) | 656,978 | (28,059,500 | ) | (1,007,274 | ) | |||||||||||||
Goldman Sachs | 12/12/25 | 540.85 | (285 | ) | 402,977 | (15,993,915 | ) | (610,881 | ) | |||||||||||||
Goldman Sachs | 12/12/25 | 550.01 | (240 | ) | 307,908 | (13,468,560 | ) | (576,536 | ) | |||||||||||||
Goldman Sachs | 01/14/26 | 508.58 | (200 | ) | 288,389 | (11,223,800 | ) | (303,394 | ) | |||||||||||||
Goldman Sachs | 01/14/26 | 550.01 | (330 | ) | 460,003 | (18,519,270 | ) | (825,988 | ) | |||||||||||||
Goldman Sachs | 02/13/26 | 508.58 | (450 | ) | 694,326 | (25,253,550 | ) | (731,562 | ) | |||||||||||||
8,482,539 | (363,931,715 | ) | (6,804,646 | ) | ||||||||||||||||||
Call Option Contracts - (5.67%) | ||||||||||||||||||||||
S&P 500® Mini Index: | ||||||||||||||||||||||
Goldman Sachs | 04/14/25 | 542.38 | (1,100 | ) | 2,870,948 | (61,730,900 | ) | (2,507,397 | ) | |||||||||||||
Goldman Sachs | 04/14/25 | 555.69 | (240 | ) | 547,429 | (13,468,560 | ) | (317,439 | ) | |||||||||||||
Goldman Sachs | 05/14/25 | 557.81 | (1,090 | ) | 2,608,319 | (61,169,710 | ) | (1,972,668 | ) | |||||||||||||
Goldman Sachs | 05/14/25 | 570.13 | (200 | ) | 461,791 | (11,223,800 | ) | (216,113 | ) | |||||||||||||
Goldman Sachs | 06/13/25 | 572.47 | (1,140 | ) | 2,769,007 | (63,975,660 | ) | (1,608,373 | ) | |||||||||||||
Goldman Sachs | 06/13/25 | 576.95 | (110 | ) | 246,615 | (6,173,090 | ) | (125,775 | ) | |||||||||||||
Goldman Sachs | 07/14/25 | 591.87 | (1,270 | ) | 3,238,441 | (71,271,130 | ) | (1,075,111 | ) | |||||||||||||
Goldman Sachs | 08/14/25 | 580.93 | (1,300 | ) | 3,216,139 | (72,954,700 | ) | (2,190,691 | ) | |||||||||||||
Goldman Sachs | 09/12/25 | 588.67 | (1,280 | ) | 3,261,378 | (71,832,320 | ) | (2,043,672 | ) | |||||||||||||
Goldman Sachs | 10/14/25 | 613.19 | (1,230 | ) | 3,328,321 | (69,026,370 | ) | (1,103,285 | ) | |||||||||||||
Goldman Sachs | 11/14/25 | 626.66 | (1,000 | ) | 2,560,955 | (56,119,000 | ) | (708,198 | ) | |||||||||||||
Goldman Sachs | 12/12/25 | 628.46 | (570 | ) | 1,533,844 | (31,987,830 | ) | (464,080 | ) | |||||||||||||
Goldman Sachs | 12/12/25 | 635.93 | (480 | ) | 1,212,455 | (26,937,120 | ) | (300,618 | ) | |||||||||||||
Goldman Sachs | 01/14/26 | 590.58 | (400 | ) | 1,090,379 | (22,447,600 | ) | (1,044,654 | ) | |||||||||||||
Goldman Sachs | 01/14/26 | 638.62 | (660 | ) | 1,747,646 | (37,038,540 | ) | (480,071 | ) |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 3 |
Beacon Planned Return Strategy Fund | Portfolio of Investments |
March 31, 2025 (Unaudited) |
Counterparty | Expiration Date |
Strike Price |
Contracts | Premiums Received |
Notional Value |
Value (Note 2) |
||||||||||||||||
Goldman Sachs | 02/13/26 | $ | 592.84 | (900 | ) | $ | 2,565,852 | $ | (50,507,100 | ) | $ | (2,457,791 | ) | |||||||||
33,259,519 | (727,863,430 | ) | (18,615,936 | ) | ||||||||||||||||||
TOTAL WRITTEN OPTION CONTRACTS | $ | 41,742,058 | $ | (1,091,795,145 | ) | $ | (25,420,582 | ) |
See Notes to Financial Statements and Financial Highlights. | |
4 | www.beacontrust.com |
Beacon Planned | |
Return Strategy Fund | Statements of Assets and Liabilities |
March 31, 2025 (Unaudited) |
BEACON PLANNED RETURN STRATEGY FUND |
||||
ASSETS: | ||||
Investments, at value (Cost $362,766,662) | $ | 354,380,301 | ||
Receivable for shares sold | 25,025 | |||
Dividends and interest receivable | 395 | |||
Other assets | 21,374 | |||
Total Assets | 354,427,095 | |||
LIABILITIES: | ||||
Written options, at value (premiums received $41,742,058) | 25,420,582 | |||
Payable for administration and transfer agent fees | 136,586 | |||
Payable for shares redeemed | 258,842 | |||
Payable to adviser | 281,377 | |||
Payable for distribution and service fees | 25,915 | |||
Payable for printing fees | 795 | |||
Payable for professional fees | 21,826 | |||
Payable for trustees' fees and expenses | 1,520 | |||
Payable to Chief Compliance Officer fees | 3,592 | |||
Accrued expenses and other liabilities | 8,648 | |||
Total Liabilities | 26,159,683 | |||
NET ASSETS | $ | 328,267,412 | ||
NET ASSETS CONSIST OF: | ||||
Paid-in capital (Note 6) | $ | 327,812,956 | ||
Total distributable earnings | 454,456 | |||
NET ASSETS | $ | 328,267,412 | ||
PRICING OF SHARES(a) | ||||
Institutional Class : | ||||
Net Asset Value, offering and redemption price per share | $ | 9.85 | ||
Net Assets | $ | 328,267,412 | ||
Shares of beneficial interest outstanding | 33,316,029 |
(a) | A 2% redemption fee is applied to any shares sold or exchanged within 60 days of purchase. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 5 |
Beacon Planned |
|
Return Strategy Fund | Statements of Operations |
For the Period Ended March 31, 2025 (Unaudited) |
BEACON PLANNED RETURN STRATEGY FUND |
||||
INVESTMENT INCOME: | ||||
Dividends | $ | 168,982 | ||
Total Investment Income | 168,982 | |||
EXPENSES: | ||||
Investment advisory fees (Note 7) | 1,733,020 | |||
Administration fees | 207,081 | |||
Shareholder service fees | ||||
Institutional Class | 73,652 | |||
Custody fees | 2,730 | |||
Legal fees | 10,327 | |||
Audit and tax fees | 10,368 | |||
Transfer agent fees | 34,331 | |||
Trustees' fees and expenses | 18,302 | |||
Registration and filing fees | 7,298 | |||
Printing fees | 3,718 | |||
Chief Compliance Officer fees | 15,531 | |||
Insurance fees | 5,218 | |||
Other expenses | 5,231 | |||
Total Expenses | 2,126,807 | |||
NET INVESTMENT LOSS | (1,957,825 | ) | ||
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND WRITTEN OPTIONS: | ||||
Net realized gain/(loss) on: | ||||
Investments | (71,377,397 | ) | ||
Written options contracts | 92,187,430 | |||
Net realized gain | 20,810,033 | |||
Change in unrealized appreciation/(depreciation) on: | ||||
Investments | (91,501,360 | ) | ||
Written options contracts | 75,168,233 | |||
Net change | (16,333,127 | ) | ||
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND WRITTEN OPTIONS | 4,476,906 | |||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | 2,519,081 |
See Notes to Financial Statements and Financial Highlights. | |
6 | www.beacontrust.com |
Beacon Planned | |
Return Strategy Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment loss | $ | (1,957,825 | ) | $ | (4,124,557 | ) | ||
Net realized gain on investments and written options | 20,810,033 | 48,900,565 | ||||||
Net change in unrealized appreciation/(depreciation) on investments and written options | (16,333,127 | ) | 5,419,652 | |||||
Net increase in net assets resulting from operations | 2,519,081 | 50,195,660 | ||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Institutional Class | (49,344,186 | ) | (20,445,278 | ) | ||||
Total distributions | (49,344,186 | ) | (20,445,278 | ) | ||||
BENEFICIAL SHARE TRANSACTIONS (Note 6): | ||||||||
Institutional Class | ||||||||
Shares sold | 36,917,766 | 15,846,387 | ||||||
Dividends reinvested | 43,042,161 | 18,074,605 | ||||||
Shares redeemed | (89,108,912 | ) | (31,613,818 | ) | ||||
Net increase/(decrease) from beneficial share transactions | (9,148,985 | ) | 2,307,174 | |||||
Net increase/(decrease) in net assets | (55,974,090 | ) | 32,057,556 | |||||
NET ASSETS: | ||||||||
Beginning of period | 384,241,502 | 352,183,946 | ||||||
End of period | $ | 328,267,412 | $ | 384,241,502 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 7 |
Beacon Planned | |
Return Strategy Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Period Presented
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) FROM OPERATIONS: |
Net investment loss(a) |
Net realized and unrealized gain/(loss) on investments |
Total from investment operations |
LESS DISTRIBUTIONS: |
From net realized gains on investments |
Return of capital |
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 |
Net investment loss |
PORTFOLIO TURNOVER RATE |
See Notes to Financial Statements and Financial Highlights. | |
8 | www.beacontrust.com |
Beacon Planned | |
Return Strategy Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Period Presented
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 11.40 | $ | 10.52 | $ | 8.72 | $ | 11.13 | $ | 10.49 | $ | 10.44 | |||||||||||
(0.06 | ) | (0.12 | ) | (0.11 | ) | (0.12 | ) | (0.13 | ) | (0.12 | ) | |||||||||||
0.15 | 1.61 | 1.91 | (0.85 | ) | 1.31 | 0.85 | ||||||||||||||||
0.09 | 1.49 | 1.80 | (0.97 | ) | 1.18 | 0.73 | ||||||||||||||||
(1.64 | ) | (0.61 | ) | – | (1.41 | ) | (0.54 | ) | (0.68 | ) | ||||||||||||
– | – | – | (0.03 | ) | – | – | ||||||||||||||||
(1.64 | ) | (0.61 | ) | – | (1.44 | ) | (0.54 | ) | (0.68 | ) | ||||||||||||
(1.55 | ) | 0.88 | 1.80 | (2.41 | ) | 0.64 | 0.05 | |||||||||||||||
$ | 9.85 | $ | 11.40 | $ | 10.52 | $ | 8.72 | $ | 11.13 | $ | 10.49 | |||||||||||
0.70 | % | 14.70 | % | 20.64 | % | (10.41 | %) | 11.53 | % | 7.21 | % | |||||||||||
$ | 328,267 | $ | 384,242 | $ | 352,184 | $ | 306,278 | $ | 362,773 | $ | 315,389 | |||||||||||
1.23 | %(c) | 1.20 | % | 1.21 | % | 1.19 | % | 1.19 | % | 1.20 | % | |||||||||||
(1.13 | %)(c) | (1.12 | %) | (1.14 | %) | (1.18 | %) | (1.19 | %) | (1.19 | %) | |||||||||||
0 | % | 0 | % | 0 | % | 0 | % | 0 | % | 0 | % |
(a) | Calculated using the average shares method. |
(b) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period 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. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 9 |
Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
1. ORGANIZATION
ALPS Series 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 annual report describes the Beacon Planned Return Strategy Fund. The Fund is non-diversified and may invest a greater portion of assets in securities of individual issuers than a diversified fund. As a result, changes in the market value of a single investment could cause greater fluctuations in share price than would occur in a diversified Fund. The primary investment objectives of the Beacon Planned Return Strategy Fund is to deliver capital preservation and capital appreciation. The Board of Trustees (the “Board” or "Trustees") may establish additional funds and classes of shares at any time in the future without shareholder approval.
2. SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for investment companies (“U.S. GAAP”). The Funds are considered investment companies under U.S. GAAP and follow the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services - 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 increases and decreases in net assets from operations during the period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by the Funds in preparation of their financial statements.
Investment Valuation: The Fund generally values 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.
Flexible Exchange ("FLEX") Options are customized option contracts available through the Chicago Board Options Exchange ("CBOE"). Flexible Exchange Options are valued based on prices supplied by an independent third-party pricing service, which utilizes pricing models that incorporate various inputs such as interest rates, credit spreads, currency exchange rates and volatility measurements for in-the-money, at-the-money, and out-of-money contracts on a given strike price.
Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value (“NAV”). Money market funds, representing short-term investments, are valued at their NAV.
When such prices or quotations are not available, or when the valuation designee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.
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Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Fair Value Measurements: The Fund disclose the classification of 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 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); and |
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 the inputs used to value investments as of March 31, 2025:
BEACON PLANNED RETURN STRATEGY FUND
Investments in Securities at Value | Level 1 - Unadjusted Quoted Prices |
Level 2 - Other Significant Observable Inputs |
Level 3 - Significant Unobservable Inputs |
Total | ||||||||||||
Purchased Option Contracts | $ | – | $ | 350,956,516 | $ | – | $ | 350,956,516 | ||||||||
Short Term Investments | 3,423,785 | – | – | 3,423,785 | ||||||||||||
Total | $ | 3,423,785 | $ | 350,956,516 | $ | – | $ | 354,380,301 |
Valuation Inputs | ||||||||||||||||
Other Financial Instruments | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Liabilities | ||||||||||||||||
Written Option Contracts | $ | – | $ | (25,420,582 | ) | $ | – | $ | (25,420,582 | ) | ||||||
Total | $ | – | $ | (25,420,582 | ) | $ | – | $ | (25,420,582 | ) |
Semi-Annual Report | March 31, 2025 | 11 |
Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
There were no Level 3 securities held during the six months ended March 31, 2025.
Cash & Cash Equivalents: The Fund considers investment in a Federal Deposit Insurance Corporation ("FDIC") insured interest bearing account to be cash and cash equivalents. Cash and cash equivalents are valued at cost plus any accrued interest. The Fund maintains cash balances, which, at times may exceed federally insured limits. The Fund maintains these balances with a high quality financial institution.
Concentration of Credit Risk: The Fund places cash with a banking institution, which is insured by FDIC. The FDIC limit is $250,000. At various times throughout the year, the amount on deposit may exceed the FDIC limit and subject the Fund to a credit risk. The Fund does not believe that such deposits are subject to any unusual risk associated with investment activities.
Trust Expenses: Some expenses of the Trust can be directly attributed to a fund. Expenses that cannot be directly attributed to a fund are apportioned among all funds in the Trust based on average net assets of each fund, including Trustees' fees and expenses.
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 intend to distribute substantially all of their net taxable income and net capital gains, if any, each year so that they 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 March 31, 2025, the Fund did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statements of Operations. The Fund files U.S. federal, state and local income tax returns as required. The Fund's tax returns is 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. The Fund's administrator has analyzed the Fund's tax positions and has concluded that as of March 31, 2025, no provision for income tax is required in the Fund's financial statements related to these tax positions.
Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date basis for financial reporting purposes). 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.
Distributions to Shareholders: The Fund normally pays dividends, if any, and distributes capital gains, if any, on an annual basis. Income dividend distributions are derived from interest, dividends and other income the Fund receives from 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 one year. The Fund may make additional distributions and dividends at other times if its portfolio manager or managers believe doing so may be necessary for the Fund to avoid or reduce taxes. Net investment income/(loss) and net realized gain/(loss) may differ for financial statement and tax purposes.
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Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
3. DERIVATIVE INSTRUMENTS
The Fund's principal investment strategy permits it to enter into various types of derivatives contracts, including, but not limited to, futures contracts, forward foreign currency contracts, currency swaps and purchased and written options. In doing so, the Fund may employ strategies in differing combinations to permit it to increase, decrease, or change the level or types of exposure to market factors. Central to those strategies are features inherent in derivatives that make them more attractive for this purpose than equity or debt securities; they require little or no initial cash investment, they can focus exposure on only certain selected risk factors, and they may not require the ultimate receipt or delivery of the underlying security (or securities) to the contract. This may allow the Fund to pursue their objectives more quickly and efficiently than if they were to make direct purchases or sales of securities capable of affecting a similar response to market factors.
Risk of Investing in Derivatives: The Fund's use of derivatives can result in losses due to unanticipated changes in the market risk factors and the overall market. In instances where the Fund is using derivatives to decrease, or hedge, exposures to market risk factors for securities held, there are also risks that those derivatives may not perform as expected resulting in losses for the combined or hedged positions.
Derivatives may have little or no initial cash investment relative to their market value exposure and therefore can produce significant gains or losses in excess of their cost. This use of embedded leverage allows the Fund to increase market value exposure relative to net assets and can substantially increase the volatility of performance.
Additional associated risks from investing in derivatives also exist and potentially could have significant effects on the valuation of the derivative and the Fund. Typically, the associated risks are not the risks that the Fund is attempting to increase or decrease exposure to, per its investment objectives, but are the additional risks from investing in derivatives.
Examples of these associated risks are liquidity risk, which is the risk that the Fund will not be able to sell or close out the derivative in a timely manner, and counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. In addition, use of derivatives may increase or decrease exposure to the following risk factors:
Equity Risk: Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market. Associated risks can be different for each type of derivative.
Option Contracts: The Fund may enter into options transactions for hedging purposes and for nonhedging purposes such as seeking to enhance return. The Fund may write covered put and call options on any stocks or stock indices, currencies traded on domestic and foreign securities exchanges, or futures contracts on stock indices, interest rates and currencies traded on domestic and, to the extent permitted by the U.S. Commodity Futures Trading Commission, foreign exchanges. A call option on an asset written by a Fund obligates the Fund to sell the specified asset to the holder (purchaser) at a stated price (the exercise price) if the option is exercised before a specified date (the expiration date). A put option on an asset written by the Fund obligates the Fund to buy the specified asset from the purchaser at the exercise price if the option is exercised before the expiration date. Premiums received when writing options are recorded as liabilities and are subsequently adjusted to the current value of the options written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options, which are either exercised or closed, are offset against the proceeds received or amount paid on the transaction to determine realized gains or losses.
Semi-Annual Report | March 31, 2025 | 13 |
Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
The Fund uses FLEX Options, which are customized equity or index option contracts that trade on an exchange, but that provide investors with the ability to customize key contract terms like exercise prices, styles and expiration dates. Like standardized exchange-traded options, FLEX Options are guaranteed for settlement by The Options Clearing Corporation (“OCC”), a market clearinghouse. The OCC guarantees performance by each of the counterparties to the FLEX Options, becoming the “buyer for every seller and the seller for every buyer,” protecting clearing members and options traders from counterparty risk. FLEX Options provide investors with the ability to customize key terms, while achieving price discovery in competitive, transparent auctions markets and avoiding the counterparty exposure of Over-the-Counter (“OTC”) options positions. The Fund bears the risk that the OCC will be unable or unwilling to perform its obligations under the FLEX Options contracts. Additionally, FLEX Options may be less liquid than certain other securities such as standardized options. In a less liquid market for the FLEX Options, the Funds may have difficulty closing out certain FLEX Options positions at desired times and prices.
Purchased Options: When the Fund purchases an option, an amount equal to the premium paid by the Fund is recorded as an investment and is subsequently adjusted to the current value of the option purchased. If an option expires on the stipulated expiration date or if the Fund enters into a closing sale transaction, a gain or loss is realized. If a call option is exercised, the cost of the security acquired is increased by the premium paid for the call. If a put option is exercised, a gain or loss is realized from the sale of the underlying security, and the proceeds from such sale are decreased by the premium originally paid. Purchased options are non-income producing securities.
Written Options: When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current value of the option written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gain from written options. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has realized a gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as the writer of an option, bears the market risk of an unfavorable change in the price of the security underlying the written option.
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Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
The average option contract notional amount during the six months ended March 31, 2025, is noted below. These are equity options which have an element of equity security risk.
Derivative Type | Unit of Measurement | Monthly Average | ||||
Beacon Planned Return Strategy Fund | ||||||
Purchased Option Contracts | Notional value of contracts outstanding | $ | 1,044,869,642 | |||
Written Option Contracts | Notional value of contracts outstanding | $ | 1,044,869,642 |
Derivative Instruments: The following tables disclose the amounts related to the Fund's use of derivative instruments.
The effect of derivative instruments on the Statements of Assets and Liabilities as of March 31, 2025:
Risk Exposure | Statements of Assets and Liabilities Location |
Fair Value of Asset Derivatives |
Statements of Assets and Liabilities Location |
Fair Value of Liability Derivatives |
||||||||
Beacon Planned Return Strategy Fund | ||||||||||||
Equity Contracts (Purchased Options/Written Options) | Investments, at value | $ | 350,956,516 | Written Options, at value | $ | 25,420,582 | ||||||
$ | 350,956,516 | $ | 25,420,582 |
Semi-Annual Report | March 31, 2025 | 15 |
Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
The effect of derivative instruments on the Statements of Operations for the six months ended March 31, 2025:
Risk Exposure | Statements of Operations Location | Realized Gain (Loss) on Derivatives Recognized in Income |
Change in Unrealized Gain (Loss) on Derivatives Recognized in Income |
|||||||
Beacon Planned Return Strategy Fund | ||||||||||
Equity Contracts (Purchased Options) | Net realized gain/(loss) on investments/Net change in unrealized appreciation/ (depreciation) on investments | $ | (71,377,397 | ) | $ | (91,501,360 | ) | |||
Equity Contracts (Written Options) | Net realized gain/(loss) on written option contracts/Net change in unrealized appreciation/ (depreciation) on written option contracts | 92,187,430 | 75,168,233 | |||||||
Total | $ | 20,810,033 | $ | (16,333,127 | ) |
4. TAX BASIS INFORMATION
Tax Basis of Distributions to Shareholders: The character of distributions made during the period 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 the Funds. The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end.
No distributions were paid by the Funds during the fiscal year ended September 30, 2024.
Unrealized Appreciation and Depreciation on Investments and Derivative Instruments: As of March 31, 2025, the aggregate costs of investments, gross unrealized appreciation/ (depreciation) and net unrealized appreciation of instruments and derivative instruments for federal tax purposes were as follows:
Beacon Planned Return Strategy Fund |
||||
Gross unrealized appreciation (excess of value over tax cost)(a) | $ | 28,818,301 | ||
Gross unrealized depreciation (excess of tax cost over value)(a) | (20,883,187 | ) | ||
Net unrealized appreciation | $ | 7,935,114 | ||
Cost of investments for income tax purposes | $ | 362,766,662 |
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Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
5. SECURITIES TRANSACTIONS
Purchases and sales of securities, excluding short-term securities, during the six months ended March 31, 2025, were as follows:
Purchases of Securities | Proceeds
from Sales of Securities |
|||||||
Beacon Planned Return Strategy Fund | $ | – | $ | – |
6. BENEFICIAL SHARE TRANSACTIONS
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 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. Shares have no pre-emptive rights. Neither the Fund nor any creditor have the right to require shareholders to pay any additional amounts solely because the shareholder owns the shares.
Shares redeemed within 60 days of purchase may incur a 2.00% short-term redemption fee deducted from the redemption amount. For the six months ended March 31, 2025, the redemption fees charged by the Fund, if any, is presented in the Statements of Changes in Net Assets.
Transactions in common shares were as follows:
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
Beacon Planned Return Strategy Fund | ||||||||
Institutional Class | ||||||||
Shares sold | 3,686,276 | 1,488,974 | ||||||
Shares issued in reinvestment of distributions to shareholders | 4,347,693 | 1,724,676 | ||||||
Shares redeemed | (8,434,199 | ) | (2,967,716 | ) | ||||
Net increase/(decrease) in shares outstanding | (400,230 | ) | 245,934 |
Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of more than 25% of the voting securities of a company. Approximately 86% of the outstanding shares of the Fund are owned by one omnibus account. Share transaction activities of these shareholders could have a material impact on the Fund.
Semi-Annual Report | March 31, 2025 | 17 |
Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
7. MANAGEMENT AND RELATED PARTY TRANSACTIONS
Investment Advisory: Beacon Investment Advisory Services, Inc. (the “Adviser”), subject to the authority of the Board, is responsible for the management of the Fund's portfolio. The Adviser manages the investments of the Fund in accordance with the Fund's investment objectives, policies and limitations and investment guidelines established jointly by the Adviser and the Board.
Pursuant to the Investment Advisory Agreement (the “Advisory Agreement”) with the Adviser, the Fund pays the Adviser an annual management fee that is based on average daily net assets. The management fee is paid on a monthly basis. The contractual management fee rate is 1.00% based on average daily net assets. The current term of the Advisory Agreement is one year. The Board may extend the Advisory Agreement for additional one-year terms. The Board and shareholders of the Fund may terminate the Advisory Agreement upon 30 days’ written notice. The Adviser may terminate the Advisory Agreement upon 60 days’ notice.
Pursuant to a fee waiver letter agreement (the “Fee Waiver Agreement”), the Adviser has contractually agreed to limit the amount of the Fund’s Total Annual Fund Operating Expenses (excluding Rule 12b-1 fees, Acquired Fund Fees and Expenses, brokerage expenses, interest expenses, taxes and extraordinary expenses) to an annual rate of 1.40%. The Fee Waiver Agreement shall continue at least through January 31, 2026, and will automatically continue upon annual approval of the Board for successive twelve-month periods unless (i) it is terminated earlier by the Board, or (ii) the Adviser provides at least 30 days written notice of its non-continuance prior to the end of the then effective term. Except due to the Adviser’s notice of non-renewal, the Fee Waiver Agreement may only be amended or terminated with the approval of the Board. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the Fee Waiver Agreement (whether through a reduction of its management fee or otherwise) only to the extent that each Fund’s expenses in later periods do not exceed the lesser of: (1) the contractual expense limit in effect at the time the Adviser waives or limits the expenses; or (2) the contractual expense limit in effect at the time the Adviser seeks to recover the expenses; provided, however, that the Fund will not be obligated to pay any such deferred fees or expenses more than three years after the date on which the fee or expense was reduced, as calculated on a monthly basis. There were no fees waived or reimbursed for the six months ended March 31, 2025.
Administrator: ALPS Fund Services, Inc. (“ALPS”) (an affiliate of ALPS Distributors, Inc.) serves as administrator to the Fund. The Fund has agreed to pay expenses incurred in connection with its administrative activities. Pursuant to the Administration, Bookkeeping and Pricing Services Agreement with the Trust, ALPS will provide operational services to the Fund including, but not limited to, fund accounting and fund administration and generally assist in the Fund’s operations. The Fund’s administration fee is accrued on a daily basis and paid monthly. The officers of the Trust are employees of ALPS. Administration fees paid by the Fund for the six months ended March 31, 2025, are disclosed in the Statements of Operations. ALPS is reimbursed by the Fund for certain out-of-pocket expenses.
Transfer Agent: ALPS serves as transfer agent for the Fund under a Transfer Agency and Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund plus fees for open accounts and is reimbursed for certain out-of-pocket expenses.
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Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Compliance Services: ALPS provides Chief Compliance Officer services to the Fund to monitor and test the policies and procedures of the Fund in conjunction with requirements under Rule 38a-1 of the 1940 Act pursuant to a Chief Compliance Officer Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund and is reimbursed for certain out-of-pocket expenses.
Distribution: ALPS Distributors, Inc. (the “Distributor”) (an affiliate of ALPS) acts as the principal underwriter of the Fund shares pursuant to a Distribution Agreement with the Trust. Shares of the Fund are offered on a continuous basis through the Distributor, as agent of the Fund. The Distributor is not obligated to sell any particular amount of shares and is not entitled to any compensation for its services as the Fund’s principal underwriter pursuant to the Distribution Agreement.
The Fund has adopted a shareholder services plan (“Shareholder Services Plan”) for its Institutional Class. Under the Shareholder Services Plan the Fund is authorized to pay banks and their affiliates and other institutions, including broker-dealers and Fund affiliates (“Participating Organizations”), an aggregate fee in an amount not to exceed on an annual basis 0.15% of the average daily net assets of Institutional Class shares, to Participating Organizations as compensation for providing shareholder service activities, which do not include distribution services, pursuant to an agreement with a Participating Organization. Shareholder Services Plan fees paid by the Fund are disclosed in the Statements of Operations.
8. TRUSTEES AND OFFICERS
As of March 31, 2025, there were four Trustees, each of whom are not “interested persons” (as defined in the 1940 Act) of the Trust (the “Independent Trustees”). The Independent Trustees of the Trust and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers will receive a quarterly retainer of $16,250, plus $5,000 for each regular Board or Committee meeting attended and $2,000 for each special telephonic or in-person Board or Committee meeting attended. Additionally, the Audit Committee Chair receives a quarterly retainer of $1,875 and the Independent Chair receives a quarterly retainer of $4,250. These fees are allocated proportionately among the multiple portfolios/series of the Trust. The Independent Trustees and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers are also reimbursed for all reasonable out-of-pocket expenses relating to attendance at meetings.
Officers of the Trust receive no salary or fees from the Trust. As discussed in Note 7, the Fund pay ALPS an annual fee for compliance services.
9. INDEMNIFICATIONS
Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities 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.
Semi-Annual Report | March 31, 2025 | 19 |
Beacon Planned Return Strategy Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
10. 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. Management has determined that there were no subsequent events to report through the issuance of these financial statements.
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Beacon Planned Return Strategy Fund | Additional Information |
March 31, 2025 (Unaudited)
TAX DESIGNATIONS
Pursuant to Section 852(b)(3) of the Internal Revenue Code the Fund designates the amount listed below as long-term capital gain dividends:
Beacon Planned Return Strategy Fund | $ | 34,425,875 |
Semi-Annual Report | March 31, 2025 | 21 |
Beacon Planned Return Strategy Fund | Changes in and Disagreements with Accountants |
March 31, 2025 (Unaudited) |
There were no changes in or disagreements with accountants during the period covered by this report.
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Beacon Planned Return Strategy Fund | Proxy Disclosures |
March 31, 2025 (Unaudited)
Not applicable to the period covered by this report.
Semi-Annual Report | March 31, 2025 | 23 |
Beacon Planned Return Strategy Fund | Remuneration Paid to Directors, Officers and Others |
March 31, 2025 (Unaudited)
The following chart provides certain information about the Trustee fees paid by the Trust for the period ended March 31, 2025:
Beacon Planned Return Strategy Fund
Trustee | Amount Paid | |||
Ward Armstrong | $ | 4,726.22 | ||
J.W. Hutchens | 4,269.14 | |||
Merrilyn Kosier | 4,269.14 | |||
Patrick Seese | 4,471.00 | |||
Total | $ | 17,735.30 |
24 | www.beacontrust.com |
Beacon Planned | Statement Regarding Basis for Approval |
Return Strategy Fund | of Investment Advisory Agreement |
March 31, 2025 (Unaudited) |
Not applicable to the period covered by this Report.
Semi-Annual Report | March 31, 2025 | 25 |
TABLE OF CONTENTS
Schedule of Investments | 1 |
Statement of Assets and Liabilities | 12 |
Statement of Operations | 13 |
Statements of Changes in Net Assets | 14 |
Financial Highlights | 15 |
Notes to Financial Statements and Financial Highlights | 17 |
Additional Information | 24 |
Changes in and Disagreements with Accountants for Open-End Management Investment Companies | 25 |
Proxy Disclosures | 26 |
Remuneration Paid to Trustees, Officers, and Others of Open-End Management Investment Companies | 27 |
Statement Regarding Basis for Approval of Investment Advisory Contract | 28 |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Shares |
Value (Note 2) |
|||||||
COMMON STOCKS (1.31%) | ||||||||
Communications (0.12%) | ||||||||
Beasley Broadcast Group, Inc.(a)(b)(c) | 2,640 | $ | 12,454 | |||||
XPLORE INC/STONEPEAK FALCON(a)(b) | 71,771 | 805,463 | ||||||
Total Communications | 817,917 | |||||||
Consumer, Cyclical (0.04%) | ||||||||
Libbey Glass Inc.(b)(d) | 166,360 | 277,322 | ||||||
Consumer, Non-cyclical (0.73%) | ||||||||
Aquity Holdings Inc.(a)(b)(c)(d) | 122,254 | 18,662 | ||||||
Envision Healthcare Corp.(b)(d) | 427,081 | 4,804,662 | ||||||
Total Consumer, Non-cyclical | 4,823,324 | |||||||
Technology (0.42%) | ||||||||
Applogic(a)(b)(c) | 212,291 | 743,019 | ||||||
Avaya Holdings Corp.(a)(b)(c)(d) | 48,689 | 924,117 | ||||||
Matrix Parent, Inc.(b)(d) | 83,868 | 1,132,218 | ||||||
Total Technology | 2,799,354 | |||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $9,059,412) | 8,717,917 |
Rate | Maturity Date | Principal Amount | Value (Note 2) |
|||||||||
BANK LOANS (36.87%) | ||||||||||||
Basic Materials (1.22%) | ||||||||||||
Spectrum Group Buyer, Inc.(e) | 3M SOFR + 6.50%, 0.75% Floor | 5/19/2028 | $ | 4,569,962 | $ | 3,404,622 | ||||||
TPC Group(e) | 6M SOFR + 6.00% | 11/22/2031 | 2,557,700 | 2,502,275 | ||||||||
Vibrantz Technologies, Inc.(e) | 0.50% Floor | 4/23/2029 | 2,493,606 | 2,178,788 | ||||||||
Total Basic Materials | 8,085,685 | |||||||||||
Communications (2.94%) | ||||||||||||
Cox Media Group TL(e) | 3M SOFR + 3.50% | 6/18/2029 | 3,531,921 | 3,304,395 | ||||||||
Hubbard Radio LLC(e) | 1M SOFR + 4.25%, 1.00% Floor | 4/30/2025 | 2,830,152 | 1,933,928 | ||||||||
Plusgrade, Inc.(e) | 3M SOFR + 3.50% | 3/3/2031 | 2,214,286 | 2,208,750 | ||||||||
StubHub Holdco Sub LLC(e) | 1M SOFR + 4.75% | 3/12/2030 | 1,871,531 | 1,868,031 | ||||||||
Syniverse Holdings LLC(e) | 3M SOFR + 7.00%, 0.50% Floor | 5/13/2027 | 5,478,781 | 5,366,246 | ||||||||
Xplore TL(e) | 1M SOFR + 5.00% | 10/24/2029 | 376,785 | 364,069 | ||||||||
Xplore TL(e) | 1M SOFR + 1.50% | 10/24/2031 | 1,273,096 | 994,606 | ||||||||
Zayo Group Holdings, Inc.(e) | 1M SOFR + 3.00% | 3/9/2027 | 3,711,222 | 3,446,798 | ||||||||
Total Communications | 19,486,823 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 1 |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount |
Value (Note 2) |
|||||||||
Consumer, Cyclical (8.72%) | ||||||||||||
Alterra Mountain(e) | 1M SOFR + 2.75% | 5/2/2028 | $ | 2,069,912 | $ | 2,064,737 | ||||||
Century Casinos, Inc.(e) | 1M SOFR + 6.00%, 0.75% Floor | 4/2/2029 | 3,035,127 | 2,714,556 | ||||||||
Delivery Hero(e) | 3M SOFR + 5.00% | 12/12/2029 | 1,980,623 | 1,978,563 | ||||||||
DS Parents, INC.(e) | 3M SOFR + 5.50% | 12/13/2030 | 2,883,213 | 2,666,972 | ||||||||
ECL Entertainment LLC(e) | 1M SOFR + 3.50%, 0.75% Floor | 8/16/2030 | 3,031,740 | 3,023,221 | ||||||||
Hanesbrands, Inc.(e) | 1M SOFR + 2.75% | 3/8/2032 | 1,925,000 | 1,919,379 | ||||||||
Harrah's Oklahoma TL(e) | 1M SOFR + 9.00% | 10/10/2030 | 2,403,094 | 2,385,071 | ||||||||
J&J Ventures Gaming LLC(e) | 1M SOFR + 3.50%, 0.75% Floor | 4/26/2030 | 1,712,063 | 1,684,241 | ||||||||
Jack Entertainment(e) | 1M SOFR + 4.00% | 1/27/2032 | 2,605,000 | 2,595,883 | ||||||||
Libbey Glass LLC(e) | 3M SOFR + 6.50%, 0.75% Floor | 11/22/2027 | 1,779,484 | 1,721,650 | ||||||||
Mad Engine Global LLC(e) | 3M SOFR + 7.00%, 1.00% Floor | 7/15/2027 | 2,253,576 | 1,954,977 | ||||||||
Mountaineer Merger Corp.(e) | 6M SOFR + 7.00%, 0.75% Floor | 10/26/2028 | 2,726,907 | 2,181,526 | ||||||||
Petco Health & Wellness(e) | 3M SOFR + 3.25% | 3/6/2028 | 2,102,497 | 1,910,644 | ||||||||
PetSmart(e) | 1M SOFR + 3.75% | 2/14/2028 | 2,128,259 | 2,090,121 | ||||||||
Regal Cineworld TL(e) | 1M SOFR + 5.25% | 10/31/2031 | 2,488,763 | 2,472,760 | ||||||||
Restoration Hardware Inc.(e) | 1M SOFR + 2.50%, 0.50% Floor | 10/20/2028 | 3,007,354 | 2,860,745 | ||||||||
S&S Holdings LLC(e) | 1M SOFR + 5.00%, 0.50% Floor | 3/11/2028 | 2,244,156 | 2,223,128 | ||||||||
Sabre GLBL, Inc.(e) | 1M SOFR + 3.50%, 0.50% Floor | 12/17/2027 | 955,837 | 916,409 | ||||||||
Sabre GLBL, Inc.(e) | 1M SOFR + 6.00%, 0.50% Floor | 11/15/2029 | 1,525,236 | 1,487,105 | ||||||||
Sabre GLBL, Inc.(e) | 1M SOFR + 4.50%, 0.50% Floor | 6/30/2028 | 87,501 | 84,366 | ||||||||
Socotec TL(e) | 1M SOFR + 4.00% | 6/2/2028 | 3,000,000 | 2,996,250 | ||||||||
Springs Window Fashions(a)(e)(f) | 1M SOFR + 4.50% | 12/18/2028 | 178,488 | 2,042 | ||||||||
Springs Window Fashions Tranche A-2(e) | 1M SOFR + 4.00% | 10/6/2028 | 211,984 | 173,356 | ||||||||
Swissport(e) | 3M SOFR + 3.75% | 5/2/2028 | 1,540,489 | 1,543,385 | ||||||||
Travelport Finance Luxembourg Sarl(e) | 3M SOFR + 7.00%, 1.00% Floor | 9/29/2028 | 2,728,094 | 2,452,365 | ||||||||
US LBM TL(e) | 1M SOFR + 3.75% | 6/6/2031 | 2,310,218 | 2,126,556 | ||||||||
Veritiv TL(e) | 3M SOFR + 4.50% | 12/2/2030 | 2,230,090 | 2,215,215 | ||||||||
Warhorse Gaming, LLC(e) | 1M SOFR + 9.25% | 6/15/2028 | 5,071,034 | 5,223,165 | ||||||||
Total Consumer, Cyclical | 57,668,388 |
See Notes to Financial Statements and Financial Highlights.
2 | www.brigadefunds.com |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount | Value (Note 2) |
|||||||||
Consumer, Non-cyclical (10.97%) | ||||||||||||
Alphia(e) | 1M SOFR + 5.00% | 5/2/2028 | $ | 2,482,681 | $ | 2,432,109 | ||||||
Bausch Health(e) | 1M SOFR + 6.25% | 9/25/2030 | 4,445,000 | 4,267,200 | ||||||||
Bausch Health Americas, Inc.(e) | 1M SOFR + 5.25%, 0.50% Floor | 2/1/2027 | 2,021,212 | 2,017,816 | ||||||||
Carestream Health, Inc.(e) | 3M SOFR + 7.50%, 1.00% Floor | 9/30/2027 | 8,148,944 | 5,522,947 | ||||||||
Celsius(e) | 3M SOFR + 3.00% | 3/21/2032 | 2,355,000 | 2,357,944 | ||||||||
Colosseum Dental Finance BV(e) | 3M SOFR + 3.75% | 2/25/2032 | 1,960,565 | 2,112,016 | ||||||||
Envision Healthcare Operating, INC. TL 1L(e) | 1M SOFR + 8.25% | 12/30/2027 | 5,280,359 | 5,284,319 | ||||||||
Global Medical Response PIK(e)(g) | 1M SOFR + 5.50% | 10/2/2028 | 4,634,659 | 4,628,217 | ||||||||
Jazz Pharmaceuticals(e) | 1M SOFR + 2.25% | 5/2/2028 | 1,915,978 | 1,914,541 | ||||||||
LGC Group(e) | 1M SOFR + 4.00% | 1/31/2030 | 2,294,612 | 2,285,296 | ||||||||
LifeScan Global Corp.(e) | 3M SOFR + 6.50% | 12/31/2026 | 8,989,593 | 5,663,443 | ||||||||
Medline Borrower LP(e)(g) | 1M SOFR + 2.25%, 0.50% Floor | 10/23/2028 | 590,908 | 589,585 | ||||||||
MODIVCARE(e) | 3M SOFR + 4.75% | 6/20/2031 | 2,824,929 | 2,071,605 | ||||||||
ModivCare Add-On(e) | 3M SOFR + 7.50% | 12/31/2049 | 1,516,177 | 1,266,008 | ||||||||
Naked Juice LLC(e) | 3M SOFR + 3.00%, 0.50% Floor | 1/24/2029 | 4,879,889 | 2,708,338 | ||||||||
Nutrisystem TL(e) | 1M SOFR + 5.25% | 10/19/2030 | 5,307,367 | 3,662,084 | ||||||||
Nutrisystem TL(e) | 1M SOFR + 5.00% | 4/19/2030 | 2,429,475 | 2,349,010 | ||||||||
Pluto Acquisition I, Inc.(e) | 3M SOFR + 4.00% | 9/20/2028 | 6,455,747 | 5,616,500 | ||||||||
Radiology Partners(e)(g) | 3M SOFR + 5.00% | 1/31/2029 | 735,176 | 707,262 | ||||||||
RXB Holdings, Inc.(e) | 1M SOFR + 4.50%, 0.75% Floor | 12/20/2027 | 2,742,876 | 2,694,875 | ||||||||
Team Health Holdings, Inc.(e) | 3M SOFR + 5.25%, 1.00% Floor | 2/2/2027 | 6,952,795 | 6,759,229 | ||||||||
Two Kings Casino TL(e) | 1M SOFR + 5.00% | 12/12/2031 | 2,425,000 | 2,429,050 | ||||||||
US Fertility Enterprises(e)(f) | 3M SOFR + 4.50% | 10/7/2031 | 76,666 | 0 | ||||||||
US Fertility Enterprises TL(e) | 3M SOFR + 4.50% | 10/7/2031 | 1,682,445 | 1,682,445 | ||||||||
Vaco Holdings TL B(e) | 3M SOFR + 5.00% | 1/22/2029 | 1,864,275 | 1,718,470 | ||||||||
Total Consumer, Non-cyclical | 72,740,309 | |||||||||||
Energy (2.85%) | ||||||||||||
EPIC Y-Grade Services(e) | 3M SOFR + 5.75% | 6/29/2029 | 2,617,447 | 2,614,594 | ||||||||
Goodnight(e) | 1M SOFR + 4.50% | 5/23/2029 | 2,199,229 | 2,193,731 | ||||||||
Hilcorp Energy I TL B(e) | 1M SOFR + 2.25% | 2/5/2030 | 3,190,000 | 3,182,025 | ||||||||
IMTT(e) | 1M SOFR + 2.75% | 5/2/2028 | 1,980,000 | 1,979,386 | ||||||||
Long Ridge Energy TL B(e) | 1M SOFR + 4.50% | 2/6/2032 | 2,605,000 | 2,500,800 | ||||||||
New Fortress Energy(e) | 3M SOFR + 5.00% | 10/27/2028 | 2,622,721 | 2,248,983 | ||||||||
Spencer Spirit(e) | 1M SOFR + 4.75% | 6/25/2031 | 4,174,051 | 4,199,388 | ||||||||
Total Energy | 18,918,907 | |||||||||||
Financials (2.25%) | ||||||||||||
Acrisure LLC(e) | 1M SOFR + 3.00% | 11/6/2030 | 4,678,868 | 4,641,250 | ||||||||
Asurion(e) | 1M SOFR + 4.25% | 9/12/2030 | 2,924,369 | 2,883,252 | ||||||||
HUB International, Ltd.(e) | 3M SOFR + 2.50%, 0.75% Floor | 6/20/2030 | 3,190,292 | 3,175,203 | ||||||||
Russell Investments PIK(e) | 1M SOFR + 5.00% | 6/1/2027 | 1,643,967 | 1,585,737 | ||||||||
WHP TL B(e) | 3M SOFR + 4.75% | 2/12/2032 | 2,700,000 | 2,681,451 | ||||||||
Total Financials | 14,966,893 | |||||||||||
Industrials (2.22%) | ||||||||||||
Apple Bidco LLC(e) | 1M SOFR + 2.50% | 9/22/2031 | 1,979,693 | 1,962,985 | ||||||||
Arconic(e) | 1M SOFR + 3.75% | 8/19/2030 | 2,317,248 | 2,296,972 | ||||||||
Cornerstone Building Brands, Inc.(e) | 0.50% Floor | 4/12/2028 | 2,061,021 | 1,724,683 | ||||||||
Flynn Canada Ltd., TL(e) | 1M SOFR + 4.50% | 7/31/2028 | 3,384,868 | 3,359,482 | ||||||||
Leaf Home Solutions(e) | 1M SOFR + 4.75% | 2/20/2029 | 2,055,637 | 1,735,554 | ||||||||
LRS Holdings LLC(e) | 1M SOFR + 4.25%, 0.75% Floor | 8/31/2028 | 2,948,290 | 2,798,428 | ||||||||
Pixelle Receivables Bridge(d)(e) | 1M SOFR + 7.00% | 6/11/2025 | 171,137 | 171,137 | ||||||||
Trinseo(e) | 3M SOFR + 2.50% | 12/12/2029 | 1,490,373 | 688,374 | ||||||||
Total Industrials | 14,737,615 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 3 |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount | Value (Note 2) |
|||||||||
Technology (5.70%) | ||||||||||||
Applogic DDTL(e) | 6M SOFR + 9.00% | 10/1/2025 | $ | 650,310 | $ | 0 | ||||||
Applogic PIK EXIT(e) | 6M SOFR + 1.00% | 3/4/2030 | 2,832,816 | 2,769,077 | ||||||||
Avaya Inc.(e)(g) | 1M SOFR + 7.50% | 8/1/2028 | 7,189,655 | 5,669,043 | ||||||||
BCP V Everise Acquisition LLC(e) | 3M SOFR + 6.00% | 12/20/2029 | 2,491,125 | 2,167,279 | ||||||||
Castle US Holding Corp.(e) | 1M SOFR + 3.75% | 1/29/2027 | 1,463,884 | 895,487 | ||||||||
Castle US Holding Corp.(e) | 3M SOFR + 4.00%, 0.75% Floor | 1/29/2027 | 1,716,943 | 1,038,750 | ||||||||
Magenta Security Holdings, LLC First Out(e) | 3M SOFR + 6.75% | 7/27/2028 | 2,813,405 | 2,536,087 | ||||||||
Magenta Security Holdings, LLC Second Out(e) | 3M SOFR + 1.50% | 7/27/2028 | 4,908,782 | 2,483,843 | ||||||||
Magenta Security Holdings, LLC Third Out(e) | 3M SOFR + 1.50% | 7/27/2028 | 8,733 | 2,380 | ||||||||
Mavenir(a)(e) | 3M SOFR + 10.00% | 6/30/2025 | 769,267 | 1,269,291 | ||||||||
Mavenir Bridge Facility(a)(e) | 3M SOFR + 10.00% | 6/30/2025 | 621,588 | 1,025,621 | ||||||||
Mavenir Bridge Facility DD(a)(e) | 3M SOFR + 10.00% | 6/30/2025 | 200,082 | 330,135 | ||||||||
Mavenir Systems, Inc.(a)(e) | 3M SOFR + 4.75%, 0.50% Floor | 6/30/2025 | 5,129,884 | 1,795,460 | ||||||||
Mavenir TL(a)(e) | 3M SOFR + 10.00% | 6/30/2025 | 859,758 | 1,418,601 | ||||||||
Mobileum PIK EXIT(e)(g) | 3M SOFR + 1.00% | 9/12/2029 | 3,444,247 | 3,160,097 | ||||||||
Pitney Bowes TL B(e) | 1M SOFR + 3.50% | 1/23/2032 | 3,500,000 | 3,459,155 | ||||||||
Quest Software, Inc.(e) | 3M SOFR +4.25%, 0.50% Floor | 2/1/2029 | 2,890,412 | 1,676,439 | ||||||||
Sandisk TL(e) | 1M SOFR + 3.00% | 12/15/2031 | 3,120,000 | 3,071,266 | ||||||||
SS&C Technologies(e) | 1M SOFR + 2.00% | 5/9/2031 | 2,442,141 | 2,439,284 | ||||||||
Total Technology | 37,207,295 | |||||||||||
TOTAL BANK LOANS | ||||||||||||
(Cost 252,274,838) | 243,811,915 | |||||||||||
CONVERTIBLE CORPORATE BOND (0.04%) | ||||||||||||
Consumer, Cyclical (0.04%) | ||||||||||||
Liberty Interactive LLC | 4.000% | 11/15/2029 | 270,000 | 68,850 | ||||||||
Liberty Interactive LLC | 3.750% | 2/15/2030 | 840,000 | 205,800 | ||||||||
Total Consumer, Cyclical | 274,650 | |||||||||||
TOTAL CONVERTIBLE CORPORATE BOND | ||||||||||||
(Cost 339,578) | 274,650 | |||||||||||
CORPORATE BOND (58.19%) | ||||||||||||
Basic Materials (6.15%) | ||||||||||||
ASP Unifrax Holdings, Inc.(g)(h) | 7.100% | 9/30/2029 | 1,229,187 | 656,386 | ||||||||
Axalta Coating Systems LLC(h) | 3.375% | 2/15/2029 | 2,955,000 | 2,695,935 | ||||||||
Baffinland Iron Mines Corp. / Baffinland Iron Mines LP(h) | 8.750% | 7/15/2026 | 4,385,000 | 4,110,061 | ||||||||
Cleveland-Cliffs, Inc.(h) | 7.000% | 3/15/2032 | 2,560,000 | 2,454,426 | ||||||||
Domtar Corp.(h) | 6.750% | 10/1/2028 | 6,245,000 | 5,659,484 | ||||||||
First Quantum Minerals, Ltd.(h) | 8.625% | 6/1/2031 | 3,115,000 | 3,194,878 | ||||||||
First Quantum Minerals, Ltd.(h) | 9.375% | 3/1/2029 | 270,000 | 284,716 | ||||||||
INEOS Finance PLC(h) | 7.500% | 4/15/2029 | 2,240,000 | 2,228,800 | ||||||||
Innophos Holdings, Inc.(h) | 11.500% | 6/15/2029 | 4,908,750 | 5,021,315 | ||||||||
Methanex US Operations, Inc.(h) | 6.250% | 3/15/2032 | 2,415,000 | 2,347,742 | ||||||||
Mineral Resources, Ltd.(h) | 8.500% | 5/1/2030 | 2,990,000 | 2,898,724 | ||||||||
Rain Carbon, Inc.(h) | 12.250% | 9/1/2029 | 4,670,000 | 4,960,054 | ||||||||
Rain CII Carbon LLC / CII Carbon Corp.(h) | 7.250% | 4/1/2025 | 73,000 | 73,000 | ||||||||
Tronox, Inc.(h) | 4.625% | 3/15/2029 | 4,940,000 | 4,222,465 | ||||||||
Total Basic Materials | 40,807,986 |
See Notes to Financial Statements and Financial Highlights.
4 | www.brigadefunds.com |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount |
Value (Note 2) |
|||||||||
Communications (11.05%) | ||||||||||||
Altice Financing SA(h) | 5.750% | 8/15/2029 | $ | 2,380,000 | $ | 1,731,450 | ||||||
Altice France SA(h) | 5.500% | 10/15/2029 | 1,435,000 | 1,130,688 | ||||||||
Beasley Mezzanine Holdings LLC(h) | 9.200% | 8/1/2028 | 3,026,000 | 1,362,456 | ||||||||
Cable One, Inc.(h) | 4.000% | 11/15/2030 | 1,850,000 | 1,461,500 | ||||||||
CCO Holdings LLC / CCO Holdings Capital Corp.(h) | 4.500% | 8/15/2030 | 3,215,000 | 2,924,535 | ||||||||
CCO Holdings LLC / CCO Holdings Capital Corp.(h) | 4.250% | 1/15/2034 | 3,960,000 | 3,257,100 | ||||||||
CCO Holdings LLC / CCO Holdings Capital Corp.(h) | 5.375% | 6/1/2029 | 3,945,000 | 3,818,298 | ||||||||
Charter Communications Operating LLC / Charter Communications Operating Capital | 6.550% | 6/1/2034 | 1,560,000 | 1,603,068 | ||||||||
Ciena Corp.(h) | 4.000% | 1/31/2030 | 1,850,000 | 1,690,437 | ||||||||
CMG Media Corp.(h) | 8.875% | 6/18/2029 | 4,130,000 | 3,562,125 | ||||||||
CommScope LLC(h) | 7.125% | 7/1/2028 | 595,000 | 526,575 | ||||||||
CommScope LLC(h) | 8.250% | 3/1/2027 | 1,490,000 | 1,410,728 | ||||||||
CSC Holdings LLC(h) | 7.500% | 4/1/2028 | 1,005,000 | 710,887 | ||||||||
CSC Holdings LLC(h) | 6.500% | 2/1/2029 | 2,585,000 | 2,144,350 | ||||||||
Dish DBS Corp., Series WI | 5.125% | 6/1/2029 | 1,000,000 | 654,412 | ||||||||
Dish DBS Corp. | 7.750% | 7/1/2026 | 1,515,000 | 1,310,475 | ||||||||
Dish DBS Corp.(h) | 5.250% | 12/1/2026 | 2,425,000 | 2,235,547 | ||||||||
Gray Media, Inc.(h) | 4.750% | 10/15/2030 | 2,440,000 | 1,543,300 | ||||||||
Gray Media, Inc.(h) | 5.375% | 11/15/2031 | 2,560,000 | 1,565,056 | ||||||||
Gray Media, Inc.(h) | 10.500% | 7/15/2029 | 3,325,000 | 3,462,489 | ||||||||
GrubHub Holdings, Inc.(h) | 5.500% | 7/1/2027 | 4,660,000 | 4,274,629 | ||||||||
LCPR Senior Secured Financing DAC(h) | 6.750% | 10/15/2027 | 1,065,000 | 889,850 | ||||||||
LCPR Senior Secured Financing DAC(h) | 5.125% | 7/15/2029 | 1,195,000 | 877,348 | ||||||||
Level 3 Financing, Inc.(h) | 3.875% | 10/15/2030 | 1,280,000 | 966,144 | ||||||||
Level 3 Financing, Inc.(h) | 3.625% | 1/15/2029 | 800,000 | 594,100 | ||||||||
Level 3 Financing, Inc.(h) | 3.750% | 7/15/2029 | 735,000 | 538,424 | ||||||||
Level 3 Financing, Inc.(h) | 10.500% | 5/15/2030 | 985,000 | 1,059,669 | ||||||||
Level 3 Financing, Inc.(h) | 11.000% | 11/15/2029 | 549,309 | 612,246 | ||||||||
Level 3 Financing, Inc.(h) | 4.875% | 6/15/2029 | 675,000 | 572,015 | ||||||||
Level 3 Financing, Inc.(h) | 4.500% | 4/1/2030 | 590,000 | 473,534 | ||||||||
Lumen Technologies, Inc.(h) | 4.125% | 4/15/2030 | 423,226 | 397,663 | ||||||||
Lumen Technologies, Inc.(h) | 4.125% | 4/15/2029 | 423,184 | 398,851 | ||||||||
Lumen Technologies, Inc., Series P | 7.600% | 9/15/2039 | 1,365,000 | 1,082,445 | ||||||||
Lumen Technologies, Inc., Series U | 7.650% | 3/15/2042 | 1,266,000 | 1,008,625 | ||||||||
McGraw-Hill Education, Inc.(h) | 5.750% | 8/1/2028 | 2,800,000 | 2,725,940 | ||||||||
McGraw-Hill Education, Inc.(h) | 7.375% | 9/1/2031 | 800,000 | 805,444 | ||||||||
Paramount Global | 5.500% | 5/15/2033 | 2,100,000 | 2,011,261 | ||||||||
Sirius XM Radio LLC(h) | 3.875% | 9/1/2031 | 3,842,000 | 3,297,166 | ||||||||
Spanish Broadcasting System, Inc.(h) | 9.750% | 3/1/2026 | 4,390,000 | 2,855,068 | ||||||||
Urban One, Inc.(h) | 7.375% | 2/1/2028 | 6,130,000 | 3,156,950 | ||||||||
Vmed O2 UK Financing I PLC(h) | 4.250% | 1/31/2031 | 3,475,000 | 2,993,017 | ||||||||
Zayo Group Holdings, Inc.(h) | 4.000% | 3/1/2027 | 1,455,000 | 1,324,487 | ||||||||
Zayo Group Holdings, Inc.(h) | 6.125% | 3/1/2028 | 2,775,000 | 2,310,188 | ||||||||
Total Communications | 73,330,540 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 5 |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount |
Value (Note 2) |
|||||||||
Consumer, Cyclical (8.24%) | ||||||||||||
1011778 BC ULC / New Red Finance, Inc.(h) | 4.375% | 1/15/2028 | $ | 1,500,000 | $ | 1,442,458 | ||||||
1011778 BC ULC / New Red Finance, Inc.(h) | 3.875% | 1/15/2028 | 2,500,000 | 2,390,048 | ||||||||
Academy, Ltd.(h) | 6.000% | 11/15/2027 | 1,750,000 | 1,739,063 | ||||||||
Bath & Body Works, Inc.(h) | 6.625% | 10/1/2030 | 2,890,000 | 2,930,258 | ||||||||
Caesars Entertainment, Inc.(h) | 7.000% | 2/15/2030 | 2,620,000 | 2,646,200 | ||||||||
Carnival Corp.(h) | 4.000% | 8/1/2028 | 1,870,000 | 1,789,310 | ||||||||
Empire Resorts, Inc.(h) | 7.750% | 11/1/2026 | 2,665,000 | 2,559,489 | ||||||||
Genting New York LLC / GENNY Capital, Inc.(h) | 7.250% | 10/1/2029 | 2,250,000 | 2,289,586 | ||||||||
Hilton Domestic Operating Co., Inc.(h) | 4.000% | 5/1/2031 | 4,505,000 | 4,082,439 | ||||||||
International Game Technology PLC(h) | 6.250% | 1/15/2027 | 1,550,000 | 1,557,314 | ||||||||
International Game Technology PLC(h) | 5.250% | 1/15/2029 | 940,000 | 918,850 | ||||||||
Jacobs Entertainment, Inc.(h) | 6.750% | 2/15/2029 | 3,970,000 | 3,811,701 | ||||||||
Landsea Homes Corp.(h) | 8.875% | 4/1/2029 | 1,675,000 | 1,595,572 | ||||||||
Liberty Interactive LLC | 8.500% | 7/15/2029 | 4,125,000 | 1,711,875 | ||||||||
Liberty Interactive LLC | 8.250% | 2/1/2030 | 665,000 | 264,377 | ||||||||
Melco Resorts Finance, Ltd.(h) | 5.375% | 12/4/2029 | 2,240,000 | 2,051,347 | ||||||||
QVC, Inc.(h) | 6.875% | 4/15/2029 | 2,725,000 | 1,910,566 | ||||||||
Rivers Enterprise Borrower LLC / Rivers Enterprise Finance Corp.(h) | 6.625% | 2/1/2033 | 2,285,000 | 2,245,013 | ||||||||
Studio City Finance, Ltd.(h) | 5.000% | 1/15/2029 | 2,530,000 | 2,277,506 | ||||||||
SWF Holdings I Corp.(h) | 6.500% | 10/1/2029 | 930,000 | 438,379 | ||||||||
United Airlines, Inc.(h) | 4.375% | 4/15/2026 | 2,520,000 | 2,479,201 | ||||||||
Victoria's Secret & Co.(h) | 4.625% | 7/15/2029 | 3,045,000 | 2,670,688 | ||||||||
Wynn Macau, Ltd.(h) | 5.125% | 12/15/2029 | 705,000 | 650,363 | ||||||||
Wynn Macau, Ltd.(h) | 5.625% | 8/26/2028 | 1,805,000 | 1,739,816 | ||||||||
Wynn Resorts Finance LLC / Wynn Resorts Capital Corp.(h) | 7.125% | 2/15/2031 | 2,045,000 | 2,115,978 | ||||||||
Wynn Resorts Finance LLC / Wynn Resorts Capital Corp.(h) | 6.250% | 3/15/2033 | 860,000 | 838,328 | ||||||||
Yum! Brands, Inc. | 6.875% | 11/15/2037 | 2,335,000 | 2,502,947 | ||||||||
Yum! Brands, Inc. | 3.625% | 3/15/2031 | 1,135,000 | 1,017,536 | ||||||||
Total Consumer, Cyclical | 54,666,208 |
See Notes to Financial Statements and Financial Highlights.
6 | www.brigadefunds.com |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount |
Value (Note 2) |
|||||||||
Consumer, Non-cyclical (11.50%) | ||||||||||||
Akumin, Inc.(h) | 8.000% | 8/1/2028 | $ | 305,000 | $ | 254,929 | ||||||
Akumin, Inc.(g)(h) | 9.000% | 8/1/2027 | 6,895,000 | 6,043,467 | ||||||||
Bausch Health Cos., Inc.(h) | 4.875% | 6/1/2028 | 1,510,000 | 1,215,550 | ||||||||
Bausch Health Cos., Inc.(h) | 5.000% | 1/30/2028 | 880,000 | 640,200 | ||||||||
Bellis Acquisition Co. PLC(h) | 8.125% | 5/14/2030 | 1,645,000 | 1,964,119 | ||||||||
Charles River Laboratories International, Inc.(h) | 3.750% | 3/15/2029 | 2,450,000 | 2,256,188 | ||||||||
CPI CG, Inc.(h) | 10.000% | 7/15/2029 | 2,105,000 | 2,239,598 | ||||||||
DaVita, Inc.(h) | 3.750% | 2/15/2031 | 2,310,000 | 2,011,198 | ||||||||
DaVita, Inc.(h) | 6.875% | 9/1/2032 | 130,000 | 130,790 | ||||||||
Deluxe Corp.(h) | 8.125% | 9/15/2029 | 3,170,000 | 3,187,031 | ||||||||
Embecta Corp.(h) | 5.000% | 2/15/2030 | 310,000 | 277,450 | ||||||||
Embecta Corp.(h) | 6.750% | 2/15/2030 | 2,590,000 | 2,463,737 | ||||||||
Global Medical Response, Inc.(g)(h) | 10.000% | 10/31/2028 | 4,960,232 | 4,962,018 | ||||||||
Medline Borrower LP(h) | 3.875% | 4/1/2029 | 2,825,000 | 2,641,488 | ||||||||
Molina Healthcare, Inc.(h) | 3.875% | 11/15/2030 | 3,735,000 | 3,350,528 | ||||||||
New Albertsons LP | 8.000% | 5/1/2031 | 2,500,000 | 2,650,375 | ||||||||
New Albertsons LP | 7.450% | 8/1/2029 | 4,000,000 | 4,172,000 | ||||||||
Nidda Healthcare Holding GmbH(e)(h) | 3M EUR L + 3.75% | 10/23/2030 | 1,410,000 | 1,531,864 | ||||||||
Organon & Co. / Organon Foreign Debt Co-Issuer BV(h) | 5.125% | 4/30/2031 | 750,000 | 653,438 | ||||||||
Perrigo Finance Unlimited Co., Series USD | 6.125% | 9/30/2032 | 1,900,000 | 1,867,757 | ||||||||
Radiology Partners, Inc.(g)(h) | 7.775% | 1/31/2029 | 6,487,135 | 6,422,264 | ||||||||
Radiology Partners, Inc.(g)(h) | 9.781% | 2/15/2030 | 4,550,453 | 4,190,967 | ||||||||
Raven Acquisition Holdings LLC(h) | 6.875% | 11/15/2031 | 1,980,000 | 1,926,560 | ||||||||
StoneMor, Inc.(h) | 8.500% | 5/15/2029 | 3,430,000 | 3,121,300 | ||||||||
Team Health Holdings, Inc.(d)(g)(h) | 13.500% | 6/30/2028 | 3,988,082 | 4,307,428 | ||||||||
Tenet Healthcare Corp. | 4.625% | 6/15/2028 | 7,270,000 | 7,019,627 | ||||||||
United Rentals North America, Inc. | 4.000% | 7/15/2030 | 5,200,000 | 4,808,050 | ||||||||
Total Consumer, Non-cyclical | 76,309,921 | |||||||||||
Energy (6.55%) | ||||||||||||
Antero Midstream Partners LP / Antero Midstream Finance Corp.(h) | 5.375% | 6/15/2029 | 2,560,000 | 2,505,417 | ||||||||
Baytex Energy Corp.(h) | 7.375% | 3/15/2032 | 3,215,000 | 3,100,523 | ||||||||
Blue Racer Midstream LLC / Blue Racer Finance Corp.(h) | 7.000% | 7/15/2029 | 960,000 | 980,335 | ||||||||
Blue Racer Midstream LLC / Blue Racer Finance Corp.(h) | 7.250% | 7/15/2032 | 960,000 | 992,906 | ||||||||
Civitas Resources, Inc.(h) | 8.625% | 11/1/2030 | 2,390,000 | 2,461,700 | ||||||||
Genesis Energy LP / Genesis Energy Finance Corp. | 8.000% | 5/15/2033 | 3,840,000 | 3,878,880 | ||||||||
Genesis Energy LP / Genesis Energy Finance Corp. | 8.875% | 4/15/2030 | 1,030,000 | 1,070,971 | ||||||||
Greenfire Resources, Ltd.(h) | 12.000% | 10/1/2028 | 2,955,000 | 3,130,400 | ||||||||
Hilcorp Energy I LP / Hilcorp Finance Co.(h) | 7.250% | 2/15/2035 | 2,655,000 | 2,532,472 | ||||||||
New Fortress Energy, Inc.(h) | 6.500% | 9/30/2026 | 315,000 | 266,175 | ||||||||
New Fortress Energy, Inc.(h) | 8.750% | 3/15/2029 | 1,875,000 | 1,286,250 | ||||||||
NFE Financing LLC(h) | 12.000% | 11/15/2029 | 1,265,000 | 1,065,762 | ||||||||
Occidental Petroleum Corp. | 6.125% | 1/1/2031 | 1,900,000 | 1,955,763 | ||||||||
ONEOK, Inc.(h) | 6.500% | 9/1/2030 | 2,010,000 | 2,132,955 | ||||||||
ONEOK, Inc. | 5.375% | 6/1/2029 | 970,000 | 983,901 | ||||||||
ONEOK, Inc. | 5.600% | 4/1/2044 | 1,015,000 | 943,214 | ||||||||
Shelf Drilling Holdings, Ltd.(h) | 9.625% | 4/15/2029 | 1,885,000 | 1,635,776 | ||||||||
Transocean, Inc. | 7.500% | 4/15/2031 | 1,795,000 | 1,585,209 | ||||||||
Transocean, Inc.(h) | 8.000% | 2/1/2027 | 829,000 | 825,891 | ||||||||
Transocean, Inc.(h) | 8.750% | 2/15/2030 | 1,980,000 | 2,053,112 | ||||||||
Valaris, Ltd.(h) | 8.375% | 4/30/2030 | 3,100,000 | 3,106,864 | ||||||||
Venture Global Calcasieu Pass LLC(h) | 4.125% | 8/15/2031 | 3,635,000 | 3,298,799 | ||||||||
Venture Global Calcasieu Pass LLC(h) | 3.875% | 11/1/2033 | 1,990,000 | 1,713,490 | ||||||||
Total Energy | 43,506,765 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 7 |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount |
Value (Note 2) |
|||||||||
Financials (10.94%) | ||||||||||||
Apollo Commercial Real Estate Finance, Inc.(h) | 4.625% | 6/15/2029 | $ | 4,170,000 | $ | 3,782,815 | ||||||
Barclays PLC(i) | 9.625% | 12/31/2049 | 2,880,000 | 3,159,485 | ||||||||
Diversified Healthcare Trust | 4.750% | 2/15/2028 | 655,000 | 563,156 | ||||||||
Diversified Healthcare Trust | 4.375% | 3/1/2031 | 7,300,000 | 5,554,132 | ||||||||
Finance of America Funding LLC(h) | 7.875% | 11/30/2026 | 1,937,142 | 1,744,396 | ||||||||
Finance of America Funding LLC(h) | 10.000% | 11/30/2029 | 1,452,000 | 1,625,369 | ||||||||
Freedom Mortgage Corp.(h) | 7.625% | 5/1/2026 | 500,000 | 498,275 | ||||||||
Freedom Mortgage Corp.(h) | 6.625% | 1/15/2027 | 2,310,000 | 2,296,833 | ||||||||
Freedom Mortgage Corp.(h) | 12.000% | 10/1/2028 | 1,620,000 | 1,737,959 | ||||||||
Icahn Enterprises LP / Icahn Enterprises Finance Corp. | 9.000% | 6/15/2030 | 3,735,000 | 3,537,871 | ||||||||
Icahn Enterprises LP / Icahn Enterprises Finance Corp.(h) | 10.000% | 11/15/2029 | 715,000 | 708,779 | ||||||||
Intesa Sanpaolo SpA(e)(h) | 1Y US TI + 2.75% | 6/1/2042 | 3,250,000 | 2,617,709 | ||||||||
Jefferies Finance LLC / JFIN Co.-Issuer Corp.(h) | 6.625% | 10/15/2031 | 1,855,000 | 1,835,553 | ||||||||
Ladder Capital Finance Holdings LLLP / Ladder Capital Finance Corp.(h) | 4.750% | 6/15/2029 | 1,380,000 | 1,312,725 | ||||||||
Ladder Capital Finance Holdings LLLP / Ladder Capital Finance Corp.(h) | 4.250% | 2/1/2027 | 3,390,000 | 3,301,555 | ||||||||
LD Holdings Group LLC(h) | 8.750% | 11/1/2027 | 1,336,000 | 1,215,760 | ||||||||
LD Holdings Group LLC(h) | 6.125% | 4/1/2028 | 2,880,000 | 2,282,688 | ||||||||
Lloyds Banking Group PLC(i) | 7.500% | 12/31/2049 | 3,170,000 | 3,185,361 | ||||||||
Midcap Financial Issuer Trust(h) | 6.500% | 5/1/2028 | 2,350,000 | 2,257,762 | ||||||||
Midcap Financial Issuer Trust(h) | 5.625% | 1/15/2030 | 2,235,000 | 2,028,262 | ||||||||
Navient Corp. | 5.625% | 8/1/2033 | 2,110,000 | 1,826,557 | ||||||||
Navient Corp. | 5.500% | 3/15/2029 | 1,105,000 | 1,046,402 | ||||||||
OneMain Finance Corp. | 7.500% | 5/15/2031 | 1,310,000 | 1,335,545 | ||||||||
OneMain Finance Corp. | 7.125% | 11/15/2031 | 735,000 | 741,484 | ||||||||
OneMain Finance Corp. | 5.375% | 11/15/2029 | 2,615,000 | 2,488,871 | ||||||||
PennyMac Financial Services, Inc.(h) | 5.375% | 10/15/2025 | 1,325,000 | 1,321,687 | ||||||||
PennyMac Financial Services, Inc.(h) | 4.250% | 2/15/2029 | 2,890,000 | 2,701,440 | ||||||||
PennyMac Financial Services, Inc.(h) | 7.875% | 12/15/2029 | 760,000 | 791,366 | ||||||||
Service Properties Trust | 4.950% | 10/1/2029 | 485,000 | 399,755 | ||||||||
Service Properties Trust | 4.375% | 2/15/2030 | 2,845,000 | 2,188,858 | ||||||||
Service Properties Trust | 5.500% | 12/15/2027 | 1,080,000 | 1,040,377 | ||||||||
Service Properties Trust(h) | 8.625% | 11/15/2031 | 1,490,000 | 1,572,740 | ||||||||
Starwood Property Trust, Inc.(h) | 3.625% | 7/15/2026 | 4,835,000 | 4,683,078 | ||||||||
Uniti Group LP / Uniti Fiber Holdings, Inc. / CSL Capital LLC(h) | 6.000% | 1/15/2030 | 935,000 | 809,242 | ||||||||
Uniti Group LP / Uniti Group Finance 2019, Inc. / CSL Capital LLC(h) | 10.500% | 2/15/2028 | 1,521,000 | 1,616,063 | ||||||||
Uniti Group LP / Uniti Group Finance 2019, Inc. / CSL Capital LLC(h) | 6.500% | 2/15/2029 | 880,000 | 791,798 | ||||||||
Walker & Dunlop, Inc.(h) | 6.625% | 4/1/2033 | 2,035,000 | 2,029,913 | ||||||||
Total Financials | 72,631,621 | |||||||||||
Industrials (2.46%) | ||||||||||||
Ball Corp. | 3.125% | 9/15/2031 | 4,100,000 | 3,557,529 | ||||||||
Builders FirstSource, Inc.(h) | 6.375% | 3/1/2034 | 1,900,000 | 1,885,631 | ||||||||
Coherent Corp.(h) | 5.000% | 12/15/2029 | 2,645,000 | 2,519,363 | ||||||||
Miter Brands Acquisition Holdco, Inc. / MIWD Borrower LLC(h) | 6.750% | 4/1/2032 | 1,670,000 | 1,651,213 | ||||||||
TransDigm, Inc.(h) | 7.125% | 12/1/2031 | 6,550,000 | 6,745,954 | ||||||||
Total Industrials | 16,359,690 | |||||||||||
Technology (0.43%) | ||||||||||||
Pitney Bowes, Inc.(h) | 6.875% | 3/15/2027 | 1,190,000 | 1,188,513 | ||||||||
Pitney Bowes, Inc.(h) | 7.250% | 3/15/2029 | 1,660,000 | 1,646,847 | ||||||||
Total Technology | 2,835,360 |
See Notes to Financial Statements and Financial Highlights.
8 | www.brigadefunds.com |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Rate | Maturity Date | Principal Amount |
Value (Note 2) |
|||||||||
Utilities (0.87%) | ||||||||||||
Edison International, Series A(e)(i) | 5Y US TI + 4.698% | 12/31/2049 | $ | 1,380,000 | $ | 1,321,350 | ||||||
Vistra Corp.(e)(h)(i) | 5Y US TI + 5.74% | 12/31/2049 | 3,400,000 | 3,446,364 | ||||||||
Vistra Operations Co. LLC(h) | 5.625% | 2/15/2027 | 1,000,000 | 996,200 | ||||||||
Total Utilities | 5,763,914 | |||||||||||
TOTAL CORPORATE BOND | ||||||||||||
(Cost 382,485,170) | 386,212,005 | |||||||||||
RIGHTS AND WARRANTS (0.00%) | ||||||||||||
Technology (0.00%) | ||||||||||||
Mavenir Warrants, Strike Price: $3.00 | 06/30/2025 | $ | 1,430,590 | $ | – | |||||||
XPLORE CVR, Strike Price: $–(a) | 12/31/2049 | 5,390 | $ | 1 | ||||||||
TOTAL RIGHTS AND WARRANTS | ||||||||||||
(Cost $343) | 1 |
7-Day Yield | Shares |
Value (Note 2) |
|||||||||
SHORT TERM INVESTMENTS (4.92%) | |||||||||||
State Street Institutional US Government Money Market Fund, Premier Class | 4.290 | % | 32,618,462 | $ | 32,618,462 | ||||||
TOTAL SHORT TERM INVESTMENTS | |||||||||||
(Cost $32,618,462) | 32,618,462 | ||||||||||
TOTAL INVESTMENTS (101.19%) | $ | 671,634,950 | |||||||||
(Cost $676,777,803) | |||||||||||
LIABILITIES IN EXCESS OF OTHER ASSETS (-1.19%) | (7,897,689 | ) | |||||||||
NET ASSETS (100.00%) | $ | 663,737,261 |
(a) | As a result of the use of significant unobservable inputs to determine fair value, these investments have been classified as Level 3 assets. Additional information on Level 3 assets can be found in Note 2. Significant Accounting Policies in the Notes to Financial Statements section. |
(b) | Non-income producing security. |
(c) | Security deemed to be restricted as of March 31, 2025. As of March 31, 2025, the fair value of restricted securities in the aggregate was $1,698,252 representing 0.26% of the Fund’s net assets. Additional information on restricted securities can be found in Note 2. Significant Accounting Policies in the Notes to Financial Statements section. |
(d) | Security deemed to be illiquid under the procedures utilized by the valuation designee. As of March 31, 2025, the fair value of illiquid securities in the aggregate was $11,635,546, representing 1.80% of the Fund's net assets. |
(e) | Floating or variable rate security. The reference rate is described below. The rate in effect as of March 31, 2025 is based on the reference rate plus the displayed spread as of the securities last reset date. |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 9 |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
(f) | The Fund may enter into certain credit agreements, all or a portion of which may be unfunded. The Fund is obligated to fund these loan commitments at the borrowers’ discretion. Unfunded loan commitments and funded portions of credit agreements are marked-to-market. At March 31, 2025, the Fund had unfunded commitments shown below: |
Investment | As of March 31, 2025 | |||
Springs Window Fashions | $ | 379,331 | ||
US Fertility Enterprises | 76,666 | |||
Total | $ | 455,997 |
(g) | Payment in-kind. |
(h) | Securities 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 institutional buyers. As of March 31, 2025 the fair value of securities restricted under Rule 144A in the aggregate was $310,162,504, representing 46.73% of net assets. |
(i) | Security is a perpetual bond. |
Investment Abbreviations:
SOFR - Standard Overnight Financing Rate
Rates:
3M EUR L - 3 Month EURIOBOR as of March 31, 2025 was 2.34%
1M SOFR - 1 Month SOFR as of March 31, 2025 was 4.33%
3M SOFR - 3 Month SOFR as of March 31, 2025 was 4.35%
6M SOFR - 6 Month SOFR as of March 31, 2025 was 4.55%
1Y US TI - 1 Year US Treasury Index as of March 31, 2025 was 4.03%
5Y US TI - 5 Year US Treasury Index as of March 31, 2025 was 3.96%
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 indices or ratings group indices and/or as defined by Fund management. This definition may not apply for purposes of this report, which may use a different classification system or may combine industry sub-classifications for reporting ease. Industries are shown as a percent of the Fund's net assets. (Unaudited)
DERIVATIVE INSTRUMENTS
CREDIT DEFAULT SWAP CONTRACTS - BUY PROTECTION (OVER THE COUNTER)
Reference Obligations | Counterparty |
Fixed Deal Receive Rate |
Currency | Maturity Date |
Implied Credit Spread at March 31, 2025(a) |
Notional Amount(b) |
Value |
Upfront Premiums Received/(Paid) |
Unrealized Appreciation/ (Depreciation) |
|||||||||||||||||||||
Markit NA High Yield Index, Series 44 | ICE | 5.00 | % | USD | 6/20/30 | 3.78 | % | $ | 30,900,000 | $ | (1,581,499 | ) | $ | 1,692,325 | $ | 110,826 | ||||||||||||||
$ | (1,581,499 | ) | $ | 1,692,325 | $ | 110,826 |
Credit default swaps pay quarterly.
See Notes to Financial Statements and Financial Highlights.
10 | www.brigadefunds.com |
Brigade High Income Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
(a) | Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements as of year end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Wider credit spreads represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. |
(b) | The maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement. |
OUTSTANDING FORWARD FOREIGN CURRENCY CONTRACTS
Counterparty |
Settlement Date |
Receiving Currency |
Receiving Value |
Delivering Currency |
Delivering Value |
Unrealized Appreciation/ (Depreciation) |
||||||||||||
State Street | 06/12/25 | USD | 2,134,157 | EUR | 2,113,779 | $ | 20,378 | |||||||||||
$ | 20,378 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 11 |
Brigade High Income Fund | Statement of Assets and Liabilities |
March 31, 2025 (Unaudited)
ASSETS: | ||||
Investments, at value (Cost $676,777,803) | $ | 671,634,950 | ||
Cash and cash equivalents | 2,119,965 | |||
Unrealized gain on forward contracts | 20,378 | |||
Deposits held with broker for derivatives | 2,094,726 | |||
Receivable for investments sold | 18,930,114 | |||
Dividends and interest receivable | 9,010,222 | |||
Other assets | 7,157 | |||
Total Assets | 703,817,512 | |||
LIABILITIES: | ||||
Credit default swaps | 1,581,499 | |||
Payable for administration and transfer agent fees | 70,524 | |||
Payable for swap contract payments | 57,167 | |||
Payable for investments purchased | 38,136,112 | |||
Payable to adviser | 204,111 | |||
Payable for printing fees | 5,356 | |||
Payable for professional fees | 14,689 | |||
Payable to Chief Compliance Officer fees | 2,470 | |||
Accrued expenses and other liabilities | 8,323 | |||
Total Liabilities | 40,080,251 | |||
NET ASSETS | $ | 663,737,261 | ||
NET ASSETS CONSIST OF: | ||||
Paid-in capital (Note 5) | $ | 674,599,621 | ||
Total distributable earnings/(deficit) | (10,862,360 | ) | ||
NET ASSETS | $ | 663,737,261 | ||
PRICING OF SHARES | ||||
Founders Class:(a) | ||||
Net Asset Value, offering and redemption price per share | $ | 9.99 | ||
Net Assets | $ | 663,724,907 | ||
Shares of beneficial interest outstanding | 66,447,850 | |||
Institutional Class: | ||||
Net Asset Value, offering and redemption price per share | $ | 9.98 | ||
Net Assets | $ | 12,354 | ||
Shares of beneficial interest outstanding | 1,238 |
(a) | A 1% redemption fee is applied to any shares sold or exchanged within 60 days of purchase. |
See Notes to Financial Statements and Financial Highlights.
12 | www.brigadefunds.com |
Brigade High Income Fund | Statement of Operations |
For the Six Months Ended March 31, 2025 (Unaudited)
INVESTMENT INCOME: | ||||
Interest | $ | 33,313,576 | ||
Total Investment Income | 33,313,576 | |||
EXPENSES: | ||||
Investment advisory fees (Note 6) | 1,559,705 | |||
Interest expense | 2,798 | |||
Fund Accounting and Administration fees | 191,007 | |||
Co-administration fees | 155,970 | |||
Custody fees | 11,642 | |||
Legal fees | 12,786 | |||
Audit and tax fees | 12,634 | |||
Transfer agent fees | 14,134 | |||
Trustees' fees and expenses | 28,471 | |||
Registration and filing fees | 24,648 | |||
Printing fees | 8,231 | |||
Chief Compliance Officer fees | 15,105 | |||
Insurance fees | 4,795 | |||
Other expenses | 6,256 | |||
Total Expenses | 2,048,182 | |||
Less fees waived/reimbursed by investment adviser (Note 6) | ||||
Founders Class | (420,573 | ) | ||
Institutional Class | (3 | ) | ||
Net Expenses | 1,627,606 | |||
NET INVESTMENT INCOME | 31,685,970 | |||
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND FOREIGN CURRENCY: | ||||
Net realized gain/(loss) on: | ||||
Investments | (6,102,808 | ) | ||
Swap contracts | (127,097 | ) | ||
Foreign currency transactions | 58,753 | |||
Net realized loss | (6,171,152 | ) | ||
Change in unrealized appreciation/(depreciation) on: | ||||
Investments | (10,831,078 | ) | ||
Swap contracts | 110,826 | |||
Translation of asset and liabilities denominated in foreign currency | (24,404 | ) | ||
Net change | (10,744,656 | ) | ||
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND FOREIGN CURRENCY | (16,915,808 | ) | ||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | 14,770,162 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 13 |
Brigade High Income Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment income | $ | 31,685,970 | $ | 54,871,316 | ||||
Net realized gain/(loss) on investments and foreign currency | (6,171,152 | ) | 12,643,456 | |||||
Net change in unrealized appreciation/(depreciation) on investments and foreign currency | (10,744,656 | ) | 5,562,383 | |||||
Net increase in net assets resulting from operations | 14,770,162 | 73,077,155 | ||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Founders Class | (43,834,323 | ) | (58,815,049 | ) | ||||
Institutional Class | (853 | ) | (1,268 | ) | ||||
Total distributions | (43,835,176 | ) | (58,816,317 | ) | ||||
BENEFICIAL SHARE TRANSACTIONS (Note 5): | ||||||||
Founders Class | ||||||||
Shares sold | 84,111,727 | 118,771,360 | ||||||
Dividends reinvested | 43,577,914 | 58,310,737 | ||||||
Shares redeemed | (15,365,000 | ) | (87,419,089 | ) | ||||
Net increase from beneficial share transactions | 112,324,641 | 89,663,008 | ||||||
Institutional Class | ||||||||
Shares sold | – | – | ||||||
Dividends reinvested | 853 | 1,267 | ||||||
Shares redeemed | – | – | ||||||
Net increase from beneficial share transactions | 853 | 1,267 | ||||||
Net increase in net assets | 83,260,480 | 103,925,113 | ||||||
NET ASSETS: | ||||||||
Beginning of period | 580,476,781 | 476,551,668 | ||||||
End of period | $ | 663,737,261 | $ | 580,476,781 |
See Notes to Financial Statements and Financial Highlights.
14 | www.brigadefunds.com |
Brigade High Income Fund | Financial Highlights |
Founders Class | For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Period Ended September 30, 2023 (a) |
||||||||||
NET ASSET VALUE, BEGINNING OF PERIOD | $ | 10.46 | $ | 10.18 | $ | 10.00 | ||||||
INCOME/(LOSS) FROM OPERATIONS: | ||||||||||||
Net investment income(b) | 0.52 | 1.10 | 0.43 | |||||||||
Net realized and unrealized gain/(loss) on investments | (0.26 | ) | 0.36 | 0.04 | ||||||||
Total from investment operations | 0.26 | 1.46 | 0.47 | |||||||||
LESS DISTRIBUTIONS: | ||||||||||||
From net investment income | (0.52 | ) | (1.17 | ) | (0.29 | ) | ||||||
From net realized gains on investments | (0.21 | ) | (0.01 | ) | – | |||||||
Total Distributions | (0.73 | ) | (1.18 | ) | (0.29 | ) | ||||||
NET INCREASE/(DECREASE) IN NET ASSET VALUE | (0.47 | ) | 0.28 | 0.18 | ||||||||
NET ASSET VALUE, END OF PERIOD | $ | 9.99 | $ | 10.46 | $ | 10.18 | ||||||
TOTAL RETURN(c) | 2.48 | % | 15.34 | % | 4.74 | % | ||||||
SUPPLEMENTAL DATA: | ||||||||||||
Net assets, end of period (in 000s) | $ | 663,725 | $ | 580,465 | $ | 476,541 | ||||||
RATIOS TO AVERAGE NET ASSETS | ||||||||||||
Operating expenses excluding reimbursement/waiver | 0.66 | %(d) | 0.69 | % | 0.74 | %(d) | ||||||
Operating expenses including reimbursement/waiver | 0.52 | %(d) | 0.52 | % | 0.52 | %(d) | ||||||
Net investment income including reimbursement/waiver | 10.14 | %(d) | 10.75 | % | 10.27 | %(d) | ||||||
PORTFOLIO TURNOVER RATE | 18 | %(e) | 49 | % | 8 | %(e) |
(a) | For the period May 2, 2023 (Commencement of Operations) to September 30, 2023. |
(b) | Calculated using the average shares method. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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. |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 15 |
Brigade High Income Fund | Financial Highlights |
Institutional Class | For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Period Ended September 30, 2023 (a) |
||||||||||
NET ASSET VALUE, BEGINNING OF PERIOD | $ | 10.46 | $ | 10.18 | $ | 9.98 | ||||||
INCOME/(LOSS) FROM OPERATIONS: | ||||||||||||
Net investment income(b) | 0.52 | 1.08 | 0.42 | |||||||||
Net realized and unrealized gain/(loss) on investments | (0.28 | ) | 0.37 | 0.06 | ||||||||
Total from investment operations | 0.24 | 1.45 | 0.48 | |||||||||
LESS DISTRIBUTIONS: | ||||||||||||
From net investment income | (0.51 | ) | (1.16 | ) | (0.28 | ) | ||||||
From net realized gains on investments | (0.21 | ) | (0.01 | ) | – | |||||||
Total Distributions | (0.72 | ) | (1.17 | ) | (0.28 | ) | ||||||
NET INCREASE/(DECREASE) IN NET ASSET VALUE | (0.48 | ) | 0.28 | 0.20 | ||||||||
NET ASSET VALUE, END OF PERIOD | $ | 9.98 | $ | 10.46 | $ | 10.18 | ||||||
TOTAL RETURN(c) | 2.34 | % | 15.14 | % | 4.89 | % | ||||||
SUPPLEMENTAL DATA: | ||||||||||||
Net assets, end of period (in 000s) | $ | 12 | $ | 12 | $ | 10 | ||||||
RATIOS TO AVERAGE NET ASSETS | ||||||||||||
Operating expenses excluding reimbursement/waiver | 0.66 | %(d)(e) | 0.69 | % | 0.75 | %(d) | ||||||
Operating expenses including reimbursement/waiver | 0.61 | %(d) | 0.69 | % | 0.75 | %(d) | ||||||
Net investment income including reimbursement/waiver | 10.06 | %(d) | 10.57 | % | 9.94 | %(d) | ||||||
PORTFOLIO TURNOVER RATE | 18 | %(f) | 49 | % | 8 | %(f) |
(a) | For the period May 5, 2023 (Commencement of Operations) to September 30, 2023. |
(b) | Calculated using the average shares method. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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) | The expense cap for the Institutional Class was reduced from 0.75% to 0.52% effective February 1, 2025. |
(f) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights.
16 | www.brigadefunds.com |
Brigade High Income Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
1. ORGANIZATION
ALPS Series 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 annual report describes the Brigade High Income Fund (the “Fund”). The Fund is diversified, and its investment objective is current income, with capital appreciation as a secondary objective. The Fund currently offers Founders Class shares that commenced operations on May 2, 2023 and Institutional Class shares that commenced operations on May 5, 2023. Each share class has identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes. The Board of Trustees (the “Board” or “Trustees”) may establish additional funds and classes of shares at any time in the future without shareholder approval.
2. SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for investment companies (“U.S. GAAP”). The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946. 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 increases and decreases in net assets from operations during the period. Actual results could differ from those estimates. 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.
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 or otherwise not representative of market conditions at the time of the valuation determination, the market price may be determined using quotations received from one or more brokers–dealers that make a market in the security. High yield bonds and 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.
Loans are primarily valued by using a composite loan price from a nationally recognized loan pricing service. The methodology used by the Fund’s nationally recognized loan pricing provider for composite loan prices is to value loans at the mean of the bid and ask prices from one or more third party pricing services or dealers.
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.
Money market funds, representing short-term investments, are valued at their Net Asset Value (“NAV”).
When such prices or quotations are not available, or when the valuation designee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.
Fair Value Measurements: 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.
Semi-Annual Report | March 31, 2025 | 17 |
Brigade High Income Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
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); and | |
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 the inputs used to value the Fund’s investments as of March 31, 2025:
BRIGADE HIGH INCOME 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 | ||||||||||||||||
Communications | $ | – | $ | – | $ | 817,917 | $ | 817,917 | ||||||||
Consumer, Cyclical | – | 277,322 | – | 277,322 | ||||||||||||
Consumer, Non-cyclical | – | 4,804,662 | 18,662 | 4,823,324 | ||||||||||||
Technology | – | 1,132,218 | 1,667,136 | 2,799,354 | ||||||||||||
Bank Loans | ||||||||||||||||
Basic Materials | – | 8,085,684 | – | 8,085,684 | ||||||||||||
Communications | – | 19,486,823 | – | 19,486,823 | ||||||||||||
Consumer, Cyclical | – | 57,666,346 | 2,042 | 57,668,388 | ||||||||||||
Consumer, Non-cyclical | – | 72,740,309 | – | 72,740,309 | ||||||||||||
Energy | – | 18,918,907 | – | 18,918,907 | ||||||||||||
Financial | – | 14,966,893 | – | 14,966,893 | ||||||||||||
Industrial | – | 14,737,615 | – | 14,737,615 | ||||||||||||
Technology | – | 31,368,187 | 5,839,108 | 37,207,295 | ||||||||||||
Convertible Corporate Bond | ||||||||||||||||
Consumer, Cyclical | – | 274,650 | – | 274,650 | ||||||||||||
Corporate Bond | ||||||||||||||||
Basic Materials | – | 40,807,986 | – | 40,807,986 | ||||||||||||
Communications | – | 73,330,540 | – | 73,330,540 | ||||||||||||
Consumer, Cyclical | – | 54,666,208 | – | 54,666,208 | ||||||||||||
Consumer, Non-cyclical | – | 76,309,921 | – | 76,309,921 | ||||||||||||
Energy | – | 43,506,765 | – | 43,506,765 | ||||||||||||
Financial | – | 72,631,621 | – | 72,631,621 | ||||||||||||
Industrial | – | 16,359,690 | – | 16,359,690 | ||||||||||||
Technology | – | 2,835,360 | – | 2,835,360 | ||||||||||||
Utilities | – | 5,763,914 | – | 5,763,914 | ||||||||||||
Short Term Investments | 32,618,462 | – | – | 32,618,462 | ||||||||||||
Total | $ | 32,618,462 | $ | 630,671,622 | $ | 8,344,865 | $ | 671,634,950 |
Valuation Inputs | ||||||||||||||||
Other Financial Instruments | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Credit Default Swap | – | 110,826 | – | 110,826 | ||||||||||||
Forward Contract | – | 20,378 | – | 20,378 | ||||||||||||
Total | $ | – | $ | 131,204 | $ | – | $ | 131,204 |
18 | www.brigadefunds.com |
Brigade High Income Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
The following is a reconciliation of assets in which Level 3 inputs were used in determining value:
Asset Type | Common Stocks | Bank Loan | Total | |||||||||
Balance as of September 30, 2024 | $ | 944,242 | $ | 2,128,841 | $ | 3,073,083 | ||||||
Accrued discount/ premium | – | 156,415 | 156,415 | |||||||||
Return of Capital | – | – | – | |||||||||
Realized Gain/(Loss) | – | (2,369,954 | ) | (2,369,954 | ) | |||||||
Change in Unrealized Appreciation/Depreciation | (431,751 | ) | 3,770,134 | 3,338,383 | ||||||||
Purchases | 1,991,225 | 2,561,416 | 4,552,641 | |||||||||
Sales Proceeds | – | (2,201,163 | ) | (2,201,163 | ) | |||||||
Transfer into Level 3(a) | – | 1,795,460 | 1,795,460 | |||||||||
Transfer Out of Level 3 | – | – | – | |||||||||
Balance as of March 31, 2025 | $ | 2,503,716 | $ | 5,841,149 | $ | 8,344,865 | ||||||
Net change in unrealized appreciation/(depreciation) included in the Statement of Operations attributable to Level 3 investments held at March 31, 2025 | $ | (262,747 | ) | $ | (366,700 | ) | $ | (629,447 | ) |
(a) | Transferred from Level 2 to Level 3 because of a lack of observable market data, resulting from a decrease in market activity for the securities. |
The following table summarizes the significant unobservable inputs the Fund used to value its investments categorized within Level 3 as of March 31, 2025. In addition to the techniques and inputs noted in the table below, according to the Fund’s valuation policy, other valuation techniques and methodologies when determining the Fund’s fair value measurements may be used. The below table is not intended to be all inclusive, but rather provide information on the significant unobservable inputs as they relate to the Fund’s determination of fair values.
Fair Value at | Valuation | Unobservable | ||||||||
Assets (at fair value) | March 31, 2025 | Technique(s) | Inputs(1) | Value/Range | ||||||
Common Stocks | $ | 924,117 | Weighted valuation techniques | EBITDA | 398m | |||||
EBDITA multiple | 3.25x -4.75x | |||||||||
Common Stocks | 18,662 | Estimated recovery model | Estimated Escrow | $2.50 | ||||||
Discount Rate | 0.35 | |||||||||
Total Common Stocks | $ | 942,779 |
(1) | A change to the unobservable input may result in a significant change to the value of the investment as follows: |
Unobservable Input | Impact to Value if Input Increases | Impact to Value if Input Decreases |
EBITDA | Increase | Decrease |
EBITDA Multiple | Increase | Decrease |
Estimated Escrow | Increase | Decrease |
Discount Rate | Decrease | Increase |
Cash & Cash Equivalents: The Fund considers its investment in a Federal Deposit Insurance Corporation ("FDIC") insured interest bearing account to be cash and cash equivalents. Cash and cash equivalents are valued at cost plus any accrued interest. The Fund maintains cash balances, which, at times may exceed federally insured limits. The Fund maintains these balances with a high quality financial institution.
Concentration of Credit Risk: The Fund places its cash with a banking institution, which is insured by FDIC. The FDIC limit is $250,000. At various times throughout the year, the amount on deposit may exceed the FDIC limit and subject the Fund to a credit risk. The Fund does not believe that such deposits are subject to any unusual risk associated with investment activities.
Trust Expenses: Some expenses of the Trust can be directly attributed to a fund in the Trust. Expenses that cannot be directly attributed to a fund are apportioned among all funds in the Trust based on average net assets of each fund, including Trustees’ fees and expenses.
Fund Expenses: Some expenses can be directly attributed to the Fund and are apportioned among the classes based on average net assets of each class.
Class Expenses: Expenses that are specific to a class of shares are charged directly to that share class.
Semi-Annual Report | March 31, 2025 | 19 |
Brigade High Income Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
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 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 Fund is not subject to income taxes to the extent such distributions are made.
As of and during the period ended March 31, 2025, the Fund did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. The Fund files U.S. federal, state and local income tax returns as required. The Fund’s tax return is 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. The Fund’s administrator has analyzed the Fund’s tax positions and has concluded that as of September 30, 2024, no provision for income tax is required in the Fund’s financial statements related to these tax positions.
Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date basis for financial reporting purposes). 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 using the effective yield method. Dividend income is recognized on the ex-dividend date. 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. Paydown gains and losses on mortgage-related and other asset-backed securities, if any, are recorded as components of interest income in the Statement of Operations.
Distributions to Shareholders: The Fund normally pays dividends, if any, monthly, and distributes capital gains, if any, on an annual basis. Income dividend distributions are derived from interest 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 one year. The Fund may make additional distributions and dividends at other times if its investment advisor has determined that doing so may be necessary for the Fund to avoid or reduce taxes. Net investment income/(loss) and net realized gain/(loss) may differ for financial statement and tax purposes.
Loan Assignments: The Fund acquires loans via loan assignments. The Fund considers loans acquired via assignment to be investments in debt instruments. When the Fund purchases loans from lenders via assignment, the Fund will acquire direct rights against the borrower on the loan except that under certain circumstances such rights may be more limited than those held by the assigning lender.
Loans and debt instruments are subject to credit risk. Credit risk relates to the ability of the borrower under such fixed income instruments to make interest and principal payments as they become due.
Liquidity Risk: Liquidity risk exists when particular investments are difficult to sell. The Fund may not be able to sell these investments at the best prices or at the value the Fund places on them. In such a market, the value of such investments, and as a result the Fund’s share price, may fall dramatically, even during periods of declining interest rates. Investments that are illiquid or that trade in lower volumes may be more difficult to value. The market for high yield securities in particular may be less liquid than higher quality fixed income securities, and therefore these securities may be harder to value or sell at an acceptable price, especially during times of market volatility or decline.
Restricted Securities: Restricted securities are securities that may only be resold upon registration under federal securities laws or in transactions exempt from such registration. In some cases, the issuer of restricted securities has agreed to register such securities for resale, at the issuer’s expense, either upon demand by a fund or in connection with another registered offering of the securities. Many restricted securities may be resold in the secondary market in transactions exempt from registration. Such restricted securities may be determined to be liquid. The Fund will not incur any registration costs upon such resale. The Fund’s restricted securities are valued at the price provided by pricing services or dealers in the secondary market or, if no market prices are available, at the fair value price as determined by the Fund’s adviser or pursuant to the Fund’s fair value policy, subject to oversight by the Board. The Fund has acquired certain securities, the sale of which is restricted under applicable provisions of the Securities Act of 1933. It is possible that the fair value price may differ significantly from the amount that may ultimately be realized in the near term, and the difference could be material.
Description | Security Type | Acquisition Date | Acquisition Cost | Fair Value | % of Net Assets | |||||||||||
Aquity Holdings, Inc. | Common Stock | 10/27/23 | $ | – | $ | 18,662 | 0.00 | % | ||||||||
Avaya Holdings Corp. | Common Stock | 5/10/2023-5/12/2023 | 775,525 | 924,117 | 0.16 | % | ||||||||||
$ | 942,779 |
Restricted securities under Rule 144A, including the aggregate value and percentage of net assets of the Fund, have been identified in the Schedule of Investments.
20 | www.brigadefunds.com |
Brigade High Income Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
3. TAX BASIS INFORMATION
Tax Basis of Distributions to Shareholders: The character of distributions made during the period 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 the Fund. The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end.
Unrealized Appreciation and Depreciation on Investments: As of March 31, 2025, the aggregate costs of investments, gross unrealized appreciation/ (depreciation) and net unrealized appreciation of instruments for federal tax purposes were as follows:
Brigade High Income | ||||
Fund | ||||
Gross unrealized appreciation (excess of value over tax cost) | $ | 21,719,149 | ||
Gross unrealized depreciation (excess of tax cost over value) | (26,987,462 | ) | ||
Net unrealized depreciation | $ | (5,268,313 | ) | |
Cost of investments for income tax purposes | $ | 676,903,263 |
As of September 30, 2024, the components of distributable earnings on a tax basis were as follows:
Undistributed ordinary income | $ | 9,787,607 | ||
Accumulated Capital Gains/(Losses) | 2,562,628 | |||
Net unrealized appreciation on investments | 5,852,419 | |||
Total | $ | 18,202,654 |
As of September 30, 2024, there were no permanent differences in book and tax accounting.
4. SECURITIES TRANSACTIONS
Purchases and sales of securities, excluding short-term securities, during the six months ended March 31, 2025, were as follows:
Purchases of Securities | Proceeds from Sales of Securities |
|||||||
Brigade High Income Fund | $ | 214,191,770 | $ | 103,372,871 |
5. BENEFICIAL SHARE TRANSACTIONS
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 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 for and are transferable and redeemable at the option of the shareholder. Shares have no pre-emptive rights. Neither the Fund nor any of its creditors have the right to require shareholders to pay any additional amounts solely because the shareholder owns the shares.
Shares redeemed within 60 days of purchase may incur a 1.00% short-term redemption fee deducted from the redemption amount. For the six months ended March 31, 2025, the redemption fees charged by the Fund, if any, are presented in the Statements of Changes in Net Assets.
Semi-Annual Report | March 31, 2025 | 21 |
Brigade High Income Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Transactions in common shares were as follows:
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
Brigade High Income Fund | ||||||||
Founders Class | ||||||||
Shares sold | 8,193,691 | 11,535,094 | ||||||
Shares issued in reinvestment of distributions to shareholders | 4,279,270 | 5,711,353 | ||||||
Shares redeemed | (1,507,275 | ) | (8,561,977 | ) | ||||
Net increase in shares outstanding | 10,965,686 | 8,684,470 | ||||||
Institutional Class | ||||||||
Shares sold | – | – | ||||||
Shares issued in reinvestment of distributions to shareholders | 84 | 124 | ||||||
Shares redeemed | – | – | ||||||
Net increase in shares outstanding | 84 | 124 |
Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of more than 25% of the voting securities of a company. Approximately 75% of the outstanding shares of the Fund are held by one omnibus account that owns shares on behalf of their underlying beneficial owners. Share transaction activities of these shareholders could have a material impact on the Funds.
6. MANAGEMENT AND RELATED PARTY TRANSACTIONS
Investment Advisory: Brigade Capital Management, LP (the “Adviser”), subject to the authority of the Board, is responsible for the management of the Fund’s portfolio. 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 Board.
Pursuant to the Investment Advisory Agreement (the "Advisory Agreement") with the Adviser, the Fund pays the Adviser an annual management fee of 0.50% based on the Fund’s average daily net assets. The management fee is paid on a monthly basis. The current term of the Advisory Agreement is one year. The Board may extend the Advisory Agreement for additional one-year terms. The Board and the shareholders of the Fund may terminate the Advisory Agreement upon 30 days’ written notice. The Adviser may terminate the Advisory Agreement upon 60 days’ written notice.
The Adviser has appointed Brigade Capital UK, LLP as the Sub-Adviser to the Fund. Pursuant to a Sub-Advisory Agreement, it is determined that the Adviser and Fund will not pay any fees to the Sub-Adviser for providing services in accordance with such Agreement.
Pursuant to a fee waiver letter agreement (the “Fee Waiver Agreement”), the Adviser has contractually agreed to limit the amount of the Fund’s Total Annual Fund Operating Expenses (excluding acquired fund fees and expenses, brokerage expenses, interest expenses, taxes and extraordinary expenses) to an annual rate of 0.52% of the Fund’s average daily net assets. The Fee Waiver Agreement is in effect through at least January 31, 2026, and will automatically continue upon approval by the Board for successive twelve-month periods unless (i) it is terminated earlier by the Board, or (ii) the Adviser provides at least 30 days written notice of its non-continuance prior to the end of the then effective term. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the Fee Waiver Agreement (whether through reduction of its co-administration or management fee or otherwise) only to the extent that the Fund's expenses in later periods do not exceed the lesser of: (1) the contractual expense limit in effect at the time the Adviser waives or limits the expenses; or (2) the contractual expense limit in effect at the time the Adviser seeks to recover the expenses; provided, however, that the Fund will not be obligated to pay any such deferred fees or expenses more than three years after the date on which the fee and expense was reduced, as calculated on a monthly basis. The Adviser may not discontinue this waiver without the approval by the Trust's Board. Fees waived or reimbursed for the six months ended March 31, 2025, are disclosed in the Statement of Operations.
As of March 31, 2025, the balances of recoupable expenses for the Fund were as follows:
Brigade High Income Fund | Expiring in 2026 | Expiring in 2027 | Expiring in 2028 | |||||||||
Founders Class | $ | 271,778 | $ | 863,781 | $ | 420,573 | ||||||
Institutional Class | — | — |
22 | www.brigadefunds.com |
Brigade High Income Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Administrator: ALPS Fund Services, Inc. (“ALPS”) (an affiliate of ALPS Distributors, Inc.) serves as administrator to the Fund. The Fund has agreed to pay expenses incurred in connection with its administrative activities. Pursuant to the Services Agreement with the Trust, ALPS will provide operational services to the Fund including, but not limited to, fund accounting and fund administration and generally assist in the Fund’s operations. The Fund’s administration fee is accrued on a daily basis and paid monthly. The officers of the Trust are employees of ALPS. Administration fees paid by the Fund for the six months ended March 31, 2025, are disclosed in the Statement of Operations. ALPS is reimbursed by the Fund for certain out-of-pocket expenses.
Brigade Capital Management, LP serves as co-administrator to the Fund. Pursuant to the Co-Administration Agreement, the Fund pays the co- administrator an annual fee of 0.05% based on the Fund's average daily net assets. Co-administration fees paid by the Fund for the six months ended March 31, 2025, are disclosed in the Statement of Operations.
Transfer Agent: ALPS Fund Services, Inc. (“ALPS”) serves as transfer agent for the Fund under a Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund plus fees for open accounts and is reimbursed for certain out-of-pocket expenses.
Compliance Services: ALPS provides Chief Compliance Officer services to the Fund to monitor and test the policies and procedures of the Fund in conjunction with requirements under Rule 38a-1 of the 1940 Act pursuant to Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund and is reimbursed for certain out-of-pocket expenses.
Distribution: ALPS Distributors, Inc. (the “Distributor”) (an affiliate of ALPS) acts as the principal underwriter of the Fund’s shares pursuant to a Distribution Agreement with the Trust. Shares of the Fund are offered on a continuous basis through the Distributor, as agent of the Fund. The Distributor is not obligated to sell any particular amount of shares and is not entitled to any compensation for its services as the Fund’s principal underwriter pursuant to the Distribution Agreement.
7. TRUSTEES AND OFFICERS
As of March 31, 2025, there were four Trustees, each of whom are not “interested persons” (as defined in the 1940 Act) of the Trust (the “Independent Trustees”). The Independent Trustees of the Trust and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers will receive a quarterly retainer of $16,250, plus $5,000 for each regular Board or Committee meeting attended and $2,000 for each special telephonic or in-person Board or Committee meeting attended. Additionally, the Audit Committee Chair receives a quarterly retainer of $1,875 and the Independent Chair receives a quarterly retainer of $4,250. These fees are allocated proportionately among the multiple portfolios/series of the Trust. The Independent Trustees and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers are also reimbursed for all reasonable out-of-pocket expenses relating to attendance at meetings.
Officers of the Trust receive no salary or fees from the Trust. As discussed in Note 6, the Fund pays ALPS an annual fee for compliance services.
8. INDEMNIFICATIONS
Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities 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.
9. 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. Management has determined that there were no subsequent events to report through the issuance of these financial statements.
Semi-Annual Report | March 31, 2025 | 23 |
Brigade High Income Fund | Additional Information |
March 31, 2025 (Unaudited)
1. TAX DESIGNATIONS
Qualified Dividend Income
The percentage of ordinary income dividends distributed during the calendar year ended December 31, 2024 are designated as qualified dividend income (QDI) as defined in Section 1(h)(11) of the Internal Revenue Code in the following percentages:
Amount | |
Brigade High Income Fund | 0% |
Dividends Received Deduction
For corporate shareholders, the following ordinary dividends paid during the calendar year ended December 31, 2024 qualify for the corporate dividends received deduction:
Amount | |
Brigade High Income Fund | 0% |
24 | www.brigadefunds.com |
Changes in and Disagreements with Accountants for | |
Brigade High Income Fund | Open-End Management Investment Companies |
March 31, 2025 (Unaudited)
There were no changes in or disagreements with accountants during the period covered by this report.
Semi-Annual Report | March 31, 2025 | 25 |
Brigade High Income Fund | Proxy Disclosures |
March 31, 2025 (Unaudited)
Not applicable to the period covered by this Report.
26 | www.brigadefunds.com |
Remuneration Paid to Trustees, Officers, and Others | |
Brigade High Income Fund | of Open-End Management Investment Companies |
March 31, 2025 (Unaudited)
The following chart provides certain information about the Trustee fees paid by the Fund for the period ended March 31, 2025:
Brigade High Income Fund
Trustee | Amount Paid | |||
Ward Armstrong | $ | 7,827 | ||
J.W. Hutchens | 7,131 | |||
Merrilyn Kosier | 7,131 | |||
Patrick Seese | 7,438 | |||
Total | $ | 29,526.00 |
Semi-Annual Report | March 31, 2025 | 27 |
Statement Regarding Basis for Approval | |
Brigade High Income Fund | of Investment Advisory Contract |
March 31, 2025 (Unaudited)
On February 4, 2025, the Board of Trustees (the “Board”) of ALPS Series Trust (the “Trust”) met in person to discuss, among other things, the renewal and approval of the Investment Advisory Agreement between the Trust and Brigade Capital Management, LP. (“Brigade”) and the renewal of the Investment Sub-Advisory Agreement between Brigade and Brigade Capital UK (“Brigade UK”) in accordance with Section 15(c) of the 1940 Act (collectively, the “Brigade Agreements”). The Independent Trustees met with independent legal counsel during executive session and discussed the Brigade Agreements and other related materials.
In anticipation of and as part of the process to consider the renewal of the Brigade Agreements, legal counsel to the Trust requested certain information from Brigade. In response to these requests, the Trustees received reports from Brigade that addressed specific factors to be considered by the Board. The Board also received from independent legal counsel memoranda regarding the Board’s responsibilities pertaining to the approval of advisory contracts. Further, the Board met with representatives of Brigade and discussed the services of the firm provided pursuant to the Brigade Agreements, as well as the information provided by Brigade, for itself and with respect to Brigade UK.
In evaluating Brigade and the fees charged under the Brigade Agreements, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to renew the Brigade Agreements. Further, the Independent Trustees were advised by independent legal counsel throughout the process. The following summary does not identify all the matters considered by the Board, but provides a summary of the principal matters the Board considered.
Nature, Extent and Quality of the Services: The Trustees received and considered information regarding the nature, extent and quality of services provided, pursuant to the Brigade Agreements. The Trustees reviewed certain background materials supplied by Brigade in its presentation, including its Form ADV, organizational structure, and ownership structure. The Trustees considered the background and significant experience of Brigade’s management team, led by its CIO and managing partner. They considered the combined experience of the senior investment team with an average experience of 22 years. They discussed Brigade’s fundamental research process, which emphasized free cash flow, asset coverage, and relative value. They also considered the global investment platform focused on below investment grade strategies, and the various credit strategies in which Brigade invested, and Brigade’s disciplined investment process.
The Trustees also reviewed the firm’s compliance record with the Trust. The Trustees then reviewed and discussed Brigade’s financial statements and the representations by the Brigade management team that it was able to continue to provide quality services to the Fund. The Trustees concluded that they were satisfied with the nature, extent and quality of services rendered or to be rendered by Brigade and Brigade UK under the relevant Brigade Agreement.
Performance: The Trustees reviewed and considered the performance of the Brigade Fund over the 3-month, 1-year and since inception periods ended November 30, 2024. The review included a comparison of the Fund’s performance to the performance of a peer group of comparable funds, as identified by an independent provider of investment company data the (“Data Provider”).
The Trustees considered that each class of the Brigade Fund had outperformed the peer group median over each such period. The Trustees noted that performance of the Fund had produced favorable returns in Q4 2024. They considered the portfolio managers’ oversight of the performance of the Fund’s portfolio. The Trustees concluded that the Fund’s performance was acceptable.
Investment Advisory Fee Rate and Expense Ratio: The Trustees reviewed and considered the contractual annual advisory fee to be paid by the Fund to Brigade and the contractual annual sub-advisory fee to be paid by Brigade to Brigade UK in light of the nature, extent and quality of the advisory and sub-advisory services provided to the Fund. The Trustees considered the information they received comparing the Fund’s contractual annual advisory fee and overall expenses with those of funds in the peer group and universe of funds provided by the Data Provider, noting that the Data Provider peer group consisted of the Fund and other funds identified by the Data Provider as comparable to the Fund.
The Trustees noted that the contractual advisory fee of 0.50% was equal to that of one other fund in the peer group, being the lowest (least expensive) in the Fund’s peer group, the total net expense of 0.52% for each class of the Fund was the second lowest in the Fund’s peer group.
Comparable Accounts: The Trustees acknowledged that Brigade managed other funds that were charged lower fees but with different levels of service, and Brigade managed other funds using investment strategies with some common features as the strategies of the Fund that were charged similar fees. Bearing in mind the limitations of comparing different types of accounts and the different levels of service typically associated with such accounts, the Trustees determined that the fee structures applicable to Brigade’s other clients employing a comparable strategy to the Brigade Fund, were not indicative of any unreasonableness with respect to the advisory fee to be paid by the Fund or the sub-advisory fee to be paid to Brigade UK. The Trustees concluded that the fee payable by the Fund to Brigade and by Brigade to Brigade UK were not unreasonable.
Profitability: The Trustees received and considered a retrospective profitability analysis for 2024 and a projected profitability analysis for 2025 prepared by Brigade on a consolidated basis with Brigade UK based on the fees paid under the Brigade Agreements. The Trustees noted that the Fund was profitable to Brigade in 2024 and was projected to be profitable to Brigade in 2025. The Trustees concluded that the profits were not excessive.
Economies of Scale: The Trustees considered whether economies of scale in the provision of services to the Fund would be passed along to the shareholders under the Brigade Agreements. They considered statements by the Adviser representatives that as the Fund grows, the Adviser would incur additional costs to successfully implement the strategy. They noted that the size of the Fund and the profits realized indicated that Brigade had not yet benefited from material economies of scale, and that the Trustees would reevaluate this annually.
28 | www.brigadefunds.com |
Statement Regarding Basis for Approval | |
Brigade High Income Fund | of Investment Advisory Contract |
March 31, 2025 (Unaudited)
Other Benefits to the Adviser and Sub-Adviser: The Trustees reviewed and considered any other incidental benefits derived or to be derived by Brigade or Brigade UK from their relationships with the Brigade Fund, including soft dollar benefits to Brigade. The Trustees concluded that the direct and indirect benefits to Brigade and Brigade UK were not excessive.
Having requested, reviewed, and deliberated such information from Brigade as the Board believed to be reasonably necessary to evaluate the terms of the Brigade Agreements, the Trustees concluded that renewal of each Brigade Agreement was in the best interests of the Brigade Fund and its shareholders.
Semi-Annual Report | March 31, 2025 | 29 |
Table of Contents
Schedule of Investments | 1 |
Statement of Assets and Liabilities | 7 |
Statement of Operations | 8 |
Statements of Changes in Net Assets | 9 |
Financial Highlights | 10 |
Notes to Financial Statements and Financial Highlights | 12 |
Changes in and Disagreements with Accountants | 18 |
Proxy Disclosures | 19 |
Remuneration Paid to Directors, Officers, and Others | 20 |
Statement Regarding Basis for Approval of Investment Advisory Agreement | 21 |
Carret Kansas Tax-Exempt Bond Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Principal Amount | Value (Note 2) |
|||||||
MUNICIPAL BONDS (98.89%) | ||||||||
Education (40.21%)(a) | ||||||||
Allen County Unified School District No. 257, General Obligation Unlimited Bonds | ||||||||
3.000%, 09/01/2043 | $ | 2,415,000 | $ | 1,922,204 | ||||
Barton Community College, Certificate Participation Bonds | ||||||||
4.000%, 12/01/2032 | 555,000 | 557,165 | ||||||
4.000%, 12/01/2034 | 250,000 | 250,521 | ||||||
Bourbon County Unified School District No. 234-Fort Scott, Certificate Participation Bonds | ||||||||
4.000%, 09/01/2037 | 400,000 | 400,196 | ||||||
Butler County Unified School District No. 206 Remington, General Obligation Unlimited Bonds | ||||||||
3.000%, 09/01/2034 | 1,000,000 | 911,863 | ||||||
3.000%, 09/01/2035 | 510,000 | 459,284 | ||||||
Butler County Unified School District No. 375 Circle, General Obligation Unlimited Bonds | ||||||||
3.000%, 09/01/2035 | 750,000 | 678,592 | ||||||
Butler County Unified School District No. 385 Andover, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2030 | 690,000 | 700,576 | ||||||
4.000%, 09/01/2031 | 500,000 | 505,976 | ||||||
Butler County Unified School District No. 394 Rose Hill, General Obligation Unlimited Bonds | ||||||||
5.000%, 09/01/2036 | 500,000 | 541,849 | ||||||
Butler County Unified School District No. 490 El Dorado, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2034 | 1,000,000 | 1,001,421 | ||||||
4.000%, 09/01/2036 | 500,000 | 491,560 | ||||||
Dekalb County Central School Building Corp., Revenue Bonds | ||||||||
5.000%, 07/15/2033 | 500,000 | 545,218 | ||||||
Denton Independent School District, General Obligation Unlimited Bonds | ||||||||
5.000%, 08/15/2034 | 750,000 | 777,664 | ||||||
Douglas County Unified School District No. 497 Lawrence, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2031 | 1,500,000 | 1,512,383 | ||||||
4.000%, 09/01/2033 | 500,000 | 500,069 | ||||||
Ellis County Unified School District No. 489 Hays, General Obligation Unlimited Bonds | ||||||||
5.000%, 09/01/2042 | 535,000 | 558,826 | ||||||
Finney County Unified School District No. 457 Garden City, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2031 | 1,500,000 | 1,514,044 | ||||||
5.000%, 09/01/2027 | 800,000 | 826,433 | ||||||
Ford County Unified School District No. 443 Dodge City, General Obligation Unlimited Bonds | ||||||||
4.000%, 03/01/2030 | 1,150,000 | 1,175,785 | ||||||
Franklin County Unified School District No. 289 Wellsville, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2030 | 645,000 | 671,490 | ||||||
Franklin County Unified School District No. 290 Ottawa, General Obligation Unlimited Bonds | ||||||||
5.000%, 09/01/2032 | 150,000 | 151,324 | ||||||
Geary County Unified School District No. 475, General Obligation Unlimited Bonds | ||||||||
3.000%, 09/01/2033 | 1,000,000 | 927,458 | ||||||
Hernando County School District, Certificate Participation Bonds | ||||||||
5.000%, 07/01/2031 | 685,000 | 699,189 | ||||||
Jefferson County School District R-1, Certificate Participation Bonds | ||||||||
5.000%, 12/15/2027 | 500,000 | 507,750 | ||||||
Johnson & Miami Counties Unified School District No. 230 Spring Hills, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2031 | 400,000 | 405,338 | ||||||
4.000%, 09/01/2033 | 1,000,000 | 1,000,375 | ||||||
4.000%, 09/01/2035 | 1,000,000 | 984,929 | ||||||
5.000%, 09/01/2030 | 1,000,000 | 1,030,618 | ||||||
Johnson County Unified School District No. 229 Blue Valley, General Obligation Unlimited Bonds | ||||||||
4.000%, 10/01/2040 | 1,500,000 | 1,485,801 | ||||||
Johnson County Unified School District No. 232 De Soto, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2031 | 1,165,000 | 1,190,780 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 1 |
Carret Kansas Tax-Exempt Bond Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Principal Amount | Value (Note 2) |
|||||||
Education (continued) | ||||||||
Johnson County Unified School District No. 233 Olathe, General Obligation Unlimited Bonds | ||||||||
2.000%, 09/01/2030 | $ | 750,000 | $ | 667,779 | ||||
4.000%, 09/01/2031 | 1,000,000 | 1,007,634 | ||||||
Johnson County Unified School District No. 512 Shawnee Mission, General Obligation Unlimited Bonds | ||||||||
4.000%, 10/01/2035 | 425,000 | 430,481 | ||||||
5.000%, 10/01/2041 | 500,000 | 539,953 | ||||||
Kansas City Kansas Community College Auxiliary Enterprise System, Revenue Bonds | ||||||||
4.000%, 09/01/2032 | 140,000 | 141,849 | ||||||
4.000%, 09/01/2033 | 100,000 | 100,548 | ||||||
Kansas Development Finance Authority, Revenue Bonds | ||||||||
2.000%, 05/01/2031 | 630,000 | 545,614 | ||||||
2.000%, 06/01/2032 | 1,000,000 | 831,769 | ||||||
3.000%, 05/01/2030 | 450,000 | 441,461 | ||||||
3.500%, 05/01/2033 | 500,000 | 483,929 | ||||||
Larimer County School District No. R-1 Poudre, General Obligation Unlimited Bonds | ||||||||
4.000%, 12/15/2032 | 750,000 | 769,242 | ||||||
Leavenworth County Unified School District No. 453, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2036 | 1,000,000 | 1,016,128 | ||||||
Leavenworth County Unified School District No. 464, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2034 | 675,000 | 679,316 | ||||||
4.000%, 09/01/2036 | 465,000 | 463,594 | ||||||
Lyon County Unified School District No. 253 Emporia, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2030 | 325,000 | 330,763 | ||||||
Miami County Unified School District No. 416 Louisburg, General Obligation Unlimited Bonds | ||||||||
3.000%, 09/01/2035 | 500,000 | 453,951 | ||||||
Oklahoma County Elementary School District No. 29 Oakdale, General Obligation Unlimited Bonds | ||||||||
4.000%, 05/01/2026 | 500,000 | 506,176 | ||||||
Pennsylvania Higher Educational Facilities Authority, Revenue Bonds | ||||||||
5.000%, 08/15/2046 | 750,000 | 760,278 | ||||||
Riley County Unified School District No. 378 Riley, General Obligation Unlimited Bonds | ||||||||
3.000%, 09/01/2039 | 925,000 | 790,133 | ||||||
Riley County Unified School District No. 383 Manhattan-Ogden, General Obligation Unlimited Bonds | ||||||||
5.000%, 09/01/2028 | 1,220,000 | 1,258,931 | ||||||
Sedgwick County Unified School District No. 260 Derby, General Obligation Unlimited Bonds | ||||||||
3.500%, 10/01/2036 | 845,000 | 810,781 | ||||||
Sedgwick County Unified School District No. 264 Clearwater, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2029 | 530,000 | 537,334 | ||||||
Sedgwick County Unified School District No. 266 Maize, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2032 | 750,000 | 756,210 | ||||||
Sedgwick County Unified School District No. 267 Renwick, General Obligation Unlimited Bonds | ||||||||
4.000%, 11/01/2033 | 350,000 | 353,111 | ||||||
4.000%, 11/01/2034 | 425,000 | 427,953 | ||||||
4.000%, 11/01/2035 | 635,000 | 639,277 | ||||||
Seward County Unified School District No. 480 Liberal, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2028 | 1,000,000 | 1,024,827 | ||||||
4.000%, 09/01/2032 | 500,000 | 509,946 | ||||||
Spring Independent School District, General Obligation Unlimited Bonds | ||||||||
5.000%, 08/15/2025 | 750,000 | 755,997 | ||||||
University of Kansas Hospital Authority, Revenue Bonds | ||||||||
5.000%, 09/01/2028 | 250,000 | 251,633 | ||||||
5.000%, 09/01/2030 | 350,000 | 351,939 | ||||||
5.000%, 09/01/2031 | 500,000 | 502,555 | ||||||
Washburn University/Topeka, Revenue Bonds | ||||||||
5.000%, 07/01/2035 | 500,000 | 501,993 | ||||||
West Clermont Local School District, General Obligation Unlimited Bonds | ||||||||
4.000%, 12/01/2032 | 400,000 | 405,221 |
See Notes to Financial Statements and Financial Highlights. |
2 |
Carret Kansas Tax-Exempt Bond Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Principal Amount | Value (Note 2) |
|||||||
Education (continued) | ||||||||
Wyandotte County Unified School District No. 202 Turner, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2038 | $ | 1,225,000 | $ | 1,260,438 | ||||
4.000%, 09/01/2039 | 400,000 | 411,571 | ||||||
Wyandotte County Unified School District No. 203 Piper, General Obligation Unlimited Bonds | ||||||||
5.000%, 09/01/2038 | 1,000,000 | 1,041,163 | ||||||
Wyandotte County Unified School District No. 500 Kansas City, General Obligation Unlimited Bonds | ||||||||
5.000%, 09/01/2030 | 500,000 | 515,662 | ||||||
Total Education | 48,163,821 | |||||||
General Obligation (37.27%)(a) | ||||||||
Abilene Public Building Commission, Revenue Bonds | ||||||||
4.000%, 12/01/2029 | 325,000 | 330,776 | ||||||
4.000%, 12/01/2031 | 445,000 | 450,570 | ||||||
Ashland Public Building Commission, Revenue Bonds | ||||||||
5.000%, 09/01/2035 | 720,000 | 720,306 | ||||||
City of Arkansas City, General Obligation Unlimited Bonds | ||||||||
2.000%, 08/01/2035 | 1,000,000 | 765,752 | ||||||
City of Brooklyn Center MN, General Obligation Unlimited Bonds | ||||||||
5.000%, 02/01/2026 | 500,000 | 509,017 | ||||||
City of Garden City, General Obligation Unlimited Bonds | ||||||||
3.000%, 11/01/2028 | 950,000 | 932,989 | ||||||
City of Goddard, General Obligation Unlimited Bonds | ||||||||
4.000%, 12/01/2027 | 500,000 | 509,963 | ||||||
City of Lawrence, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2031 | 445,000 | 449,011 | ||||||
City of Leawood, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2029 | 300,000 | 314,089 | ||||||
City of Lenexa, General Obligation Unlimited Bonds | ||||||||
3.000%, 09/01/2033 | 1,560,000 | 1,483,498 | ||||||
City of Maize, General Obligation Unlimited Bonds | ||||||||
4.000%, 10/01/2038 | 375,000 | 369,938 | ||||||
City of Manhattan, General Obligation Unlimited Bonds | ||||||||
3.500%, 06/15/2027 | 885,000 | 884,979 | ||||||
4.000%, 11/01/2031 | 400,000 | 410,357 | ||||||
5.000%, 11/01/2025 | 570,000 | 577,116 | ||||||
City of Olathe, General Obligation Unlimited Bonds | ||||||||
3.000%, 10/01/2033 | 1,000,000 | 931,830 | ||||||
4.000%, 10/01/2028 | 1,315,000 | 1,336,532 | ||||||
City of Overland Park, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2037 | 475,000 | 485,829 | ||||||
4.000%, 09/01/2038 | 475,000 | 482,805 | ||||||
4.000%, 09/01/2039 | 350,000 | 355,015 | ||||||
City of Paola, General Obligation Unlimited Bonds | ||||||||
5.000%, 09/01/2030 | 535,000 | 577,875 | ||||||
City of Park City, General Obligation Unlimited Bonds | ||||||||
5.375%, 12/01/2025 | 5,000 | 5,009 | ||||||
City of Salina, General Obligation Unlimited Bonds | ||||||||
3.000%, 10/01/2033 | 620,000 | 571,756 | ||||||
3.000%, 10/01/2036 | 680,000 | 604,377 | ||||||
City of Sedona AZ Excise Tax, Revenue Bonds | ||||||||
4.000%, 07/01/2041 | 805,000 | 784,001 | ||||||
City of Shawnee, General Obligation Unlimited Bonds | ||||||||
4.000%, 12/01/2027 | 425,000 | 425,465 | ||||||
City of Spring Hill, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2029 | 810,000 | 827,920 | ||||||
City of Wamego, General Obligation Unlimited Bonds | ||||||||
5.000%, 03/01/2027 | 500,000 | 507,738 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 3 |
Carret Kansas Tax-Exempt Bond Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Principal Amount | Value (Note 2) |
|||||||
General Obligation (continued) | ||||||||
City of Wichita, General Obligation Unlimited Bonds | ||||||||
2.000%, 06/01/2035 | $ | 400,000 | $ | 312,439 | ||||
3.000%, 10/01/2030 | 720,000 | 695,638 | ||||||
4.000%, 06/01/2030 | 820,000 | 833,407 | ||||||
4.000%, 06/01/2035 | 750,000 | 764,428 | ||||||
City of Wichita, Revenue Bonds | ||||||||
5.000%, 09/01/2030 | 1,000,000 | 1,044,114 | ||||||
County of Anderson, General Obligation Unlimited Bonds | ||||||||
3.000%, 08/01/2033 | 750,000 | 703,829 | ||||||
County of Anoka MN, General Obligation Unlimited Bonds | ||||||||
4.000%, 02/01/2041 | 750,000 | 744,669 | ||||||
County of Geary, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2030 | 415,000 | 418,337 | ||||||
County of Johnson, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2028 | 1,125,000 | 1,129,563 | ||||||
4.000%, 09/01/2035 | 1,525,000 | 1,532,304 | ||||||
County of Linn, General Obligation Unlimited Bonds | ||||||||
4.000%, 07/01/2032 | 505,000 | 512,232 | ||||||
County of Saline, General Obligation Unlimited Bonds | ||||||||
4.000%, 09/01/2029 | 765,000 | 793,838 | ||||||
Johnson County Public Building Commission, Revenue Bonds | ||||||||
3.000%, 09/01/2030 | 790,000 | 772,016 | ||||||
4.000%, 09/01/2029 | 650,000 | 658,038 | ||||||
4.000%, 09/01/2030 | 500,000 | 505,323 | ||||||
4.000%, 09/01/2031 | 1,500,000 | 1,514,230 | ||||||
Kansas Development Finance Authority, Revenue Bonds | ||||||||
2.000%, 11/01/2033 | 950,000 | 773,875 | ||||||
2.000%, 11/01/2034 | 975,000 | 773,347 | ||||||
4.000%, 11/01/2030 | 800,000 | 811,454 | ||||||
4.000%, 11/01/2031 | 1,100,000 | 1,112,773 | ||||||
5.000%, 05/01/2042 | 1,500,000 | 1,614,510 | ||||||
Loudoun County Economic Development Authority, Revenue Bonds | ||||||||
5.000%, 12/01/2025 | 520,000 | 527,514 | ||||||
New York City Transitional Finance Authority Future Tax Secured, Revenue Bonds | ||||||||
5.000%, 11/01/2026 | 410,000 | 423,848 | ||||||
Saline County Public Building Commission, Revenue Bonds | ||||||||
2.000%, 09/01/2033 | 200,000 | 163,654 | ||||||
2.000%, 09/01/2034 | 225,000 | 179,308 | ||||||
2.000%, 09/01/2035 | 220,000 | 170,654 | ||||||
State of Ohio, General Obligation Unlimited Bonds | ||||||||
4.000%, 03/01/2026 | 500,000 | 506,244 | ||||||
State of Wisconsin, General Obligation Unlimited Bonds | ||||||||
5.000%, 05/01/2026 | 500,000 | 512,605 | ||||||
Wyandotte County-Kansas City Unified Government, General Obligation Unlimited Bonds | ||||||||
2.000%, 08/01/2033 | 1,000,000 | 817,290 | ||||||
4.000%, 08/01/2029 | 685,000 | 696,205 | ||||||
4.000%, 08/01/2030 | 2,105,000 | 2,147,268 | ||||||
4.000%, 08/01/2031 | 930,000 | 930,293 | ||||||
4.000%, 08/01/2032 | 1,000,000 | 1,017,115 | ||||||
5.000%, 08/01/2025 | 815,000 | 820,674 | ||||||
5.000%, 08/01/2031 | 1,000,000 | 1,102,952 | ||||||
Total General Obligation | 44,640,501 | |||||||
Health Care (1.13%) | ||||||||
Lyon County Public Building Commission, Revenue Bonds | ||||||||
5.000%, 12/01/2035 | 1,335,000 | 1,356,909 |
See Notes to Financial Statements and Financial Highlights. |
4 |
Carret Kansas Tax-Exempt Bond Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
Principal Amount | Value (Note 2) |
|||||||
Public Services (1.40%) | ||||||||
Johnson County Park & Recreation District, Certificate Participation Bonds | ||||||||
3.000%, 09/01/2028 | $ | 1,165,000 | $ | 1,151,264 | ||||
3.000%, 09/01/2029 | 535,000 | 523,981 | ||||||
Total Public Services | 1,675,245 | |||||||
Transportation (10.53%) | ||||||||
Kansas Turnpike Authority, Revenue Bonds | ||||||||
5.000%, 09/01/2031 | 630,000 | 677,517 | ||||||
5.000%, 09/01/2032 | 500,000 | 536,455 | ||||||
5.000%, 09/01/2036 | 1,000,000 | 1,059,476 | ||||||
5.000%, 09/01/2037 | 1,000,000 | 1,055,651 | ||||||
5.000%, 09/01/2038 | 1,150,000 | 1,209,436 | ||||||
Metropolitan Transportation Authority, Revenue Bonds | ||||||||
5.000%, 11/15/2030 | 750,000 | 768,122 | ||||||
State of Kansas Department of Transportation, Revenue Bonds | ||||||||
5.000%, 09/01/2028 | 1,500,000 | 1,569,425 | ||||||
5.000%, 09/01/2031 | 3,020,000 | 3,140,629 | ||||||
5.000%, 09/01/2032 | 500,000 | 519,158 | ||||||
5.000%, 09/01/2034 | 2,000,000 | 2,070,227 | ||||||
Total Transportation | 12,606,096 | |||||||
Utilities (8.35%) | ||||||||
Brushy Creek Regional Utility Authority, Inc., Revenue Bonds | ||||||||
5.000%, 08/01/2027 | 500,000 | 511,581 | ||||||
City of Lawrence Water & Sewage System, Revenue Bonds | ||||||||
4.000%, 11/01/2032 | 1,180,000 | 1,217,529 | ||||||
City of Lebanon Authority, Revenue Bonds | ||||||||
4.000%, 12/15/2028 | 550,000 | 561,232 | ||||||
City of McPherson Water System, Revenue Bonds | ||||||||
2.000%, 10/01/2038 | 440,000 | 313,184 | ||||||
City of Olathe Water & Sewer System, Revenue Bonds | ||||||||
2.000%, 07/01/2034 | 540,000 | 436,606 | ||||||
2.000%, 07/01/2035 | 550,000 | 432,636 | ||||||
3.000%, 07/01/2030 | 675,000 | 651,784 | ||||||
3.000%, 07/01/2031 | 555,000 | 530,417 | ||||||
3.000%, 07/01/2032 | 745,000 | 700,445 | ||||||
3.000%, 07/01/2033 | 755,000 | 700,276 | ||||||
City of Wichita Water & Sewer Utility, Revenue Bonds | ||||||||
3.000%, 10/01/2029 | 1,180,000 | 1,148,253 | ||||||
3.375%, 10/01/2039 | 1,000,000 | 899,394 | ||||||
Wyandotte County-Kansas City Unified Government Utility System, Revenue Bonds | ||||||||
3.000%, 09/01/2035 | 250,000 | 221,501 | ||||||
3.000%, 09/01/2040 | 250,000 | 201,991 | ||||||
5.000%, 09/01/2031 | 1,350,000 | 1,369,242 | ||||||
5.000%, 09/01/2033 | 100,000 | 100,664 | ||||||
Total Utilities | 9,996,735 | |||||||
TOTAL MUNICIPAL BONDS | ||||||||
(Cost $125,074,693) | 118,439,307 |
Shares | Value (Note 2) |
|||||||
SHORT TERM INVESTMENTS (0.56%) | ||||||||
Money Market Fund (0.56%) | ||||||||
First American Treasury Obligations Fund, Class X (4.254%, 7-Day Yield) | 671,859 | $ | 671,859 | |||||
Total Money Market Fund | 671,859 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 5 |
Carret Kansas Tax-Exempt Bond Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
TOTAL SHORT TERM INVESTMENTS | ||||
(Cost $671,859) | 671,859 | |||
TOTAL INVESTMENTS (99.45%) | ||||
(Cost $125,746,552) | $ | 119,111,166 | ||
OTHER ASSETS IN EXCESS OF LIABILITIES (0.55%) | 657,226 | |||
NET ASSETS (100.00%) | $ | 119,768,392 |
(a) | To the extent the Fund invests more heavily in particular sectors of the economy, its performance will be especially sensitive to developments that significantly affect those sectors. When sector categorization is broken down by industry, no industry exceeds the 25% maximum specified in the Statement of Additional Information. |
See Notes to Financial Statements and Financial Highlights. |
6 |
Carret Kansas Tax-Exempt Bond Fund | Statement of Assets and Liabilities |
March 31, 2025 (Unaudited)
ASSETS: | ||||
Investments, at value (Cost $125,746,552) | $ | 119,111,166 | ||
Cash and cash equivalents | 6,019 | |||
Receivable for shares sold | 92,946 | |||
Dividends and interest receivable | 911,388 | |||
Total Assets | 120,121,519 | |||
LIABILITIES: | ||||
Distributions payable | 211,398 | |||
Payable for administration and transfer agent fees | 52,834 | |||
Payable for shares redeemed | 28,802 | |||
Payable to adviser | 12,605 | |||
Payable for distribution fees | 107 | |||
Payable for printing fees | 5,261 | |||
Payable for professional fees | 12,202 | |||
Payable for trustees' fees and expenses | 3,258 | |||
Payable to Chief Compliance Officer fees | 7,641 | |||
Accrued expenses and other liabilities | 18,960 | |||
Total Liabilities | 353,127 | |||
NET ASSETS | $ | 119,768,392 | ||
NET ASSETS CONSIST OF: | ||||
Paid-in capital (Note 5) | $ | 129,003,924 | ||
Total distributable earnings/(deficit) | (9,235,532 | ) | ||
NET ASSETS | $ | 119,768,392 | ||
PRICING OF SHARES | ||||
Institutional Class: | ||||
Net Asset Value, offering and redemption price per share | $ | 10.04 | ||
Net Assets | $ | 119,011,126 | ||
Shares of beneficial interest outstanding | 11,854,329 | |||
Class A : | ||||
Net Asset Value, offering and redemption price per share | $ | 10.04 | ||
Net Assets | $ | 757,266 | ||
Shares of beneficial interest outstanding | 75,427 | |||
Maximum offering price per share(a) | $ | 10.46 |
(a) | Net Asset Value/100% minus maximum sales charge of net asset value, 4.25% for the Fund, adjusted to the nearest cent. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 7 |
Carret Kansas Tax-Exempt Bond Fund | Statement of Operations |
For the Six Months Ended March 31, 2025 (Unaudited)
INVESTMENT INCOME: | ||||
Interest | $ | 1,517,692 | ||
Total Investment Income | 1,517,692 | |||
EXPENSES: | ||||
Investment advisory fees (Note 6) | 179,703 | |||
Fund Accounting and Administration fees | 105,967 | |||
Distribution fees | ||||
Class A | 2,470 | |||
Custody fees | 5,282 | |||
Legal fees | 1,111 | |||
Audit and tax fees | 9,860 | |||
Transfer agent fees | 29,067 | |||
Trustees' fees and expenses | 6,611 | |||
Registration and filing fees | 31,419 | |||
Chief Compliance Officer fees | 22,374 | |||
Insurance fees | 3,983 | |||
Other expenses | 3,553 | |||
Total Expenses | 401,400 | |||
Less fees waived/reimbursed by investment adviser (Note 6) | ||||
Institutional Class | (111,813 | ) | ||
Class A | (2,547 | ) | ||
Total fees waived by investment adviser | (114,360 | ) | ||
Net Expenses | 287,040 | |||
NET INVESTMENT INCOME | 1,230,652 | |||
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS: | ||||
Net realized gain/(loss) on: | ||||
Investments | (143,528 | ) | ||
Net realized loss | (143,528 | ) | ||
Change in unrealized appreciation/(depreciation) on: | ||||
Investments | (2,082,954 | ) | ||
Net change | (2,082,954 | ) | ||
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS | (2,226,482 | ) | ||
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | (995,830 | ) |
See Notes to Financial Statements and Financial Highlights. |
8 |
Carret Kansas Tax-Exempt Bond Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment income | $ | 1,230,652 | $ | 2,454,563 | ||||
Net realized loss on investments | (143,528 | ) | (1,281,013 | ) | ||||
Net change in unrealized appreciation/(depreciation) on investments | (2,082,954 | ) | 9,046,275 | |||||
Net increase/(decrease) in net assets resulting from operations | (995,830 | ) | 10,219,825 | |||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Institutional Class | (1,222,209 | ) | (2,444,968 | ) | ||||
Class A | (8,437 | ) | (16,126 | ) | ||||
Total distributions | (1,230,646 | ) | (2,461,094 | ) | ||||
BENEFICIAL SHARE TRANSACTIONS (Note 5): | ||||||||
Institutional Class | ||||||||
Shares sold | 8,884,900 | 14,670,691 | ||||||
Dividends reinvested | 30,870 | 60,082 | ||||||
Shares redeemed | (9,875,598 | ) | (18,703,592 | ) | ||||
Net decrease from beneficial share transactions | (959,828 | ) | (3,972,819 | ) | ||||
Class A | ||||||||
Shares sold | 8,000 | 24,000 | ||||||
Dividends reinvested | 8,377 | 14,781 | ||||||
Shares redeemed | (49,212 | ) | (267,403 | )(a) | ||||
Net decrease from beneficial share transactions | (32,835 | ) | (228,622 | ) | ||||
Net increase/(decrease) in net assets | (3,219,139 | ) | 3,557,290 | |||||
NET ASSETS: | ||||||||
Beginning of period | 122,987,531 | 119,430,241 | ||||||
End of period | $ | 119,768,392 | $ | 122,987,531 |
(a) | Shares redeemed amount also includes a $10 redemption fee. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 9 |
Carret Kansas Tax-Exempt Bond Fund | Financial Highlights |
Institutional Class | For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
||||||||||||||||
NET ASSET VALUE, BEGINNING OF PERIOD | $ | 10.23 | $ | 9.60 | $ | 9.64 | $ | 11.10 | $ | 11.16 | ||||||||||
INCOME/(LOSS) FROM OPERATIONS: | ||||||||||||||||||||
Net investment income(a) | 0.10 | 0.20 | 0.20 | 0.19 | 0.20 | |||||||||||||||
Net realized and unrealized gain/(loss) on investments | (0.19 | ) | 0.63 | (0.04 | ) | (1.45 | ) | (0.06 | ) | |||||||||||
Total from investment operations | (0.09 | ) | 0.83 | 0.16 | (1.26 | ) | 0.14 | |||||||||||||
LESS DISTRIBUTIONS: | ||||||||||||||||||||
From net investment income | (0.10 | ) | (0.20 | ) | (0.20 | ) | (0.19 | ) | (0.20 | ) | ||||||||||
From net realized gains on investments | – | – | (0.00 | )(b) | (0.01 | ) | (0.00 | )(b) | ||||||||||||
Total Distributions | (0.10 | ) | (0.20 | ) | (0.20 | ) | (0.20 | ) | (0.20 | ) | ||||||||||
NET INCREASE/(DECREASE) IN NET ASSET VALUE | (0.19 | ) | 0.63 | (0.04 | ) | (1.46 | ) | (0.06 | ) | |||||||||||
NET ASSET VALUE, END OF PERIOD | $ | 10.04 | $ | 10.23 | $ | 9.60 | $ | 9.64 | $ | 11.10 | ||||||||||
TOTAL RETURN(c) | (0.85 | %) | 8.72 | % | 1.57 | % | (11.49 | %) | 1.30 | % | ||||||||||
SUPPLEMENTAL DATA: | ||||||||||||||||||||
Net assets, end of period (in 000s) | $ | 119,011 | $ | 122,183 | $ | 118,458 | $ | 138,130 | $ | 180,253 | ||||||||||
RATIOS TO AVERAGE NET ASSETS | ||||||||||||||||||||
Operating expenses excluding reimbursement/waiver | 0.67 | %(d) | 0.66 | % | 0.60 | % | 0.58 | % | 0.56 | % | ||||||||||
Operating expenses including reimbursement/waiver | 0.48 | %(d) | 0.48 | % | 0.48 | % | 0.48 | % | 0.48 | % | ||||||||||
Net investment income including reimbursement/waiver | 2.05 | %(d) | 2.01 | % | 1.96 | % | 1.80 | % | 1.83 | % | ||||||||||
PORTFOLIO TURNOVER RATE(e) | 5 | % | 10 | % | 8 | % | 6 | % | 8 | % |
(a) | Per share amounts are based upon average shares outstanding, unless otherwise noted. |
(b) | Less than $0.005 per share. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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. |
See Notes to Financial Statements and Financial Highlights. |
10 |
Carret Kansas Tax-Exempt Bond Fund | Financial Highlights |
Class A | For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
||||||||||||||||
NET ASSET VALUE, BEGINNING OF PERIOD | $ | 10.23 | $ | 9.60 | $ | 9.64 | $ | 11.10 | $ | 11.16 | ||||||||||
INCOME/(LOSS) FROM OPERATIONS: | ||||||||||||||||||||
Net investment income(a) | 0.11 | 0.18 | 0.17 | 0.16 | 0.18 | |||||||||||||||
Net realized and unrealized gain/(loss) on investments | (0.19 | ) | 0.63 | (0.04 | ) | (1.45 | ) | (0.06 | ) | |||||||||||
Total from investment operations | (0.08 | ) | 0.81 | 0.13 | (1.29 | ) | 0.12 | |||||||||||||
LESS DISTRIBUTIONS: | ||||||||||||||||||||
From net investment income | (0.11 | ) | (0.18 | ) | (0.17 | ) | (0.16 | ) | (0.18 | ) | ||||||||||
From net realized gains on investments | – | – | (0.00 | )(b) | (0.01 | ) | (0.00 | )(b) | ||||||||||||
Total Distributions | (0.11 | ) | (0.18 | ) | (0.17 | ) | (0.17 | ) | (0.18 | ) | ||||||||||
NET INCREASE/(DECREASE) IN NET ASSET VALUE | (0.19 | ) | 0.63 | (0.04 | ) | (1.46 | ) | (0.06 | ) | |||||||||||
NET ASSET VALUE, END OF PERIOD | $ | 10.04 | $ | 10.23 | $ | 9.60 | $ | 9.64 | $ | 11.10 | ||||||||||
TOTAL RETURN(c) | (0.79 | %) | 8.46 | % | 1.32 | % | (11.72 | %) | 1.05 | % | ||||||||||
SUPPLEMENTAL DATA: | ||||||||||||||||||||
Net assets, end of period (in 000s) | $ | 757 | $ | 804 | $ | 972 | $ | 1,120 | $ | 3,813 | ||||||||||
RATIOS TO AVERAGE NET ASSETS | ||||||||||||||||||||
Operating expenses excluding reimbursement/waiver | 1.02 | %(d) | 0.81 | % | 0.91 | % | 0.90 | % | 0.87 | % | ||||||||||
Operating expenses including reimbursement/waiver | 0.36 | %(d) | 0.73 | % | 0.73 | % | 0.73 | % | 0.73 | % | ||||||||||
Net investment income including reimbursement/waiver | 2.18 | %(d) | 1.75 | % | 1.71 | % | 1.54 | % | 1.58 | % | ||||||||||
PORTFOLIO TURNOVER RATE(e) | 5 | % | 10 | % | 8 | % | 6 | % | 8 | % |
(a) | Per share amounts are based upon average shares outstanding, unless otherwise noted. |
(b) | Less than $0.005 per share. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. Total Returns does not include the sales load. 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. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 11 |
Carret Kansas Tax-Exempt Bond Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
1. ORGANIZATION
ALPS Series 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 annual report describes the Carret Kansas Tax-Exempt Bond Fund (the “Fund” or “Kansas Tax-Exempt Bond Fund”) formally known as the American Independence Kansas Tax-Exempt Bond Fund. On September 13, 2019, Carret Asset Management, LLC (the “Adviser” or “Carret") became the adviser to the Kansas Tax-Exempt Bond Fund, changing the Fund’s name from American Independence to Carret. The Fund’s investment objective is to preserve capital while producing current income for the investor that is exempt from both federal and Kansas state income taxes. The Fund is considered diversified, and its primary investment objective is to preserve capital while producing current income for the investor that is exempt from both federal and Kansas state income taxes. The Fund currently offers Institutional Class Shares and Class A Shares. Each share class has identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes. The Board of Trustees (the "Board" or "Trustees") may establish additional funds and classes of shares at any time in the future without shareholder approval.
2. SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for investment companies (“U.S. GAAP”). The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services - 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 increases and decreases in net assets from operations during the period. Actual results could differ from those estimates. 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.
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.
Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value (“NAV”). Money market funds, representing short-term investments, are valued at their NAV.
When such prices or quotations are not available, or when the valuation designee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.
Fair Value Measurements: 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; |
12
Carret Kansas Tax-Exempt Bond Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
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); and | |
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 the inputs used to value the Fund’s investments as of March 31, 2025:
Investments in Securities at Value* | Level 1 - Quoted and Unadjusted Prices |
Level 2 - Other Significant Observable Inputs |
Level 3 - Significant Unobservable Inputs |
Total | ||||||||||||
Municipal Bonds | $ | – | $ | 118,439,307 | $ | – | $ | 118,439,307 | ||||||||
Short Term Investments | 671,859 | – | – | 671,859 | ||||||||||||
Total | $ | 671,859 | $ | 118,439,307 | $ | – | $ | 119,111,166 |
* | For a detailed Sector breakdown, see the accompanying Schedule of Investments. |
There were no Level 3 securities held in the Fund during the six months ended March 31, 2025.
Securities Purchased on a When-Issued Basis: The Fund may purchase securities on a “when-issued” basis. When-issued securities are securities purchased for delivery beyond the normal settlement date at a stated price and/or yield, thereby involving the risk that the price and/or yield obtained may be more or less than those available in the market when delivery takes place. At the time the Fund makes the commitment to purchase a security on a when-issued basis, the Fund records the transaction and reflects the value of the security in determining net asset value. Normally, the settlement date occurs within one month of the purchase. No payment is made by the Fund and no interest accrues to the Fund during the period between purchase and settlement.
Cash & Cash Equivalents: The Fund considers its investment in a Federal Deposit Insurance Corporation ("FDIC") insured interest bearing account to be cash and cash equivalents. Cash and cash equivalents are valued at cost plus any accrued interest. The Fund maintains cash balances, which, at times may exceed federally insured limits. The Fund maintains these balances with a high-quality financial institution.
Concentration of Credit Risk: The Fund places its cash with a banking institution, which is insured by FDIC. The FDIC limit is $250,000. At various times throughout the year, the amount on deposit may exceed the FDIC limit and subject the Fund to a credit risk. The Fund does not believe that such deposits are subject to any unusual risk associated with investment activities.
The Fund invests primarily in debt obligations issued by the State of Kansas and its respective political subdivisions, agencies and public authorities. The Fund is more susceptible to economic and political factors adversely affecting issuers of Kansas specific municipal securities than are municipal bond funds that are not concentrated in these issuers to the same extent.
Fixed-Income Securities Risk: Fixed-income securities are subject to the risk of the issuer’s inability to meet principal and interest payments on its obligations (i.e., credit risk) and are subject to price volatility resulting from, among other things, interest rate sensitivity, market perception of the creditworthiness of the issuer and general market liquidity (i.e., market risk). Generally, fixed-income securities will decrease in value if interest rates rise and will increase in value if interest rates decline. Securities with longer durations are likely to be more sensitive to changes in interest rates, generally making them more volatile than securities with shorter durations. Lower rated fixed-income securities have greater volatility because there is less certainty that principal and interest payments will be made as scheduled.
Credit Risk: Credit risk is the risk that the issuer of a debt security, including ETNs, will fail to repay principal and interest on the security when due. Credit risk is affected by the issuer’s credit status, and is generally higher for non-investment grade securities.
Duration Risk: Duration is a measure of the sensitivity of a security’s price to changes in interest rates. The longer a security’s duration, the more sensitive it will be to changes in interest rates. Similarly, a fund with longer average fund duration will be more sensitive to changes in interest rates and will experience more price volatility than a fund with shorter average fund duration. By way of example, the price of a bond fund with duration of five years would be expected to fall approximately 5% if interest rates rose by one percentage point.
Semi-Annual Report | March 31, 2025 | 13 |
Carret Kansas Tax-Exempt Bond Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Extension Risk: Extension risk is the risk that an issuer will exercise its right to pay principal on an obligation held by the Fund later than expected. This may happen during a period of rising interest rates. Under these circumstances, the value of the obligation will decrease and the Fund will suffer from the inability to invest in higher yielding securities.
Interest Rate Risk: Interest rate risk is the risk that a debt security’s value will decline due to changes in market interest rates. Even though some interest-bearing securities offer a stable stream of income, their prices will still fluctuate with changes in interest rates. The Fund may be subject to greater risk of rising interest rates than would normally be the case due to the current period of historically low rates and the effect of potential government fiscal policy initiatives and resulting market reaction to those initiatives. When interest rates change, the values of longer-duration debt securities usually change more than the values of shorter-duration debt securities.
Prepayment Risk: Prepayment occurs when the issuer of a security can repay principal prior to the security’s maturity. Securities subject to prepayment can offer less potential for gains during a declining interest rate environment and similar or greater potential for loss in a rising interest rate environment. In addition, the potential impact of prepayment features on the price of a debt security can be difficult to predict and result in greater volatility. This risk could affect the total return of the Fund.
Municipal Securities Risk: Municipal bonds are subject to the risk that litigation, legislation or other political events, local business or economic conditions or the bankruptcy of the issuer could have a significant effect on an issuer’s ability to make payments of principal and/or interest. Municipal bonds can be significantly affected by political changes as well as uncertainties in the municipal market related to taxation, legislative changes or the rights of municipal security holders. Because many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal market. In addition, changes in the financial condition of an individual municipal insurer can affect the overall municipal market. Municipal bonds may include revenue bonds, which are generally backed by revenue from a specific project or tax. The issuer of a revenue bond makes interest and principal payments from revenues generated from a particular source or facility, such as a tax on particular property or revenues generated from municipal water or sewer utility or an airport. Revenue bonds generally are not backed by the full faith and credit and general taxing power of the issuer. The market for municipal bonds may be less liquid than for taxable bonds. There may be less information available on the financial condition of issuers of municipal securities than for public corporations.
● | General Obligation Bonds: Timely payments depend on the issuer’s credit quality, ability to raise tax revenues, and ability to maintain an adequate tax base. |
● | Revenue Bonds: Payments depend on the money earned by the particular facility or class of facilities, or the amount of revenues derived from another source. |
State Specific Risk: State specific risk is the chance that the Fund, because it invests primarily in securities issued by Kansas and its municipalities, is more vulnerable to unfavorable developments in Kansas than funds that invest in municipal bonds of many different states. Kansas is home to 2.9 million residents, and its economy is reasonably diversified but still relies significantly on transportation equipment production, agriculture and food processing, as well as oil & gas production/processing. Adverse conditions affecting these industries could have a disproportionate effect on Kansas municipal securities.
Trust Expenses: Some expenses of the Trust can be directly attributed to a fund. Expenses that cannot be directly attributed to a fund are apportioned among all funds in the Trust based on average net assets of each fund, including Trustees’ fees and expenses.
Fund Expenses: Some expenses can be directly attributed to the Fund and are apportioned among the classes based on average net assets of each class.
Class Expenses: Expenses that are specific to a class of shares are charged directly to that share class. Fees provided under the distribution (Rule 12b-1) and/or shareholder service plans for a particular class of each Fund are charged to the operations of such class.
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 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 Fund is not subject to income taxes to the extent such distributions are made.
As of and during the six months ended March 31, 2025, the Fund did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. The Fund files U.S. federal, state and local income 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. The Fund’s administrator has analyzed the Fund’s tax positions taken on federal and state income tax returns for all open tax years and has concluded that as of March 31, 2025, no provision for income tax is required in the Fund’s financial statements related to these tax positions.
14
Carret Kansas Tax-Exempt Bond Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date basis for financial reporting purposes). 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 based on the effective yield method. Dividend income is recognized on the ex-dividend date. 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.
Distributions to Shareholders: Distributions from net investment income for the Fund are declared daily and paid monthly. Distributions from net realized capital gains, if any, are distributed at least annually. Income dividend distributions are derived from interest 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 one year. A Fund may make additional distributions and dividends at other times if its investment adviser has determined that doing so may be necessary for the Fund to avoid or reduce taxes. Net investment income/(loss) and net realized gain/(loss) may differ for financial statement and tax purposes.
3. TAX BASIS INFORMATION
Tax Basis of Distributions to Shareholders: The character of distributions made during the period 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 the Fund. The amounts and characteristics of tax basis distributions are estimated at the time of distribution and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end.
The tax character of distributions paid by the Fund for the fiscal years ended September 30, 2024 was as follows:
Ordinary Income | Tax-Exempt Income | Long-Term Capital Gains | ||||||||||
Kansas Tax-Exempt Bond Fund | $ | 50,772 | $ | 2,410,322 | $ | – |
Unrealized Appreciation and Depreciation on Investments: As of March 31, 2025, the aggregate cost of investments, gross unrealized appreciation/(depreciation) and net unrealized depreciation for Federal tax purposes were as follows:
Kansas Tax-Exempt Bond Fund | ||||
Gross unrealized appreciation (excess of value over tax cost) | $ | 41,156 | ||
Gross unrealized depreciation (excess of tax cost over value) | (6,676,542 | ) | ||
Net unrealized depreciation | $ | (6,635,386 | ) | |
Cost of investments for income tax purposes | $ | 125,746,552 |
4. SECURITIES TRANSACTIONS
Purchases and sales of securities, excluding short-term securities, during the six months ended March 31, 2025, were as follows:
Purchases of Securities | Proceeds from Sales of Securities |
|||||||
Kansas Tax-Exempt Bond Fund | $ | 5,853,956 | $ | 5,445,696 |
5. BENEFICIAL SHARE TRANSACTIONS
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 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. Shares have no pre-emptive rights. Neither the Fund nor any of their creditors have the right to require shareholders to pay any additional amounts solely because the shareholder owns the shares.
Semi-Annual Report | March 31, 2025 | 15 |
Carret Kansas Tax-Exempt Bond Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Transactions in common shares were as follows:
For the Period Ended March 31, 2025 |
For the Year Ended September 30, 2024 |
|||||||
Kansas Tax-Exempt Bond Fund | ||||||||
Institutional Class | ||||||||
Shares sold | 877,826 | 1,463,621 | ||||||
Shares issued in reinvestment of distributions to shareholders | 3,054 | 5,993 | ||||||
Shares redeemed | (975,635 | ) | (1,859,916 | ) | ||||
Net decrease in shares outstanding | (94,755 | ) | (390,302 | ) | ||||
Class A | ||||||||
Shares sold | 792 | 2,392 | ||||||
Shares issued in reinvestment of distributions to shareholders | 829 | 1,473 | ||||||
Shares redeemed | (4,858 | ) | (26,451 | ) | ||||
Net decrease in shares outstanding | (3,237 | ) | (22,586 | ) |
Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of more than 25% of the voting securities of a company. Approximately 97% of the shares outstanding of the Fund are owned by one omnibus account.
6. MANAGEMENT AND RELATED PARTY TRANSACTIONS
Investment Advisory: Carret Asset Management, LLC, serves as the investment adviser to the Fund. 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 Board.
Pursuant to the Investment Advisory Agreement (“Advisory Agreement”) with the Adviser, the Fund pays the Adviser an annual management fee of 0.30% based on the Fund’s average daily net assets. The management fee is paid on a monthly basis. The current term of the Advisory Agreement is one year. The Board may extend the Advisory Agreement for additional one-year terms by approval at an in-person meeting called for the purpose of considering such matters. The Board and shareholders of the Fund may terminate the Advisory Agreement upon 60 days’ prior written notice. The Adviser may terminate the Advisory Agreement upon 120 days’ prior written notice.
Pursuant to a fee waiver letter agreement (“Fee Waiver Agreement”), the Adviser has contractually agreed to limit the amount of the Total Annual Fund Operating Expenses, (excluding Rule 12b-1 Fees, Acquired Fund Fees and Expenses, brokerage expenses, interest expenses, taxes and extraordinary expenses) to an annual rate of 0.48% of the Fund’s average daily net assets. The Fee Waiver Agreement is in effect through January 31, 2026, and will automatically continue upon annual approval by the Board for successive twelve-month periods unless (i) it is terminated earlier by the Board of Trustees, or (ii) the Adviser provides at least 30 days written notice of its non-continuance prior to the end of the then effective term. Except due to the Adviser’s notice of non-renewal, this Agreement may only be amended or terminated with the approval of the Board. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the Fee Waiver Agreement (whether through reduction of its management fee or otherwise) only to the extent that the Fund's expenses in later periods do not exceed the lesser of: (1) the contractual expense limit in effect at the time the Adviser waives or limits the expenses; or (2) the contractual expense limit in effect at the time the Adviser seeks to recover the expenses; provided, however, that the Fund will not be obligated to pay any such deferred fees or expenses more than three years after the date on which the fee or expense was reduced, as calculated on a monthly basis.
As of March 31, 2025, the balances of recoupable expenses for the Fund were as follows:
Kansas Tax-Exempt Bond Fund | Expiring in 2025 | Expiring in 2026 | Expiring in 2027 | Expiring in 2028 | Total | |||||||||||||||
Institutional Class | $ | 171,583 | $ | 158,799 | $ | 220,331 | $ | 111,813 | $ | 6,62,526 | ||||||||||
Class A | 3,027 | 1,936 | 3,316 | 2,547 | 10,826 |
Administrator: ALPS Fund Services, Inc. (“ALPS”) (an affiliate of ALPS Distributors, Inc.) serves as administrator to the Fund. The Fund has agreed to pay expenses incurred in connection with its administrative activities. Pursuant to the Administration, Bookkeeping and Pricing Services Agreement with the Trust, ALPS will provide operational services to the Fund including, but not limited to, fund accounting and fund administration, and will generally assist in the Fund’s operations. The Fund’s administration fee is accrued on a daily basis and paid monthly. The officers of the Trust are employees of ALPS. Administration fees paid by the Fund for the six months ended March 31, 2025, are disclosed in the Statement of Operations. ALPS is reimbursed by the Fund for certain out of pocket expenses.
16
Carret Kansas Tax-Exempt Bond Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Transfer Agent: ALPS serves as transfer agent for the Fund under a Transfer Agency and Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund plus fees for open accounts and is reimbursed for certain out-of-pocket expenses.
Compliance Services: ALPS provides Chief Compliance Officer services to the Fund to monitor and test the policies and procedures of the Fund in conjunction with requirements under Rule 38a-1 of the 1940 Act pursuant to a Chief Compliance Officer Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund and is reimbursed for certain out-of-pocket expenses.
Distribution: ALPS Distributors, Inc. (the “Distributor”) (an affiliate of ALPS) acts as the principal underwriter of the Fund’s shares pursuant to a Distribution Agreement with the Trust. Shares of the Fund are offered on a continuous basis through the Distributor, as agent of the Fund. The Distributor is not obligated to sell any particular amount of shares of the Fund and is not entitled to any compensation for its services as the Fund’s principal underwriter pursuant to the Distribution Agreement.
The Fund has adopted a shareholder services plan effective February 1, 2025 (“Shareholder Services Plan”) for its Class A Shares. Under the Shareholder Services Plan the Fund is authorized to pay banks and their affiliates and other institutions, including broker-dealers and Fund affiliates (“Participating Organizations”), an aggregate fee in an amount not to exceed on an annual basis 0.25% of the average daily net assets of the Fund’s Class A Shares to Participating Organizations as compensation for providing shareholder service activities, which do not include distribution services, pursuant to an agreement with a Participating Organization. The Board authorized 0.00% to be paid of shareholder servicing fees.
The Fund has adopted a plan pursuant to Rule 12b-1 under the 1940 Act (the “Plan”) that allows its Class A shares to pay a distribution and service fee, as defined by the Financial Industry Regulatory Authority (“FINRA”), from its assets for selling and distributing its shares. The Fund was permitted to pay distribution and service fees at an annual rate of up to 0.25% of its Class A share assets. Distribution fees paid by the Fund for the six months ended March 31, 2025, are disclosed in the Statement of Operations.
7. TRUSTEES AND OFFICERS
As of March 31, 2025, there were four Trustees, each of whom are not “interested persons” (as defined in the 1940 Act) of the Trust (the “Independent Trustees”). The Independent Trustees of the Trust and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers receive a quarterly retainer of $16,250, plus $5,000 for each regular Board or Committee meeting attended and $2,000 for each special telephonic or in-person Board or Committee meeting attended. Additionally, the Audit Committee Chair receives a quarterly retainer of $1,875 and the Independent Chair receives a quarterly retainer of $4,250. These fees are allocated proportionately among the multiple portfolios/series of the Trust. The Independent Trustees and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers are also reimbursed for all reasonable out-of-pocket expenses relating to attendance at meetings.
Officers of the Trust receive no salary or fees from the Trust. As discussed in Note 6, the Fund pays ALPS an annual fee for compliance services.
8. INDEMNIFICATIONS
Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities 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 such exposure would involve future claims that may be made against the Trust that have not yet occurred.
9. SUBSEQUENT EVENTS
Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that there were no subsequent events to report through the issuance of these financial statements.
Semi-Annual Report | March 31, 2025 | 17 |
Changes in and | |
Carret Kansas Tax-Exempt Bond Fund | Disagreements with Accountants |
March 31, 2025 (Unaudited)
There were no changes in or disagreements with accountants during the period covered by this report.
18
Carret Kansas Tax-Exempt Bond Fund | Proxy Disclosures |
March 31, 2025 (Unaudited)
Not applicable to the period covered by this report.
Semi-Annual Report | March 31, 2025 | 19 |
Remuneration Paid to | |
Carret Kansas Tax-Exempt Bond Fund | Directors, Officers, and Others |
March 31, 2025 (Unaudited)
The following chart provides certain information about the Trustee fees paid by the Trust for the period ended March 31, 2025:
Carret Kansas Tax Exempt Bond Fund
Trustee | Amount Paid | |||
Ward Armstrong | $ | 1,585.73 | ||
J.W. Hutchens | 1,440.77 | |||
Merrilyn Kosier | 1,440.77 | |||
Patrick Seese | 1,504.72 | |||
Total | $ | 5,971.99 |
20
Statement Regarding Basis for Approval | |
Carret Kansas Tax-Exempt Bond Fund | of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
Not applicable to the period covered by this report.
Semi-Annual Report | March 31, 2025 | 21 |
Table of Contents
Schedule of Investments | |
Clarkston Partners Fund | 1 |
Clarkston Fund | 3 |
Clarkston Founders Fund | 5 |
Statements of Assets and Liabilities | 7 |
Statements of Operations | 8 |
Statements of Changes in Net Assets | |
Clarkston Partners Fund | 9 |
Clarkston Fund | 10 |
Clarkston Founders Fund | 11 |
Financial Highlights | 12 |
Notes to Financial Statements and Financial Highlights | 27 |
Changes in and Disagreements with Accountants | 37 |
Proxy Disclosures | 38 |
Remuneration Paid to Directors, Officers, and Others | 39 |
Statement Regarding Basis for Approval of Investment Advisory Agreement | 40 |
Clarkston Partners Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares | Value (Note 2) |
|||||||
COMMON STOCK (92.17%) | ||||||||
Consumer Discretionary (7.43%) | ||||||||
John Wiley & Sons, Inc., Class A | 1,000,000 | $ | 44,560,000 | |||||
Leslie's, Inc.(a) | 8,415,000 | 6,189,232 | ||||||
LKQ Corp. | 640,000 | 27,225,600 | ||||||
Total Consumer Discretionary | 77,974,832 | |||||||
Consumer Staples (31.63%)(b) | ||||||||
Energizer Holdings, Inc. | 1,375,000 | 41,140,000 | ||||||
Lamb Weston Holdings, Inc. | 800,000 | 42,640,000 | ||||||
Molson Coors Beverage Co., Class B | 975,000 | 59,348,250 | ||||||
Post Holdings, Inc.(a) | 842,000 | 97,975,120 | ||||||
Sysco Corp. | 507,000 | 38,045,280 | ||||||
US Foods Holding Corp.(a) | 805,000 | 52,695,300 | ||||||
Total Consumer Staples | 331,843,950 | |||||||
Financials (17.66%) | ||||||||
Affiliated Managers Group, Inc. | 395,000 | 66,371,850 | ||||||
Brown & Brown, Inc. | 245,000 | 30,478,000 | ||||||
LPL Financial Holdings Inc. | 175,000 | 57,249,500 | ||||||
Willis Towers Watson PLC | 92,000 | 31,091,400 | ||||||
Total Financials | 185,190,750 | |||||||
Health Care (10.79%) | ||||||||
Avantor, Inc.(a) | 2,250,000 | 36,472,500 | ||||||
Envista Holdings Corp.(a) | 1,602,538 | 27,659,806 | ||||||
Henry Schein, Inc.(a) | 445,000 | 30,478,050 | ||||||
Neogen Corp.(a) | 2,150,000 | 18,640,500 | ||||||
Total Health Care | 113,250,856 | |||||||
Industrials (13.94%) | ||||||||
CH Robinson Worldwide, Inc. | 360,000 | 36,864,000 | ||||||
GFL Environmental Inc. | 1,085,000 | 52,416,350 | ||||||
Hillenbrand, Inc. | 1,265,000 | 30,537,100 | ||||||
Middleby Corp.(a) | 175,000 | 26,596,500 | ||||||
Total Industrials | 146,413,950 | |||||||
Technology (7.68%) | ||||||||
CCC Intelligent Solutions Holdings, Inc.(a) | 1,256,612 | 11,347,206 | ||||||
Clarivate PLC(a) | 17,609,291 | 69,204,514 | ||||||
Total Technology | 80,551,720 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 1 |
Clarkston Partners Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares |
Value (Note 2) |
|||||||
Telecommunications (3.04%) | ||||||||
Cable One, Inc. | 120,000 | $ | 31,892,400 | |||||
TOTAL COMMON STOCK | ||||||||
(Cost $860,190,762) | 967,118,458 | |||||||
TOTAL INVESTMENTS (92.17%) | ||||||||
(Cost $860,190,762) | $ | 967,118,458 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES (7.83%) | 82,171,156 | |||||||
NET ASSETS (100.00%) | $ | 1,049,289,614 |
(a) | Non-income producing security. |
(b) | For additional information on portfolio concentration, see Note 2. |
The sector categorization above is based on the Industry Classification Benchmark (ICB®) industry classifications. Where ICB® has not assigned a classification for a company, the Fund's investment adviser will assign a classification that it believes most accurately represents the company's business. Sectors are shown as a percent of the Fund's net assets. Industry categorizations used for Fund compliance purposes are based on classifications used by one or more widely recognized market indices or ratings group indices and/or as defined by Fund management.(Unaudited)
See Notes to Financial Statements and Financial Highlights. | |
2 | www.clarkstonfunds.com |
Clarkston Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares |
Value (Note 2) |
|||||||
COMMON STOCK (86.43%) | ||||||||
Consumer Discretionary (9.32%) | ||||||||
Airbnb, Inc., Class A(a) | 21,500 | $ | 2,568,390 | |||||
Dollar General Corp. | 70,000 | 6,155,100 | ||||||
The Walt Disney Co. | 12,000 | 1,184,400 | ||||||
Warner Bros. Discovery, Inc.(a) | 635,000 | 6,813,550 | ||||||
Total Consumer Discretionary | 16,721,440 | |||||||
Consumer Staples (26.79%)(b) | ||||||||
Anheuser-Busch InBev SA/NV, Sponsored ADR | 175,000 | 10,773,000 | ||||||
Lamb Weston Holdings, Inc. | 120,000 | 6,396,000 | ||||||
Molson Coors Beverage Co., Class B | 115,000 | 7,000,050 | ||||||
Post Holdings, Inc.(a) | 102,000 | 11,868,720 | ||||||
Sysco Corp. | 47,000 | 3,526,880 | ||||||
US Foods Holding Corp.(a) | 130,000 | 8,509,800 | ||||||
Total Consumer Staples | 48,074,450 | |||||||
Financials (15.36%) | ||||||||
Affiliated Managers Group, Inc. | 47,000 | 7,897,410 | ||||||
Brown & Brown, Inc. | 33,000 | 4,105,200 | ||||||
LPL Financial Holdings Inc. | 15,000 | 4,907,100 | ||||||
The Charles Schwab Corp. | 67,000 | 5,244,760 | ||||||
Willis Towers Watson PLC | 16,000 | 5,407,200 | ||||||
Total Financials | 27,561,670 | |||||||
Health Care (9.64%) | ||||||||
Avantor, Inc.(a) | 400,000 | 6,484,000 | ||||||
Becton Dickinson & Co. | 15,000 | 3,435,900 | ||||||
ICON PLC(a) | 18,000 | 3,149,820 | ||||||
IQVIA Holdings, Inc.(a) | 24,000 | 4,231,200 | ||||||
Total Health Care | 17,300,920 | |||||||
Industrials (15.81%) | ||||||||
American Express Co. | 9,000 | 2,421,450 | ||||||
Capital One Financial Corp. | 22,500 | 4,034,250 | ||||||
CH Robinson Worldwide, Inc. | 60,000 | 6,144,000 | ||||||
FedEx Corp. | 29,500 | 7,191,510 | ||||||
Fidelity National Information Services, Inc. | 63,000 | 4,704,840 | ||||||
Fortive Corp. | 53,000 | 3,878,540 | ||||||
Total Industrials | 28,374,590 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 3 |
Clarkston Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares |
Value (Note 2) |
|||||||
Technology (6.01%) | ||||||||
Clarivate PLC(a) | 2,745,000 | $ | 10,787,850 | |||||
Telecommunications (3.50%) | ||||||||
Comcast Corp., Class A | 170,000 | 6,273,000 | ||||||
TOTAL COMMON STOCK | ||||||||
(Cost $135,175,819) | 155,093,920 | |||||||
TOTAL INVESTMENTS (86.43%) | ||||||||
(Cost $135,175,819) | $ | 155,093,920 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES (13.57%) | 24,353,746 | |||||||
NET ASSETS (100.00%) | $ | 179,447,666 |
(a) | Non-income producing security. |
(b) | For additional information on portfolio concentration, see Note 2. |
The sector categorization above is based on the Industry Classification Benchmark (ICB®) industry classifications. Where ICB® has not assigned a classification for a company, the Fund's investment adviser will assign a classification that it believes most accurately represents the company's business. Sectors are shown as a percent of the Fund's net assets. Industry categorizations used for Fund compliance purposes are based on classifications used by one or more widely recognized market indices or ratings group indices and/or as defined by Fund management.(Unaudited)
See Notes to Financial Statements and Financial Highlights. | |
4 | www.clarkstonfunds.com |
Clarkston Founders Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares |
Value (Note 2) |
|||||||
COMMON STOCK (88.98%) | ||||||||
Consumer Discretionary (10.02%) | ||||||||
Dollar General Corp. | 310,000 | $ | 27,258,300 | |||||
LKQ Corp. | 425,000 | 18,079,500 | ||||||
Warner Bros. Discovery, Inc.(a) | 3,050,000 | 32,726,500 | ||||||
Total Consumer Discretionary | 78,064,300 | |||||||
Consumer Staples (27.26%)(b) | ||||||||
Anheuser-Busch InBev SA/NV, Sponsored ADR | 605,000 | 37,243,800 | ||||||
Lamb Weston Holdings, Inc. | 525,000 | 27,982,500 | ||||||
Molson Coors Beverage Co., Class B | 590,000 | 35,913,300 | ||||||
Post Holdings, Inc.(a) | 530,000 | 61,670,800 | ||||||
Sysco Corp. | 175,000 | 13,132,000 | ||||||
US Foods Holding Corp.(a) | 555,000 | 36,330,300 | ||||||
Total Consumer Staples | 212,272,700 | |||||||
Financials (18.14%) | ||||||||
Affiliated Managers Group, Inc. | 240,879 | 40,474,898 | ||||||
Brown & Brown, Inc. | 150,000 | 18,660,000 | ||||||
LPL Financial Holdings Inc. | 83,000 | 27,152,620 | ||||||
The Charles Schwab Corp. | 335,000 | 26,223,800 | ||||||
Willis Towers Watson PLC | 85,000 | 28,725,750 | ||||||
Total Financials | 141,237,068 | |||||||
Health Care (9.57%) | ||||||||
Align Technology, Inc.(a) | 72,000 | 11,437,920 | ||||||
Avantor, Inc.(a) | 1,690,000 | 27,394,900 | ||||||
Henry Schein, Inc.(a) | 300,000 | 20,547,000 | ||||||
ICON PLC(a) | 86,750 | 15,180,383 | ||||||
Total Health Care | 74,560,203 | |||||||
Industrials (16.60%) | ||||||||
CH Robinson Worldwide, Inc. | 250,000 | 25,600,000 | ||||||
FedEx Corp. | 122,000 | 29,741,160 | ||||||
Fortive Corp. | 210,000 | 15,367,800 | ||||||
GFL Environmental Inc. | 835,000 | 40,338,850 | ||||||
Middleby Corp.(a) | 120,000 | 18,237,600 | ||||||
Total Industrials | 129,285,410 | |||||||
Technology (7.39%) | ||||||||
CCC Intelligent Solutions Holdings, Inc.(a) | 908,525 | 8,203,981 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 5 |
Clarkston Founders Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares |
Value (Note 2) |
|||||||
Technology (continued) | ||||||||
Clarivate PLC(a) | 12,555,000 | $ | 49,341,150 | |||||
Total Technology | 57,545,131 | |||||||
TOTAL COMMON STOCK | ||||||||
(Cost $610,629,937) | 692,964,812 | |||||||
TOTAL INVESTMENTS (88.98%) | ||||||||
(Cost $610,629,937) | $ | 692,964,812 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES (11.02%) | 85,857,724 | |||||||
NET ASSETS (100.00%) | $ | 778,822,536 |
(a) | Non-income producing security. |
(b) | For additional information on portfolio concentration, see Note 2. |
The sector categorization above is based on the Industry Classification Benchmark (ICB®) industry classifications. Where ICB® has not assigned a classification for a company, the Fund's investment adviser will assign a classification that it believes most accurately represents the company's business. Sectors are shown as a percent of the Fund's net assets. Industry categorizations used for Fund compliance purposes are based on classifications used by one or more widely recognized market indices or ratings group indices and/or as defined by Fund management.(Unaudited)
See Notes to Financial Statements and Financial Highlights. | |
6 | www.clarkstonfunds.com |
Clarkston Funds | Statements of Assets and Liabilities |
March 31, 2025 (Unaudited) |
Clarkston Partners Fund |
Clarkston Fund | Clarkston Founders Fund | ||||||||||
ASSETS: | ||||||||||||
Investments, at value (Cost $860,190,762, $135,175,819 and $610,629,936) | $ | 967,118,458 | $ | 155,093,920 | $ | 692,964,812 | ||||||
Cash and cash equivalents | 82,689,890 | 24,238,415 | 85,786,490 | |||||||||
Receivable for shares sold | 869,310 | 22,012 | 257,367 | |||||||||
Dividends and interest receivable | 693,495 | 191,241 | 789,559 | |||||||||
Other assets | 58,519 | 22,153 | 42,621 | |||||||||
Total Assets | 1,051,429,672 | 179,567,741 | 779,840,849 | |||||||||
LIABILITIES: | ||||||||||||
Payable for administration and transfer agent fees | 47,271 | 11,998 | 35,365 | |||||||||
Payable for investments purchased | 965,936 | – | 430,261 | |||||||||
Payable for shares redeemed | 287,474 | – | 3,128 | |||||||||
Payable to adviser | 685,454 | 64,885 | 474,437 | |||||||||
Payable for shareholder service fees | 57,366 | 21,243 | 17,230 | |||||||||
Payable for printing fees | 49,167 | 8,534 | 28,019 | |||||||||
Payable for professional fees | 39,000 | 12,097 | 28,550 | |||||||||
Payable to Chief Compliance Officer fees | 2,621 | 241 | 1,323 | |||||||||
Accrued expenses and other liabilities | 5,769 | 1,077 | 0 | |||||||||
Total Liabilities | 2,140,058 | 120,075 | 1,018,313 | |||||||||
NET ASSETS | $ | 1,049,289,614 | $ | 179,447,666 | $ | 778,822,536 | ||||||
NET ASSETS CONSIST OF: | ||||||||||||
Paid-in capital (Note 5) | $ | 850,057,834 | $ | 157,529,528 | $ | 713,485,029 | ||||||
Total distributable earnings | 199,231,780 | 21,918,138 | 65,337,507 | |||||||||
NET ASSETS | $ | 1,049,289,614 | $ | 179,447,666 | $ | 778,822,536 | ||||||
PRICING OF SHARES | ||||||||||||
Founders Class: | ||||||||||||
Net Asset Value, offering and redemption price per share | $ | 13.64 | N/A | $ | 15.85 | |||||||
Net Assets | $ | 447,725,381 | N/A | $ | 563,419,896 | |||||||
Shares of beneficial interest outstanding | 32,816,788 | N/A | 35,555,278 | |||||||||
Institutional Class: | ||||||||||||
Net Asset Value, offering and redemption price per share | $ | 13.53 | $ | 15.19 | $ | 15.81 | ||||||
Net Assets | $ | 601,564,233 | $ | 179,447,666 | $ | 215,402,640 | ||||||
Shares of beneficial interest outstanding | 44,474,680 | 11,815,153 | 13,625,962 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 7 |
Clarkston Funds | Statements of Operations |
For the Six Months Ended March 31, 2025 (Unaudited) |
Clarkston Partners Fund |
Clarkston Fund |
Clarkston Founders Fund |
||||||||||
INVESTMENT INCOME: | ||||||||||||
Dividends | $ | 8,281,814 | $ | 1,279,810 | $ | 4,951,118 | ||||||
Foreign taxes withheld | (6,195 | ) | – | (4,032 | ) | |||||||
Total Investment Income | 8,275,619 | 1,279,810 | 4,947,086 | |||||||||
EXPENSES: | ||||||||||||
Investment advisory fees (Note 6) | 4,582,189 | 440,036 | 2,911,679 | |||||||||
Administration fees | 236,954 | 42,562 | 162,833 | |||||||||
Shareholder service fees Institutional Class | 282,240 | 88,253 | 103,053 | |||||||||
Custody fees | 16,829 | 2,202 | 9,275 | |||||||||
Legal fees | 30,239 | 3,782 | 17,767 | |||||||||
Audit and tax fees | 8,964 | 8,661 | 8,780 | |||||||||
Transfer agent fees | 31,869 | 16,661 | 16,568 | |||||||||
Trustees fees and expenses | 64,524 | 8,433 | 39,434 | |||||||||
Registration and filing fees | 28,687 | 11,820 | 19,983 | |||||||||
Printing fees | 17,211 | 7,428 | 11,008 | |||||||||
Chief Compliance Officer fees | 13,934 | 1,967 | 8,949 | |||||||||
Insurance fees | 12,135 | 1,666 | 7,753 | |||||||||
Other expenses | 8,197 | 4,030 | 6,534 | |||||||||
Total Expenses | 5,333,972 | 637,501 | 3,323,616 | |||||||||
Less fees waived by investment adviser (Note 6) | ||||||||||||
Founders Class | (79,670 | ) | – | (82,953 | ) | |||||||
Institutional Class | (106,830 | ) | (64,984 | ) | (31,748 | ) | ||||||
Total fees waived by investment adviser (Note 6) | (186,500 | ) | (64,984 | ) | (114,701 | ) | ||||||
Net Expenses | 5,147,472 | 572,517 | 3,208,915 | |||||||||
NET INVESTMENT INCOME | 3,128,147 | 707,293 | 1,738,171 | |||||||||
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS: | ||||||||||||
Net realized gain/(loss) on: | ||||||||||||
Investments | 90,615,804 | 5,333,845 | 27,518,354 | |||||||||
Net realized gain | 90,615,804 | 5,333,845 | 27,518,354 | |||||||||
Change in unrealized appreciation/(depreciation) on: | ||||||||||||
Investments | (163,467,485 | ) | (10,478,025 | ) | (39,302,183 | ) | ||||||
Net change | (163,467,485 | ) | (10,478,025 | ) | (39,302,183 | ) | ||||||
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS | (72,851,681 | ) | (5,144,180 | ) | (11,783,829 | ) | ||||||
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | (69,723,534 | ) | $ | (4,436,887 | ) | $ | (10,045,658 | ) |
See Notes to Financial Statements and Financial Highlights. | |
8 | www.clarkstonfunds.com |
Clarkston Partners Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment income | $ | 3,128,147 | $ | 6,234,226 | ||||
Net realized gain on investments | 90,615,804 | 22,223,997 | ||||||
Net change in unrealized appreciation/(depreciation) on investments | (163,467,485 | ) | 130,663,553 | |||||
Net increase/(decrease) in net assets resulting from operations | (69,723,534 | ) | 159,121,776 | |||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Founders Class | (5,318,225 | ) | (19,684,887 | ) | ||||
Institutional Class | (6,898,574 | ) | (29,910,558 | ) | ||||
Total distributions | (12,216,799 | ) | (49,595,445 | ) | ||||
BENEFICIAL SHARE TRANSACTIONS (Note 5): | ||||||||
Founders Class | ||||||||
Shares sold | 28,261 | 436,755 | ||||||
Dividends reinvested | 139,714 | 595,440 | ||||||
Shares redeemed | (25,731,687 | ) | (51,239,665 | ) | ||||
Net decrease from beneficial share transactions | (25,563,712 | ) | (50,207,469 | ) | ||||
Institutional Class | ||||||||
Shares sold | 38,143,925 | 123,827,673 | ||||||
Dividends reinvested | 6,546,912 | 28,886,182 | ||||||
Shares redeemed | (69,110,151 | ) | (335,962,564 | ) | ||||
Net decrease from beneficial share transactions | (24,419,314 | ) | (183,248,709 | ) | ||||
Net decrease in net assets | (131,923,359 | ) | (123,929,848 | ) | ||||
NET ASSETS: | ||||||||
Beginning of period | 1,181,212,973 | 1,305,142,821 | ||||||
End of period | $ | 1,049,289,614 | $ | 1,181,212,973 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 9 |
Clarkston Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment income | $ | 707,293 | $ | 1,423,695 | ||||
Net realized gain/(loss) on investments | 5,333,845 | (1,221,892 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments | (10,478,025 | ) | 24,797,559 | |||||
Net increase/(decrease) in net assets resulting from operations | (4,436,887 | ) | 24,999,362 | |||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Institutional Class | (1,514,080 | ) | (4,699,381 | ) | ||||
Total distributions | (1,514,080 | ) | (4,699,381 | ) | ||||
BENEFICIAL SHARE TRANSACTIONS (Note 5): | ||||||||
Institutional Class | ||||||||
Shares sold | 20,899,374 | 38,023,892 | ||||||
Dividends reinvested | 1,511,599 | 4,689,845 | ||||||
Shares redeemed | (4,899,150 | ) | (20,586,455 | ) | ||||
Net increase from beneficial share transactions | 17,511,823 | 22,127,282 | ||||||
Net increase in net assets | 11,560,856 | 42,427,263 | ||||||
NET ASSETS: | ||||||||
Beginning of period | 167,886,810 | 125,459,547 | ||||||
End of period | $ | 179,447,666 | $ | 167,886,810 |
See Notes to Financial Statements and Financial Highlights. | |
10 | www.clarkstonfunds.com |
Clarkston Founders Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment income | $ | 1,738,171 | $ | 3,455,899 | ||||
Net realized gain/(loss) on investments | 27,518,354 | (45,264,132 | ) | |||||
Net change in unrealized appreciation/(depreciation) on investments | (39,302,183 | ) | 146,326,178 | |||||
Net increase/(decrease) in net assets resulting from operations | (10,045,658 | ) | 104,517,945 | |||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Founders Class | (2,727,873 | ) | (8,340,342 | ) | ||||
Institutional Class | (961,756 | ) | (3,035,281 | ) | ||||
Total distributions | (3,689,629 | ) | (11,375,623 | ) | ||||
BENEFICIAL SHARE TRANSACTIONS (Note 5): | ||||||||
Founders Class | ||||||||
Shares sold | 47,408,528 | 97,041,015 | ||||||
Dividends reinvested | 34,979 | 111,165 | ||||||
Shares redeemed | (34,575,847 | ) | (76,390,737 | ) | ||||
Net increase from beneficial share transactions | 12,867,660 | 20,761,443 | ||||||
Institutional Class | ||||||||
Shares sold | 14,219,494 | 41,989,764 | ||||||
Dividends reinvested | 956,502 | 3,013,276 | ||||||
Shares redeemed | (10,381,300 | ) | (32,256,421 | ) | ||||
Net increase from beneficial share transactions | 4,794,696 | 12,746,620 | ||||||
Net increase in net assets | 3,927,069 | 126,650,384 | ||||||
NET ASSETS: | ||||||||
Beginning of period | 774,895,467 | 648,245,083 | ||||||
End of period | $ | 778,822,536 | $ | 774,895,467 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 11 |
Clarkston Partners Fund – Founders Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) 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) |
See Notes to Financial Statements and Financial Highlights. | |
12 | www.clarkstonfunds.com |
Clarkston Partners Fund – Founders Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 14.68 | $ | 13.38 | $ | 14.61 | $ | 15.73 | $ | 12.61 | $ | 12.81 | |||||||||||
0.04 | 0.08 | 0.21 | 0.03 | 0.06 | 0.10 | |||||||||||||||||
(0.93 | ) | 1.75 | 0.87 | (1.01 | ) | 3.62 | 0.21 | |||||||||||||||
(0.89 | ) | 1.83 | 1.08 | (0.98 | ) | 3.68 | 0.31 | |||||||||||||||
(0.07 | ) | (0.05 | ) | (0.17 | ) | (0.06 | ) | (0.06 | ) | (0.13 | ) | |||||||||||
(0.08 | ) | (0.48 | ) | (2.14 | ) | (0.08 | ) | (0.50 | ) | (0.38 | ) | |||||||||||
(0.15 | ) | (0.53 | ) | (2.31 | ) | (0.14 | ) | (0.56 | ) | (0.51 | ) | |||||||||||
(1.04 | ) | 1.30 | (1.23 | ) | (1.12 | ) | 3.12 | (0.20 | ) | |||||||||||||
$ | 13.64 | $ | 14.68 | $ | 13.38 | $ | 14.61 | $ | 15.73 | $ | 12.61 | |||||||||||
(6.11 | %) | 13.97 | % | 7.23 | % | (6.31 | %) | 29.47 | % | 2.18 | % | |||||||||||
$ | 447,725 | $ | 507,785 | $ | 511,462 | $ | 600,879 | $ | 669,345 | $ | 553,691 | |||||||||||
0.88 | %(c) | 0.88 | % | 0.88 | % | 0.88 | % | 0.88 | % | 0.91 | % | |||||||||||
0.85 | %(c) | 0.85 | % | 0.85 | % | 0.85 | % | 0.85 | % | 0.85 | % | |||||||||||
0.60 | %(c) | 0.55 | % | 1.47 | % | 0.21 | % | 0.40 | % | 0.77 | % | |||||||||||
12 | % | 22 | % | 16 | % | 21 | % | 9 | % | 25 | % |
(a) | Calculated using the average shares method. |
(b) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 13 |
Clarkston Partners Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) 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(e) |
See Notes to Financial Statements and Financial Highlights. | |
14 | www.clarkstonfunds.com |
Clarkston Partners Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 14.56 | $ | 13.28 | $ | 14.52 | $ | 15.64 | $ | 12.55 | $ | 12.76 | |||||||||||
0.04 | 0.06 | 0.18 | 0.02 | 0.05 | 0.08 | |||||||||||||||||
(0.92 | ) | 1.74 | 0.88 | (1.01 | ) | 3.59 | 0.21 | |||||||||||||||
(0.88 | ) | 1.80 | 1.06 | (0.99 | ) | 3.64 | 0.29 | |||||||||||||||
(0.07 | ) | (0.04 | ) | (0.16 | ) | (0.05 | ) | (0.05 | ) | (0.12 | ) | |||||||||||
(0.08 | ) | (0.48 | ) | (2.14 | ) | (0.08 | ) | (0.50 | ) | (0.38 | ) | |||||||||||
(0.15 | ) | (0.52 | ) | (2.30 | ) | (0.13 | ) | (0.55 | ) | (0.50 | ) | |||||||||||
(1.03 | ) | 1.28 | (1.24 | ) | (1.12 | ) | 3.09 | (0.21 | ) | |||||||||||||
$ | 13.53 | $ | 14.56 | $ | 13.28 | $ | 14.52 | $ | 15.64 | $ | 12.55 | |||||||||||
(6.13 | %) | 13.88 | % | 7.16 | % | (6.39 | %) | 29.33 | % | 2.07 | % | |||||||||||
$ | 601,564 | $ | 673,428 | $ | 793,680 | $ | 820,374 | $ | 845,824 | $ | 574,777 | |||||||||||
0.97 | %(c) | 0.96 | % | 0.96 | % | 0.96 | % | 0.98 | % | 1.01 | % | |||||||||||
0.94 | %(c)(d) | 0.93 | %(d) | 0.94 | %(d) | 0.94 | %(d) | 0.95 | %(d) | 0.95 | %(d) | |||||||||||
0.51 | %(c) | 0.47 | % | 1.29 | % | 0.12 | % | 0.30 | % | 0.68 | % | |||||||||||
12 | % | 22 | % | 16 | % | 21 | % | 9 | % | 25 | % |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 15 |
Clarkston Partners Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
(a) | Calculated using the average shares method. |
(b) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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) | According to the Fund's shareholder services plan with respect to the Fund's Institutional shares, any amount of fees accrued according to the plan but not paid during the Fund's fiscal year for such service activities shall be reimbursed to the Fund as soon as practicable. Fees were reimbursed to the Fund for the period ended March 31, 2025, September 30, 2024, September 30, 2023, September 30, 2022, September 30, 2021, and September 30, 2020, respectively, in the amount of 0.06%, 0.07%, 0.06%, 0.06%, 0.05%, and 0.05% of average net assets of Institutional shares. |
(e) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights. | |
16 | www.clarkstonfunds.com |
Page Intentionally Left Blank
Clarkston Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) 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(e) |
See Notes to Financial Statements and Financial Highlights. | |
18 | www.clarkstonfunds.com |
Clarkston Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 15.70 | $ | 13.66 | $ | 12.28 | $ | 14.80 | $ | 12.05 | $ | 12.50 | |||||||||||
0.06 | 0.14 | 0.12 | 0.06 | 0.07 | 0.17 | |||||||||||||||||
(0.43 | ) | 2.40 | 1.92 | (2.11 | ) | 3.49 | (0.05 | ) | ||||||||||||||
(0.37 | ) | 2.54 | 2.04 | (2.05 | ) | 3.56 | 0.12 | |||||||||||||||
(0.14 | ) | (0.12 | ) | (0.07 | ) | (0.05 | ) | (0.16 | ) | (0.14 | ) | |||||||||||
– | (0.38 | ) | (0.59 | ) | (0.42 | ) | (0.65 | ) | (0.43 | ) | ||||||||||||
(0.14 | ) | (0.50 | ) | (0.66 | ) | (0.47 | ) | (0.81 | ) | (0.57 | ) | |||||||||||
(0.51 | ) | 2.04 | 1.38 | (2.52 | ) | 2.75 | (0.45 | ) | ||||||||||||||
$ | 15.19 | $ | 15.70 | $ | 13.66 | $ | 12.28 | $ | 14.80 | $ | 12.05 | |||||||||||
(2.42 | %) | 18.94 | % | 17.04 | % | (14.33 | %) | 30.08 | % | 0.81 | % | |||||||||||
$ | 179,448 | $ | 167,887 | $ | 125,460 | $ | 100,610 | $ | 97,936 | $ | 48,479 | |||||||||||
0.72 | %(c) | 0.73 | % | 0.73 | % | 0.76 | % | 0.80 | % | 0.86 | % | |||||||||||
0.65 | %(c)(d) | 0.64 | %(d) | 0.65 | %(d) | 0.65 | %(d) | 0.66 | %(d) | 0.64 | %(d) | |||||||||||
0.80 | %(c) | 0.98 | % | 0.84 | % | 0.41 | % | 0.46 | % | 1.47 | % | |||||||||||
8 | % | 23 | % | 12 | % | 18 | % | 18 | % | 31 | % |
(a) | Calculated using the average shares method. |
(b) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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) | According to the Fund's shareholder services plan with respect to the Fund's Institutional shares, any amount of fees accrued according to the plan but not paid during the Fund's fiscal year for such service activities shall be reimbursed to the Fund as soon as practicable. Fees were reimbursed to the Fund for the period ended March 31, 2025, September 30, 2024, September 30, 2023, September 30, 2022, September 30, 2021, and September 30, 2020, respectively, in the amount of 0.05%, 0.06%, 0.05%, 0.05%, 0.04%, and 0.06% of average net assets of Institutional shares. |
(e) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 19 |
Clarkston Founders Fund – Founders Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) 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(d) |
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(g) |
See Notes to Financial Statements and Financial Highlights. | |
20 | www.clarkstonfunds.com |
Clarkston Founders Fund – Founders Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
For the Six Months | For the Year | For the Year | For the Year | For the Period | ||||||||||||||
Ended March 31, | Ended | Ended | Ended | Ended September | ||||||||||||||
2025 (Unaudited) | September 30, 2024 | September 30, 2023 | September 30, 2022 | 30, 2021(a) | ||||||||||||||
$ | 16.13 | $ | 14.12 | $ | 13.72 | $ | 15.09 | $ | 15.54 | |||||||||
0.04 | 0.08 | 0.19 | 0.01 | 0.02 | ||||||||||||||
(0.24 | ) | 2.18 | 1.11 | (1.31 | ) | (0.47 | )(c) | |||||||||||
(0.20 | ) | 2.26 | 1.30 | (1.30 | ) | (0.45 | ) | |||||||||||
(0.08 | ) | (0.10 | ) | (0.12 | ) | (0.01 | ) | – | ||||||||||
– | (0.15 | ) | (0.78 | ) | (0.06 | ) | – | |||||||||||
(0.08 | ) | (0.25 | ) | (0.90 | ) | (0.07 | ) | – | ||||||||||
(0.28 | ) | 2.01 | 0.40 | (1.37 | ) | (0.45 | ) | |||||||||||
$ | 15.85 | $ | 16.13 | $ | 14.12 | $ | 13.72 | $ | 15.09 | |||||||||
(1.27 | %) | 16.16 | % | 9.60 | % | (8.64 | %) | (2.90 | %) | |||||||||
$ | 563,420 | $ | 560,408 | $ | 472,102 | $ | 404,512 | $ | 278,749 | |||||||||
0.83 | %(e) | 0.84 | % | 0.82 | % | 0.84 | % | 0.86 | %(e) | |||||||||
0.80 | %(e) | 0.80 | % | 0.80 | % | 0.80 | %(f) | 0.80 | %(e) | |||||||||
0.47 | %(e) | 0.52 | % | 1.28 | % | 0.09 | % | 0.20 | %(e) | |||||||||
12 | % | 17 | % | 13 | % | 17 | % | 5 | % |
(a) | Commenced operations on February 17, 2021. |
(b) | Calculated using the average shares method. |
(c) | The amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and redemptions of Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund. |
(d) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
(e) | Annualized. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 21 |
Clarkston Founders Fund – Founders Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
(f) | Ratio includes previously waived advisory fees recaptured. The net expense ratio would have been lower absent the impact of recaptured fees. |
(g) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights. | |
22 | www.clarkstonfunds.com |
Page Intentionally Left Blank
Clarkston Founders Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
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: |
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/(loss) including reimbursement/waiver |
PORTFOLIO TURNOVER RATE(h) |
See Notes to Financial Statements and Financial Highlights. | |
24 | www.clarkstonfunds.com |
Clarkston Founders Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 16.09 | $ | 14.10 | $ | 13.71 | $ | 15.09 | $ | 12.35 | $ | 11.67 | |||||||||||
0.03 | 0.06 | 0.17 | (0.00 | )(b) | (0.00 | )(b) | 0.08 | |||||||||||||||
(0.24 | ) | 2.17 | 1.11 | (1.32 | ) | 2.87 | 1.00 | |||||||||||||||
(0.21 | ) | 2.23 | 1.28 | (1.32 | ) | 2.87 | 1.08 | |||||||||||||||
(0.07 | ) | (0.09 | ) | (0.11 | ) | 0.00 | (b) | (0.02 | ) | (0.10 | ) | |||||||||||
– | (0.15 | ) | (0.78 | ) | (0.06 | ) | (0.11 | ) | (0.30 | ) | ||||||||||||
(0.07 | ) | (0.24 | ) | (0.89 | ) | (0.06 | ) | (0.13 | ) | (0.40 | ) | |||||||||||
(0.28 | ) | 1.99 | 0.39 | (1.38 | ) | 2.74 | 0.68 | |||||||||||||||
$ | 15.81 | $ | 16.09 | $ | 14.10 | $ | 13.71 | $ | 15.09 | $ | 12.35 | |||||||||||
(1.31 | %) | 16.00 | % | 9.50 | % | (8.74 | %) | 23.31 | % | 9.34 | % | |||||||||||
$ | 215,403 | $ | 214,488 | $ | 176,143 | $ | 150,563 | $ | 139,088 | $ | 76,111 | |||||||||||
0.93 | %(d) | 0.93 | % | 0.93 | % | 0.94 | % | 0.92 | % | 1.11 | % | |||||||||||
0.90 | %(d) | 0.89 | %(e) | 0.91 | %(e) | 0.90 | %(e)(f) | 0.86 | %(e) | 0.91 | %(e) | |||||||||||
0.38 | %(d) | 0.42 | % | 1.16 | % | (0.02 | %) | (0.00 | %)(g) | 0.73 | % | |||||||||||
12 | % | 17 | % | 13 | % | 17 | % | 5 | % | 22 | % |
(a) | Calculated using the average shares method. |
(b) | Less than $0.005 per share. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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. |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 25 |
Clarkston Founders Fund – Institutional Class | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented |
(e) | According to the Fund's shareholder services plan with respect to the Fund's Institutional shares, any amount of fees accrued according to the plan but not paid during the Fund's fiscal year for such service activities shall be reimbursed to the Fund as soon as practicable. Fees were reimbursed to the Fund for the period ended March 31, 2025, September 30, 2024, September 30, 2023, September 30, 2022, September 30, 2021, and September 30, 2020, respectively, in the amount of 0.05%, 0.06%, 0.04%, 0.05%, 0.09% and 0.04% of average net assets of Institutional shares. |
(f) | Ratio includes previously waived advisory fees recaptured. The net expense ratio would have |
(g) | been lower absent the impact of recaptured fees. Less than 0.005%. |
(h) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights. | |
26 | www.clarkstonfunds.com |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
1. ORGANIZATION
ALPS Series 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 annual report describes the Clarkston Partners Fund, the Clarkston Fund and the Clarkston Founders Fund (each, a “Fund” and collectively, the “Funds”). The Funds are non-diversified and may invest a greater portion of assets in securities of individual issuers than a diversified fund. As a result, changes in the market value of a single investment could cause greater fluctuations in share price than would occur in a diversified fund. Each Fund's investment objective is to achieve long-term capital appreciation. The Clarkston Partners Fund and Clarkston Founders Fund currently offer Founders Class shares and Institutional Class shares, and the Clarkston Fund currently offers Institutional Class shares. Each share class of the Clarkston Partners Fund and Clarkston Founders Fund have identical rights to earnings, assets and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes. The Board of Trustees (the “Board or Trustees”) may establish additional funds and classes of shares at any time in the future without shareholder approval.
2. SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for investment companies (“U.S. GAAP”). The Funds are considered investment companies under U.S. GAAP and follow the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services - 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 increases and decreases in net assets from operations during the period. Actual results could differ from those estimates. 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.
Securities traded on a registered U.S. securities exchange (including exchange-traded derivatives other than futures and futures options) are valued based on the last sale price of the security reported on the principal exchange on which it is traded, prior to the time when the Funds’ assets are valued. 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 (“NAV”), with the exception of exchange-traded open-end investment companies, which are priced as equity securities. Money market funds, representing short-term investments, are valued at their NAV.
Semi-Annual Report | March 31, 2025 | 27 |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
When prices or quotations for securities held by the Funds are not available, or when the valuation designee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.
Fair Value Measurements: The Funds disclose the classification of their 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 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 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); and |
Level 3 – | Significant unobservable prices or inputs (including a 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. |
28 | www.clarkstonfunds.com |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
The following is a summary of the inputs used to value the Funds’ investments as of March 31, 2025:
CLARKSTON 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 Stock | ||||||||||||||||
Consumer Discretionary | $ | 77,974,832 | $ | – | $ | – | $ | 77,974,832 | ||||||||
Consumer Staples | 331,843,950 | – | – | 331,843,950 | ||||||||||||
Financials | 185,190,750 | – | – | 185,190,750 | ||||||||||||
Health Care | 113,250,856 | – | – | 113,250,856 | ||||||||||||
Industrials | 146,413,950 | – | – | 146,413,950 | ||||||||||||
Technology | 80,551,720 | – | – | 80,551,720 | ||||||||||||
Telecommunications | 31,892,400 | – | – | 31,892,400 | ||||||||||||
Total | $ | 967,118,458 | $ | – | $ | – | $ | 967,118,458 |
CLARKSTON FUND
Investments in Securities at Value |
Level 1 - Unadjusted Quoted Prices |
Level 2 - Other Significant Observable Inputs |
Level 3 - Significant Unobservable Inputs |
Total | ||||||||||||
Common Stock | ||||||||||||||||
Consumer Discretionary | $ | 16,721,440 | $ | – | $ | – | $ | 16,721,440 | ||||||||
Consumer Staples | 48,074,450 | – | – | 48,074,450 | ||||||||||||
Financials | 27,561,670 | – | – | 27,561,670 | ||||||||||||
Health Care | 17,300,920 | – | – | 17,300,920 | ||||||||||||
Industrials | 28,374,590 | – | – | 28,374,590 | ||||||||||||
Technology | 10,787,850 | – | – | 10,787,850 | ||||||||||||
Telecommunications | 6,273,000 | – | – | 6,273,000 | ||||||||||||
Total | $ | 155,093,920 | $ | – | $ | – | $ | 155,093,920 |
CLARKSTON FOUNDERS FUND
Investments in Securities at Value |
Level 1 - Unadjusted Quoted Prices |
Level 2 - Other Significant Observable Inputs |
Level 3 - Significant Unobservable Inputs |
Total | ||||||||||||
Common Stock | ||||||||||||||||
Consumer Discretionary | $ | 78,064,300 | $ | – | $ | – | $ | 78,064,300 | ||||||||
Consumer Staples | 212,272,700 | – | – | 212,272,700 | ||||||||||||
Financials | 141,237,068 | – | – | 141,237,068 | ||||||||||||
Health Care | 74,560,203 | – | – | 74,560,203 | ||||||||||||
Industrials | 129,285,410 | – | – | 129,285,410 | ||||||||||||
Technology | 57,545,131 | – | – | 57,545,131 | ||||||||||||
Total | $ | 692,964,812 | $ | – | $ | – | $ | 692,964,812 |
Semi-Annual Report | March 31, 2025 | 29 |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
There were no Level 3 securities held during the six months ended March 31, 2025.
Cash & Cash Equivalents: The Funds consider their investment in a Federal Deposit Insurance Corporation (“FDIC”) insured interest bearing account to be cash and cash equivalents. Cash and cash equivalents are valued at cost plus any accrued interest. The Funds maintain cash balances, which, at times may exceed federally insured limits. The Funds maintain these balances with a high quality financial institution.
Concentration Risk: The Funds operate as “non-diversified” investment companies, as defined in the 1940 Act. As a result of being “non-diversified” with respect to 50% of the Funds' portfolios, the Funds must limit the portion of their assets invested in the securities of a single issuer to 5%, measured at the time of purchase. In addition, no single investment can exceed 25% of the Funds' total assets at the time of purchase. A more concentrated portfolio may cause the Funds' net asset value to be more volatile and thus may subject stockholders to more risk. Thus, the volatility of the Funds' net asset value and their performance in general, depends disproportionately more on the performance of a smaller number of holdings than that of a more diversified fund. As a result, the Funds are subject to a greater risk of loss than a fund that diversifies its investments more broadly.
Concentration of Credit Risk: Each Fund places its cash with a banking institution, which is insured by FDIC. The FDIC limit is $250,000. At various times throughout the period, the amount on deposit may exceed the FDIC limit and subject a Fund to a credit risk. The Funds do not believe that such deposits are subject to any unusual risk associated with investment activities.
Trust Expenses: Some expenses of the Trust can be directly attributed to a fund. Expenses that cannot be directly attributed to a fund are apportioned among all funds in the Trust based on average net assets of each fund, including Trustees' fees and expenses.
Fund Expenses: Some expenses can be directly attributed to a Fund and are apportioned among the classes based on average net assets of each class.
Class Expenses: Expenses that are specific to a class of shares are charged directly to that share class. Fees provided under the shareholder service plan for a particular class of a Fund are charged to the operations of such class.
Federal Income Taxes: The Funds comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and intend to distribute substantially all of their net taxable income and net capital gains, if any, each year so that they will not be subject to federal income or 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 March 31, 2025, the Funds did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Funds recognize interest and penalties, if any, related to tax liabilities as income tax expense in the Statements of Operations. The Funds file U.S. federal, state and local income 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. The Funds’ administrator has analyzed the Funds’ tax positions taken on federal and state income tax returns for all open tax years and has concluded that as of March 31, 2025, no provision for income tax is required in the Funds’ financial statements related to these tax positions.
30 | www.clarkstonfunds.com |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date basis for financial reporting purposes). 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 using the effective yield method. Dividend income is recognized on the ex-dividend date, or for certain foreign securities, as soon as information is available to a Fund. Withholding taxes on foreign dividends are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statements of Operations. All of the realized and unrealized gains and losses of a Fund and net investment income of a Fund are allocated daily to each class of the Fund in proportion to its average daily net assets.
Distributions to Shareholders: The Funds normally pay dividends, if any, and distribute capital gains, if any, on an annual basis. Income dividend distributions are derived from interest, dividends and other income the Funds receive from their 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. A Fund may make additional distributions and dividends at other times if its portfolio manager or managers believe doing so may be necessary for the Fund to avoid or reduce taxes. Net investment income/(loss) and net realized gain/(loss) may differ for financial statement and tax purposes.
3. TAX BASIS INFORMATION
Tax Basis of Distributions to Shareholders: The character of distributions made during the period 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 the Funds. The amounts and characteristics of tax basis distributions and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end.
The tax character of distributions paid during the fiscal year ended September 30, 2024, were as follows:
Ordinary Income |
Long-Term Capital Gains |
|||||||
Clarkston Partners Fund | $ | 10,421,131 | $ | 39,174,314 | ||||
Clarkston Fund | 1,128,769 | 3,570,612 | ||||||
Clarkston Founders Fund | 7,042,936 | 4,332,687 |
Semi-Annual Report | March 31, 2025 | 31 |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Unrealized Appreciation and Depreciation on Investments: As of March 31, 2025, the aggregate costs of investments, gross unrealized appreciation/(depreciation) and net unrealized appreciation/(depreciation) for Federal tax purposes were as follows:
Clarkston Partners Fund |
Clarkston Fund |
Clarkston Founders Fund |
||||||||||
Gross unrealized appreciation (excess of value over tax cost) |
$ | 330,160,037 | $ | 36,910,403 | $ | 168,419,005 | ||||||
Gross unrealized depreciation (excess of tax cost over value) |
(223,232,341 | ) | (16,992,302 | ) | (86,084,129 | ) | ||||||
Net unrealized appreciation | $ | 106,927,696 | $ | 19,918,101 | $ | 82,334,876 | ||||||
Cost of investments for income tax purposes | $ | 860,190,762 | $ | 135,175,819 | $ | 610,629,936 |
4. SECURITIES TRANSACTIONS
Purchases and sales of securities, excluding short-term securities, during the six months ended March 31, 2025, were as follows:
Purchases of Securities |
Proceeds from Sales of Securities |
|||||||
Clarkston Partners Fund | $ | 128,061,107 | $ | 187,651,381 | ||||
Clarkston Fund | 33,900,211 | 12,207,535 | ||||||
Clarkston Founders Fund | 115,958,873 | 80,071,328 |
5. BENEFICIAL SHARE TRANSACTIONS
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 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. Shares have no pre-emptive rights. Neither the Funds nor any of their creditors have the right to require shareholders to pay any additional amounts solely because the shareholder owns the shares.
32 | www.clarkstonfunds.com |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Transactions in common shares were as follows:
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
Clarkston Partners Fund | ||||||||
Founders Class | ||||||||
Shares sold | 1,915 | 28,504 | ||||||
Shares issued in reinvestment of distributions to shareholders | 9,358 | 43,782 | ||||||
Shares redeemed | (1,774,558 | ) | (3,707,220 | ) | ||||
Net decrease in shares outstanding | (1,763,285 | ) | (3,634,934 | ) | ||||
Institutional Class | ||||||||
Shares sold | 2,617,271 | 8,936,530 | ||||||
Shares issued in reinvestment of distributions to shareholders | 442,359 | 2,139,717 | ||||||
Shares redeemed | (4,836,379 | ) | (24,587,289 | ) | ||||
Net decrease in shares outstanding | (1,776,749 | ) | (13,511,041 | ) | ||||
Clarkston Fund | ||||||||
Institutional Class | ||||||||
Shares sold | 1,337,606 | 2,575,609 | ||||||
Shares issued in reinvestment of distributions to shareholders | 95,129 | 325,458 | ||||||
Shares redeemed | (312,997 | ) | (1,392,939 | ) | ||||
Net increase in shares outstanding | 1,119,738 | 1,508,128 | ||||||
Clarkston Founders Fund | ||||||||
Founders Class | ||||||||
Shares sold | 2,948,565 | 6,415,334 | ||||||
Shares issued in reinvestment of distributions to shareholders | 2,128 | 7,446 | ||||||
Shares redeemed | (2,145,618 | ) | (5,100,651 | ) | ||||
Net increase in shares outstanding | 805,075 | 1,322,129 | ||||||
Institutional Class | ||||||||
Shares sold | 885,074 | 2,775,699 | ||||||
Shares issued in reinvestment of distributions to shareholders | 58,323 | 202,233 | ||||||
Shares redeemed | (648,107 | ) | (2,143,260 | ) | ||||
Net increase in shares outstanding | 295,290 | 834,672 |
Semi-Annual Report | March 31, 2025 | 33 |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of more than 25% of the voting securities of a company. Approximately 74% of the outstanding shares of the Clarkston Partners Fund are held by two omnibus accounts that own shares on behalf of their underlying beneficial owners. Approximately 77% of the outstanding shares of the Clarkston Fund are owned by one omnibus account that owns shares on behalf of its underlying beneficial owners. Approximately 90% of the outstanding shares of the Clarkston Founders Fund are held by two omnibus accounts that own shares on behalf of their underlying beneficial owners. Share transaction activities of these shareholders could have a material impact on the Funds.
6. MANAGEMENT AND RELATED PARTY TRANSACTIONS
Investment Advisory: Clarkston Capital Partners, LLC (“Clarkston” or the “Adviser”), subject to the authority of the Board, is responsible for the management of the Funds’ portfolios. The Adviser manages the investments of the Funds in accordance with the Funds’ investment objectives, policies and limitations and investment guidelines established jointly by the Adviser and the Board.
Pursuant to the Investment Advisory Agreement (the “Advisory Agreement”) with the Adviser, each Fund pays the Adviser an annual management fee that is based on each Fund’s average daily net assets. The management fee is paid on a monthly basis. The contractual management fee rates are 0.80%, 0.50% and 0.75% for the Clarkston Partners Fund, the Clarkston Fund and the Clarkston Founders Fund, respectively. The Board may extend the Advisory Agreement for additional one-year terms. The Board and shareholders of a Fund may terminate the Advisory Agreement upon 30 days’ written notice. The Adviser may terminate the Advisory Agreement upon 60 days’ notice.
Pursuant to a fee waiver letter agreement (the “Fee Waiver Agreement”), the Adviser has contractually agreed to limit the amount of each Fund’s Total Annual Fund Operating Expenses, (excluding shareholder servicing fees, brokerage expenses, interest expenses, taxes, acquired fund fees and expenses and extraordinary expenses) to an annual rate of 0.85% of the Clarkston Partners Fund’s average daily net assets for each of the Founders Class shares and the Institutional Class shares, 0.55% of the Clarkston Fund’s average daily net assets for the Institutional Class shares and 0.80% of the Clarkston Founders Fund’s average daily net assets for each of the Founders Class shares and the Institutional Class shares. The Fee Waiver Agreement is in effect through January 31, 2026 and will automatically continue upon annual approval by the Board for successive twelve-month periods unless (i) it is terminated earlier by the Board, or (ii) the Adviser provides at least 30 days written notice of its non-continuance prior to the end of the then effective term. The Adviser may not terminate the Fee Waiver Agreement without the approval of the Trust’s Board. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the Fee Waiver Agreement (whether through a reduction of its management fee or otherwise) only to the extent that a Fund’s expenses in later periods do not exceed the lesser of: (1) the contractual expense limit in effect at the time the Adviser waives or limits the expenses; or (2) the contractual expense limit in effect at the time the Adviser seeks to recover the expenses; provided, however, that the Funds will not be obligated to pay any such deferred fees or expenses more than three years after the date on which the fee or expense was reduced, as calculated on a monthly basis.
For the six months ended March 31, 2025, the fee waivers and/or reimbursements were $79,670, $106,830, $64,984, $82,953, and $31,748 for the Clarkston Partners Fund Founders Class, Clarkston
34 | www.clarkstonfunds.com |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited) |
Partners Fund Institutional Class, Clarkston Fund Institutional Class, Clarkston Founders Fund Founders Class and Clarkston Founders Fund Institutional Class, respectively.
As of March 31, 2025, the balances of recoupable expenses for each Fund and class were as follows:
Expiring in 2025 |
Expiring in 2026 |
Expiring in 2027 |
Expiring in 2028 |
|||||||||||||
Clarkston Partners Fund | ||||||||||||||||
Founders | $ | 167,096 | $ | 145,168 | $ | 137,409 | $ | 79,670 | ||||||||
Institutional | 223,604 | 222,408 | 217,941 | 106,830 | ||||||||||||
Clarkston Fund | 118,133 | 102,951 | 137,800 | 64,984 | ||||||||||||
Clarkston Founders Fund | ||||||||||||||||
Founders | 164,493 | 97,656 | 186,726 | 82,953 | ||||||||||||
Institutional | 62,763 | 37,878 | 70,717 | 31,748 |
Administrator: ALPS Fund Services, Inc. (“ALPS”) (an affiliate of ALPS Distributors, Inc.) serves as administrator to each Fund. The Funds have agreed to pay expenses incurred in connection with their administrative activities. Pursuant to the Administration, Bookkeeping and Pricing Services Agreement with the Trust, ALPS provides operational services to the Funds including, but not limited to, fund accounting and fund administration and generally assists in each Fund’s operations. Each Fund’s administration fee is accrued on a daily basis and paid monthly. The officers of the Trust are employees of ALPS. Administration fees paid by the Funds for the six months ended March 31, 2025, 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 agent for each Fund under a Transfer Agency and Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Funds plus fees for open accounts and is reimbursed for certain out-of-pocket expenses.
Compliance Services: ALPS provides Chief Compliance Officer services to each Fund to monitor and test the policies and procedures of each Fund in conjunction with requirements under Rule 38a-1 of the 1940 Act pursuant to a Chief Compliance Officer Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Funds and is reimbursed for certain out-of-pocket expenses.
Distribution: ALPS Distributors, Inc. (the “Distributor”) (an affiliate of ALPS) acts as the principal underwriter of each Fund’s shares pursuant to a Distribution Agreement with the Trust. Shares of each Fund are offered on a continuous basis through the Distributor, as agent of the Funds. The Distributor is not obligated to sell any particular amount of shares and is not entitled to any compensation for its services as the Funds’ principal underwriter pursuant to the Distribution Agreement.
Each Fund has adopted a shareholder services plan (“Shareholder Services Plan”) for its Institutional Class. Under the Shareholder Services Plan each Fund is authorized to pay banks and their affiliates and other institutions, including broker-dealers and Fund affiliates (“Participating Organizations”), an aggregate fee in an amount not to exceed on an annual basis 0.15% of the average daily net asset value of each Fund’s Institutional Class shares to Participating Organizations as compensation for providing shareholder service activities, which do not include distribution services, pursuant to an agreement with a Participating Organization.
Semi-Annual Report | March 31, 2025 | 35 |
Clarkston Funds | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
7. TRUSTEES AND OFFICERS
As of March 31, 2025, there were four Trustees, each of whom are not “interested persons” (as defined in the 1940 Act) of the Trust (the “Independent Trustees”). The Independent Trustees of the Trust and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers will receive a quarterly retainer of $16,250, plus $5,000 for each regular Board or Committee meeting attended and $2,000 for each special telephonic or in-person Board or Committee meeting attended. Additionally, the Audit Committee Chair receives a quarterly retainer of $1,875 and the Independent Chair receives a quarterly retainer of $4,250. These fees are allocated proportionately among the multiple portfolios/series of the Trust. The Independent Trustees and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers are also reimbursed for all reasonable out-of-pocket expenses relating to attendance at meetings.
Officers of the Trust receive no salary or fees from the Trust. As discussed in Note 6, the Funds pay ALPS an annual fee for compliance services.
8. INDEMNIFICATIONS
Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities 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.
9. 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. Management has determined that there were no subsequent events to report through the issuance of these financial statements.
36 | www.clarkstonfunds.com |
Clarkston Funds | Changes in and Disagreements with Accountants |
March 31, 2025 (Unaudited)
There were no changes in or disagreements with accountants during the period covered by this report.
Semi-Annual Report | March 31, 2025 | 37 |
Clarkston Funds | Proxy Disclosures |
March 31, 2025 (Unaudited)
Not applicable to the period covered by this report.
38 | www.clarkstonfunds.com |
Clarkston Funds | Remuneration Paid to Directors, Officers, and Others |
March 31, 2025 (Unaudited) |
The following chart provides certain information about the Trustee fees paid by the Trust for the period ended March 31, 2025:
Trustee |
Clarkston Founders Fund |
Clarkston Fund |
Clarkston Partners Fund |
|||||||||
Ward Armstrong | $ | 10,193.40 | $ | 2,267.42 | $ | 15,433.41 | ||||||
J.W. Hutchens | $ | 9,277.70 | $ | 2,066.28 | $ | 14,039.20 | ||||||
Merrilyn Kosier | $ | 9,277.70 | $ | 2,066.28 | $ | 14,039.20 | ||||||
Patrick Seese | $ | 9,681.69 | $ | 2,155.02 | $ | 14,654.30 | ||||||
Total | $ | 38,430.48 | $ | 8,555.00 | $ | 58,166.11 |
Semi-Annual Report | March 31, 2025 | 39 |
Clarkston Funds |
Statement Regarding Basis for Approval of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
On November 21, 2024, the Board of Trustees (the “Board”) of ALPS Series Trust (the “Trust”) met in person to discuss, among other things, the renewal and approval of the Investment Advisory Agreement (“Clarkston Agreement”) between the Trust and Clarkston Capital Partners, LLC (“Clarkston”) in accordance with Section 15(c) of the 1940 Act. The Independent Trustees met with independent legal counsel during executive session and discussed the Investment Advisory Agreement and other related materials.
The Trustees discussed Clarkston’s Materials and presentation. During the review process, the Board noted certain instances where clarification or follow-up was appropriate and others where the Board determined that further clarification or follow-up was not necessary. In those instances where clarification or follow-up was requested, the Board determined that in each case either information responsive to its requests had been provided, or where any request was outstanding in whole or in part, given the totality of the information provided with respect to the agreements, the Board had received sufficient information to renew and approve the Clarkston Agreement.
In anticipation of and as part of the process to consider renewal of the Clarkston Agreement, legal counsel to the Trust requested certain information from Clarkston. In response to these requests, the Trustees received reports from Clarkston and an independent provider of investment company data (the “Provider Report”) that addressed specific factors to be considered by the Board. The Board also received from independent legal counsel memoranda regarding the Board’s responsibilities pertaining to the approval of advisory contracts. Further, the Board met with representatives of Clarkston and discussed the services of the firm provided pursuant to the Clarkston Agreement, as well as the information provided by Clarkston. In evaluating Clarkston and the fees charged under the Clarkston Agreement, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to renew the Clarkston Agreement. Further, the Trustees were advised by independent legal counsel throughout the process. The following summary does not identify all the matters considered by the Board but provides a summary of the principal matters the Board considered.
Nature, Extent and Quality of Services: The Board received and considered information regarding the nature, extent and quality of services provided to the Clarkston Funds. The Board acknowledged Clarkston’s investment advisory personnel, its history as an asset manager and its investment approach focused on financial, business and management quality.
The Board discussed Clarkston’s investment philosophy of investing in companies, not stocks, seeking long term shareholder value, and mitigating risk by investing in quality companies. The Board considered Clarkston’s investment process, which included the initial research process, periodic contact with the portfolio company’s management, and ongoing diligence by monitoring results and developments. They considered the third-party service providers used by Clarkston to support its business activities. The Board noted the resources at Clarkston devoted to research and analysis of current and potential investments. The Board acknowledged Clarkston’s affirmation that its compliance policies and procedures were reasonably designed to prevent violations of applicable securities laws. The Board reviewed and discussed the financial statements of Clarkston, noting no concerns regarding the firm’s continued viability. The Board also noted that Clarkston had agreed to limit the Clarkston Funds’ expenses pursuant to an expense limitation agreement. They discussed Clarkston’s policies related to mitigating the conflicts of interest when managing multiple accounts.
40 | www.clarkstonfunds.com |
Clarkston Funds | Statement
Regarding Basis for Approval of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
The Board acknowledged that Clarkson was providing resources to assess and maintain its technology and cybersecurity resiliency and its network and information systems, and devoted significant investments in technology to ensure any business disruption could be quickly mitigated through remote access. The Board also acknowledged recent changes to the various software platforms utilized by Clarkston and the change in their proxy voting service provider. The Board agreed that they were satisfied with the nature, extent and quality of services rendered by Clarkston under the Clarkston Agreement.
Investment Advisory Fee Rate and Expense Ratio: The Board discussed the comparison of each Clarkston Fund’s contractual annual advisory fee and overall expenses with those of funds in the peer group and universe of funds, as provided in the Provider Report. The Board observed that each Provider Report peer group consisted of the applicable Clarkston Fund and several other funds identified by the Provider Report as using similar strategies with comparable fee structures.
Clarkston Partners Fund (“CP Fund”). The Board noted that the Fund’s contractual advisory fee of 0.80% was marginally higher than the Provider Report peer group median (the “Median”) of 0.75%. The Board also noted that the CP Fund’s total net expenses (after fee waiver and expense reimbursement) for the Institutional Class was equal to the Median while the total net expenses for the Founders class was in line with and slightly more favorable to investors as compared to the Median. After further discussion, the Board concluded that the advisory fee and total net expenses were not unreasonable.
Clarkston Founders Fund (“CF Fund”). The Board noted that CF Fund’s contractual advisory fee of 0.75% was slightly higher than its Median. The Board also noted that the CF Fund’s total net expenses (after fee waiver and expense reimbursement) for the Institutional Class were higher than the Median, but within the ranges of its peers, while the total net expenses for the Founders class were equal to the Median. After further discussion, the Board concluded that the advisory fee and total net expenses were not unreasonable.
Clarkston Fund (“CS Fund”). The Board noted that the Fund’s contractual advisory fee of 0.50% was below the Median. The Board also noted that the CS Fund’s total net expense (after fee waiver and expense reimbursement) was below the Median. After further discussion, the Board concluded that the advisory fee and total net expenses were not unreasonable.
Comparable Accounts: The Board acknowledged that Clarkston managed other institutional and strategic accounts, and model delivery service clients, using investment strategies similar to the strategies of the Clarkston Funds, noting that while certain clients of Clarkston were charged lower fees for similar strategies, the fees charged to the Funds were generally aligned with the firm’s standard fee rates charged by Clarkston for institutional clients, and the variations in fees were based on reasonable factors. They considered Clarkston’s assertion that the services provided to the Funds were often more labor intensive and broader in scope than the work required for the other accounts, and some clients could pay a performance fee. After consideration, the Board agreed that the management fees for each Fund relative to comparable accounts with similar strategies were not unreasonable in light of the services provided.
Semi-Annual Report | March 31, 2025 | 41 |
Clarkston Funds | Statement
Regarding Basis for Approval of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
Performance: The Board reviewed and considered each Clarkston Fund’s performance as of August 31, 2024, compared to a relevant benchmark index, and a peer group selected by an independent provider of investment company data.
CP Fund: The Board observed that the CP Fund had achieved a 2-star rating in the Morningstar mid-cap value category. The Board noted that the Fund had delivered consistent positive returns over the one, three, five-year and since inception periods. The Board further noted that, while the Fund had delivered positive returns for those periods, each class of the Clarkston Partners Fund had outperformed its benchmark, the Russell 2500 TR USD Index, for the three-year period, but underperformed its benchmark over each other period, and had underperformed the Median over each period.
CF Fund: The Board observed that the CF Fund had achieved a 3-star rating in the Morningstar mid-cap value category. The Board noted that the CF Fund also had delivered consistent positive returns over the one, three, five-year and since inception periods (as applicable). The Board further noted that each class of the Clarkston Founders Fund had underperformed its benchmark, the Russell Mid Cap TR USD Index, and the Median, for each applicable period.
CS Fund: The Board observed that the Fund had achieved a 2-star rating in the Morningstar large-cap value category. The Board noted that the Fund had delivered consistent positive returns over the one, three, five-year and since inception periods. The Board further noted that the CS Fund had underperformed its benchmark, the Russell 1000 TR USD Index, and the Median for each period.
After reviewing the investment performance of the Clarkston Funds, including the factors contributing to and detracting from performance, Clarkston’s historical investment performance, the Board concluded that the investment performance of each Clarkston Fund was satisfactory.
Profitability: The Board received and considered a profitability analysis prepared by Clarkston based on the fees paid under the Clarkston Agreement. They considered the business, regulatory and other risks assumed by Clarkston in managing the Clarkston Funds. The Board noted that, based on the information provided by Clarkston, with the exception of the Clarkston Fund, its relationship with each Fund before distribution costs was profitable, but that the amount of profit was not unreasonable in absolute terms or as a percentage of income. The Trustees noted that while the Adviser’s relationship with the Clarkston Fund before accounting for distribution costs was profitable in 2023, the profitability analysis projected that the Adviser’s relationship with the Clarkston Fund before distribution costs would not be profitable in 2024. The Board concluded that profits were not excessive.
Economies of Scale: The Trustees considered Clarkston’s statements that it had made a significant financial commitment to the ongoing viability of the Clarkston Funds, and that material investments had been made by Clarkston in personnel, software, and other areas to build the infrastructure required for advising registered investment companies. In addition, Clarkston had contractually agreed to limit Fund expenses until at least January 31, 2025, which effectively provided lower total fees to shareholders. The Trustees recognized that the resulting waivers and reimbursements reduce the net advisory fees that Clarkston realized for providing advisory services to the Funds and represented a component of the significant financial commitment Clarkston had made to support the Funds. The Trustees discussed other efforts of the Adviser to reduce overall Fund expenses to the benefit of shareholders. The Board determined to continue to monitor and revisit the issue over time.
42 | www.clarkstonfunds.com |
Clarkston Funds | Statement
Regarding Basis for Approval of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
Other Benefits to the Adviser: The Board reviewed and considered any other incidental benefits derived or to be derived by Clarkston from its relationship with each Clarkston Fund, including research and other support services. They acknowledged the benefit to Clarkston of soft dollar arrangements noting that the limited trading completed by the Funds limited the impact of such arrangements.
Having requested and reviewed such information from Clarkston as the Board believed to be reasonably necessary to evaluate the terms of the Clarkston Agreement, and as assisted by the advice of independent counsel, the Board determined that continuance of the Clarkston Agreement was in the best interests of each Clarkston Fund and its respective shareholders.
Semi-Annual Report | March 31, 2025 | 43 |
Semi-Annual Financial Statements and Additional Information
As of March 31, 2025
Hillman Value Fund
No Load Shares
TABLE OF CONTENTS
Schedule of Investments | 1 |
Statement of Assets and Liabilities | 4 |
Statement of Operations | 5 |
Statements of Changes in Net Assets | 6 |
Financial Highlights | 8 |
Notes to Financial Statements and Financial Highlights | 11 |
Changes in and Disagreements with Accountants | 21 |
Proxy Disclosures | 22 |
Remuneration Paid to Directors, Officers, and Others | 23 |
Statement Regarding Basis for Approval of Investment Advisory Agreement | 24 |
Hillman Value Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares | Value (Note 2) |
|||||||
COMMON STOCK (96.31%) | ||||||||
Communication Services (15.55%) | ||||||||
Alphabet, Inc., Class A | 22,300 | $ | 3,448,472 | |||||
AT&T, Inc. | 134,100 | 3,792,348 | ||||||
Comcast Corp., Class A | 99,900 | 3,686,310 | ||||||
Verizon Communications, Inc. | 83,400 | 3,783,024 | ||||||
Walt Disney Co. | 37,300 | 3,681,510 | ||||||
Warner Bros Discovery, Inc.(a) | 342,400 | 3,673,952 | ||||||
Total Communication Services | 22,065,616 | |||||||
Consumer Discretionary (5.18%) | ||||||||
CarMax, Inc.(a) | 48,400 | 3,771,328 | ||||||
NIKE, Inc., Class B | 56,400 | 3,580,272 | ||||||
Total Consumer Discretionary | 7,351,600 | |||||||
Consumer Staples (23.29%) | ||||||||
Anheuser-Busch InBev NV, Sponsored ADR(b) | 57,800 | 3,558,168 | ||||||
Brown-Forman Corp., Class B(b) | 104,100 | 3,533,154 | ||||||
Conagra Brands, Inc. | 139,100 | 3,709,797 | ||||||
Constellation Brands, Inc., Class A | 20,200 | 3,707,104 | ||||||
Diageo PLC, ADR | 34,500 | 3,615,255 | ||||||
Estee Lauder Cos., Inc., Class A(b) | 54,900 | 3,623,400 | ||||||
Hershey Co. | 21,800 | 3,728,454 | ||||||
Kraft Heinz Co.(b) | 122,200 | 3,718,546 | ||||||
The Campbell's Company | 96,000 | 3,832,320 | ||||||
Total Consumer Staples | 33,026,198 | |||||||
Financials (7.52%) | ||||||||
T Rowe Price Group, Inc. | 37,800 | 3,472,686 | ||||||
US Bancorp | 85,500 | 3,609,810 | ||||||
Western Union Co. | 339,600 | 3,592,968 | ||||||
Total Financials | 10,675,464 | |||||||
Health Care (20.35%) | ||||||||
Baxter International, Inc. | 108,200 | 3,703,686 | ||||||
Becton Dickinson & Co. | 15,700 | 3,596,242 | ||||||
Biogen, Inc.(a) | 25,800 | 3,530,472 |
See Notes to Financial Statements and Financial Highlights. | |
Semi-Annual Report | March 31, 2025 | 1 |
Hillman Value Fund | Schedule of Investments |
March 31, 2025 (Unaudited) |
Shares | Value (Note 2) |
|||||||
Health Care (continued) | ||||||||
Bristol-Myers Squibb Co. | 59,700 | $ | 3,641,103 | |||||
CVS Health Corp. | 53,100 | 3,597,525 | ||||||
GSK PLC, Sponsored ADR | 92,500 | 3,583,450 | ||||||
Pfizer, Inc. | 139,200 | 3,527,328 | ||||||
Zimmer Biomet Holdings, Inc. | 32,600 | 3,689,668 | ||||||
Total Health Care | 28,869,474 | |||||||
Industrials (2.50%) | ||||||||
Boeing Co.(a) | 20,800 | 3,547,440 | ||||||
Information Technology (14.45%) | ||||||||
Adobe, Inc.(a) | 9,200 | 3,528,476 | ||||||
Advanced Micro Devices, Inc.(a) | 29,200 | 3,000,008 | ||||||
ASML Holding NV | 5,200 | 3,445,676 | ||||||
Microchip Technology, Inc. | 70,700 | 3,422,587 | ||||||
Microsoft Corp. | 9,400 | 3,528,666 | ||||||
Salesforce, Inc. | 13,300 | 3,569,188 | ||||||
Total Information Technology | 20,494,601 | |||||||
Materials (7.47%) | ||||||||
DuPont de Nemours, Inc. | 48,700 | 3,636,916 | ||||||
International Flavors & Fragrances, Inc. | 46,000 | 3,570,060 | ||||||
Nucor Corp. | 28,200 | 3,393,588 | ||||||
Total Materials | 10,600,564 | |||||||
TOTAL COMMON STOCK | ||||||||
(Cost $144,515,677) | 136,630,957 | |||||||
TOTAL INVESTMENTS (96.31%) | ||||||||
(Cost $144,515,677) | $ | 136,630,957 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES (3.69%) | 5,239,381 | |||||||
NET ASSETS (100.00%) | $ | 141,870,338 |
See Notes to Financial Statements and Financial Highlights. | |
2 | www.hcmfunds.com |
Hillman Value Fund | Schedule of Investments |
March 31, 2025 (Unaudited)
(a) | Non-income producing security. |
(b) | All or a portion is held as collateral at custodian for written options. The aggregate value of the collateral pledged was $14,433,268. |
WRITTEN OPTION CONTRACTS (0.26%)
Counterparty | Expiration Date |
Strike Price |
Contracts | Premiums Received | Notional Value | Value (Note 2) |
||||||||||||||||
Option Contracts - (0.26%) | ||||||||||||||||||||||
Taiwan Semiconductor Manufacturing Co., Ltd. StoneX | 04/17/25 | $ | 180.00 | (230 | ) | $ | 163,065 | $ | (3,818,000 | ) | $ | (367,770 | ) | |||||||||
TOTAL WRITTEN OPTION CONTRACTS | $ | 163,065 | $ | (3,818,000 | ) | $ | (367,770 | ) |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 3 |
Hillman Value Fund | Statement of Assets and Liabilities |
March 31, 2025 (Unaudited) |
ASSETS: | ||||
Investments, at value (Cost $144,515,677) | $ | 136,630,957 | ||
Cash and cash equivalents | 6,097,810 | |||
Deposit with broker for written options | 161,599 | |||
Receivable for shares sold | 5,674 | |||
Dividends and interest receivable | 253,531 | |||
Other assets | 21,676 | |||
Total Assets | 143,171,247 | |||
LIABILITIES: | ||||
Written options, at value (premiums received $163,065) | 367,770 | |||
Payable to custodian | 13,204 | |||
Payable for administration and transfer agent fees | 96,126 | |||
Payable for shares redeemed | 718,594 | |||
Payable to adviser | 62,918 | |||
Payable for printing fees | 11,415 | |||
Payable for professional fees | 26,262 | |||
Payable to Chief Compliance Officer fees | 1,620 | |||
Accrued expenses and other liabilities | 3,000 | |||
Total Liabilities | 1,300,909 | |||
NET ASSETS | $ | 141,870,338 | ||
NET ASSETS CONSIST OF: | ||||
Paid-in capital (Note 6) | $ | 144,588,447 | ||
Total distributable earnings | (2,718,109 | ) | ||
NET ASSETS | $ | 141,870,338 | ||
PRICING OF SHARES | ||||
Net Asset Value, offering and redemption price per share | $ | 27.99 | ||
Net Assets | $ | 141,870,338 | ||
Shares of beneficial interest outstanding | 5,068,496 |
See Notes to Financial Statements and Financial Highlights. | |
4 | www.hcmfunds.com |
Hillman Value Fund | Statement of Operations |
For the Six Months Ended March 31, 2025 (Unaudited)
INVESTMENT INCOME: | ||||
Dividends | $ | 2,395,224 | ||
Foreign taxes withheld | (3,642 | ) | ||
Total Investment Income | 2,391,582 | |||
EXPENSES: | ||||
Investment advisory fees (Note 7) | 701,272 | |||
Administration fees | 79,143 | |||
Custody fees | 12,645 | |||
Legal fees | 19,918 | |||
Audit and tax fees | 9,402 | |||
Transfer agent fees | 166,017 | |||
Trustees fees and expenses | 12,774 | |||
Registration and filing fees | 10,420 | |||
Printing fees | 8,498 | |||
Chief Compliance Officer fees | 10,417 | |||
Insurance fees | 1,389 | |||
Other expenses | 4,577 | |||
Total Expenses | 1,036,472 | |||
Less fees waived by investment adviser (Note 7) | (87,000 | ) | ||
Net Expenses | 949,472 | |||
NET INVESTMENT INCOME | 1,442,110 | |||
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND WRITTEN OPTIONS: | ||||
Net realized gain/(loss) on: | (8,402,942 | ) | ||
Investments | 7,775,401 | |||
Written options | 627,541 | |||
Net realized gain | 8,402,942 | |||
Change in unrealized appreciation/(depreciation) on: | (15,678,532 | ) | ||
Investments | (15,678,532 | ) | ||
Written options | (201,311 | ) | ||
Net change | (15,879,843 | ) | ||
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND WRITTEN OPTIONS | (7,476,901 | ) | ||
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | (6,034,791 | ) |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 5 |
Hillman Value Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment income | $ | 1,442,110 | $ | 3,536,954 | ||||
Net realized gain on investments and written options | 8,402,942 | 23,080,111 | ||||||
Net change in unrealized appreciation/(depreciation) on investments and written options | (15,879,843 | ) | 20,459,458 | |||||
Net increase/(decrease) in net assets resulting from operations | (6,034,791 | ) | 47,076,523 | |||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
From distributable earnings | (29,260,458 | ) | (7,019,817 | ) | ||||
Total distributions | (29,260,458 | ) | (7,019,817 | ) | ||||
BENEFICIAL SHARE TRANSACTIONS (Note 6): | ||||||||
Shares sold | 10,057,475 | 38,184,444 | ||||||
Dividends reinvested | 27,655,739 | 6,522,532 | ||||||
Shares redeemed | (89,689,272 | ) | (66,482,584 | ) | ||||
Net decrease from beneficial share transactions | (51,976,059 | ) | (21,775,608 | ) | ||||
Net increase/(decrease) in net assets | (87,271,308 | ) | 18,281,098 | |||||
NET ASSETS: | ||||||||
Beginning of period | 229,141,646 | 210,860,548 | ||||||
End of period | $ | 141,870,338 | $ | 229,141,646 |
See Notes to Financial Statements and Financial Highlights. | |
6 | www.hcmfunds.com |
Page Intentionally Left Blank
Hillman Value Fund | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) 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(d) |
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(f) |
See Notes to Financial Statements and Financial Highlights. | |
8 | www.hcmfunds.com |
Hillman Value Fund | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For
the Year Ended September 30, 2021 (a) |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 33.43 | $ | 27.94 | $ | 25.87 | $ | 33.82 | $ | 25.68 | $ | 27.74 | |||||||||||
0.22 | 0.48 | 0.42 | 0.55 | 0.62 | 0.29 | |||||||||||||||||
(1.23 | ) | 5.97 | 4.82 | (5.98 | ) | 9.97 | (1.32 | ) | ||||||||||||||
(1.01 | ) | 6.45 | 5.24 | (5.43 | ) | 10.59 | (1.03 | ) | ||||||||||||||
(0.54 | ) | (0.15 | ) | (0.26 | ) | (0.41 | ) | (0.27 | ) | (0.12 | ) | |||||||||||
(3.89 | ) | (0.81 | ) | (2.91 | ) | (2.11 | ) | (2.18 | ) | (0.91 | ) | |||||||||||
(4.43 | ) | (0.96 | ) | (3.17 | ) | (2.52 | ) | (2.45 | ) | (1.03 | ) | |||||||||||
(5.44 | ) | 5.49 | 2.07 | (7.95 | ) | 8.14 | (2.06 | ) | ||||||||||||||
$ | 27.99 | $ | 33.43 | $ | 27.94 | $ | 25.87 | $ | 33.82 | $ | 25.68 | (c) | ||||||||||
(2.98 | %) | 23.34 | % | 21.30 | % | (17.55 | %) | 43.04 | % | (4.10 | %) | |||||||||||
$ | 141,870 | $ | 229,142 | $ | 210,861 | $ | 179,779 | $ | 216,130 | $ | 104,395 | |||||||||||
1.04 | %(e) | 1.03 | % | 1.14 | % | 1.12 | % | 1.15 | % | 1.31 | % | |||||||||||
0.95 | %(e) | 0.95 | % | 0.95 | % | 0.95 | % | 0.95 | % | 0.99 | % | |||||||||||
1.44 | %(e) | 1.55 | % | 1.49 | % | 1.75 | % | 1.94 | % | 1.54 | % | |||||||||||
25 | % | 35 | % | 23 | % | 31 | % | 27 | % | 30 | % |
(a) | Effective March 15, 2021, the Hillman Value Fund merged into the ALPS Series Trust. The Fund was previously advised by Hillman Capital Management, and was recognized as the Hillman Value Fund, a series of Hillman Capital Management Investment Trust. |
(b) | Calculated using the average shares method. |
(c) | Includes adjustments in accordance with the accounting principles generally accepted in the United States of America, and, consequently, the net asset values for financial reporting purposes and the total returns based upon those net asset values may differ from the net asset values and totals returns for shareholder transactions. |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 9 |
Hillman Value Fund | Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
(d) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
(e) | Annualized. |
(f) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights. | |
10 | www.hcmfunds.com |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
1. ORGANIZATION
ALPS Series 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 annual report describes the Hillman Value Fund (the “Fund”). The Fund is diversified, and its primary investment objective is to provide long-term total return from a combination of income and capital gains. The Fund currently offers one share class. The Board of Trustees (the “Board” or “Trustees”) may establish additional funds and classes of shares at any time in the future without shareholder approval.
2. SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for investment companies (“U.S. GAAP”). The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services - 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 increases and decreases in net assets from operations during the period. Actual results could differ from those estimates. 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, real estate investment trusts, limited partnerships 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 and real estate investment trusts 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.
Options are valued at the National Best Bid and Offer (“NBBO”) last trade as of the valuation time. Options will be valued on the basis of prices provided by pricing services when such prices are reasonably believed to reflect the market value of such options and may include the use of composite or NBBO pricing information provided by the pricing services.
Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value (“NAV”). Money market funds, representing short-term investments, are valued at their NAV.
When such prices or quotations are not available, or when the valuation designee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.
Semi-Annual Report | March 31, 2025 | 11 |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Fair Value Measurements: 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); and |
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. |
12 | www.hcmfunds.com |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
The following is a summary of the inputs used to value the Fund’s investments as of March 31, 2025:
HILLMAN VALUE FUND
Investments in Securities at Value | Level 1 - Unadjusted Quoted Prices |
Level 2 - Other Significant Observable Inputs |
Level 3 - Significant Unobservable Inputs |
Total | ||||||||||||
Common Stock | ||||||||||||||||
Communication Services | $ | 22,065,616 | $ | – | $ | – | $ | 22,065,616 | ||||||||
Consumer Discretionary | 7,351,600 | – | – | 7,351,600 | ||||||||||||
Consumer Staples | 33,026,198 | – | – | 33,026,198 | ||||||||||||
Financials | 10,675,464 | – | – | 10,675,464 | ||||||||||||
Health Care | 28,869,474 | – | – | 28,869,474 | ||||||||||||
Industrials | 3,547,440 | – | – | 3,547,440 | ||||||||||||
Information Technology | 20,494,601 | – | – | 20,494,601 | ||||||||||||
Materials | 10,600,564 | – | – | 10,600,564 | ||||||||||||
Total | $ | 136,630,957 | $ | – | $ | – | $ | 136,630,957 |
Valuation Inputs | ||||||||||||||||
Other Financial Instruments | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Liabilities | ||||||||||||||||
Written Option Contracts | $ | (367,770 | ) | $ | – | $ | – | $ | (367,770 | ) | ||||||
Total | $ | (367,770 | ) | $ | – | $ | – | $ | (367,770 | ) |
The Fund did not hold any level 3 securities during the six months ended March 31, 2025.
Cash & Cash Equivalents: The Fund considers its investment in a Federal Deposit Insurance Corporation ("FDIC") insured interest bearing account to be cash and cash equivalents. Cash and cash equivalents are valued at cost plus any accrued interest. The Fund maintains cash balances, which, at times may exceed federally insured limits. The Fund maintains these balances with a high-quality financial institution.
Concentration of Credit Risk: The Fund places its cash with a banking institution, which is insured by FDIC. The FDIC limit is $250,000. At various times throughout the year, the amount on deposit may exceed the FDIC limit and subject the Fund to a credit risk. The Fund does not believe that such deposits are subject to any unusual risk associated with investment activities.
Trust Expenses: Some expenses of the Trust can be directly attributed to a fund. Expenses that cannot be directly attributed to a fund are apportioned among all funds in the Trust based on average net assets of each fund, including Trustees’ fees and expenses.
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 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 Fund is not subject to income taxes to the extent such distributions are made.
Semi-Annual Report | March 31, 2025 | 13 |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
As of and during the six months ended March 31, 2025, the Fund did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Fund recognizes interest and penalties, if any, related to tax liabilities as income tax expense in the Statement of Operations. The Fund files U.S. federal, state and local income 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. The Fund’s administrator has analyzed the Fund’s tax positions taken on federal and state income tax returns for all open tax years and has concluded that as of March 31, 2025, no provision for income tax is required in the Fund’s financial statements related to these tax positions.
Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date basis for financial reporting purposes). Realized gains and losses from investment transactions are reported on a first in first out basis. Interest income, which includes accretion of discounts and amortization of premiums, is accrued and recorded as earned using the effective yield method. Dividend income is recognized on the ex-dividend date, or for certain foreign securities, as soon as information is available to the Fund. Withholding taxes on foreign dividends are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statement of Operations.
Distributions to Shareholders: The Fund normally pays dividends, if any, and distributes capital gains, if any, on an annual basis. Income dividend distributions are derived from interest, dividends and other income the Fund receives from their 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 one year. The Fund may make additional distributions and dividends at other times if its portfolio manager or managers believe doing so may be necessary for the Fund to avoid or reduce taxes. Net investment income/(loss) and net realized gain/(loss) may differ for financial statement and tax purposes.
3. DERIVATIVE INSTRUMENTS
The Fund may invest in derivative financial instruments (derivatives) in order to manage risk or gain exposure to various other investments or markets. Derivatives may contain various risks including the potential inability of the counterparty to fulfill their obligations under the terms of the contract, the potential for an illiquid secondary market, and the potential for market movements which may expose the Fund to gains or losses in excess of the amounts shown on the Statement of Assets and Liabilities.
Risk of Investing in Derivatives: The Fund's use of derivatives can result in losses due to unanticipated changes in the market risk factors and the overall market. In instances where the Fund is using derivatives to decrease, or hedge, exposures to market risk factors for securities held by the Fund, there are also risks that those derivatives may not perform as expected resulting in losses for the combined or hedged positions.
14 | www.hcmfunds.com |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Derivatives may have little or no initial cash investment relative to their market value exposure and therefore can produce significant gains or losses in excess of their cost. This use of embedded leverage allows the Fund to increase its market value exposure relative to its net assets and can substantially increase the volatility of the Fund's performance.
Additional associated risks from investing in derivatives also exist and potentially could have significant effects on the valuation of the derivative and the Fund. Typically, the associated risks are not the risks that the Fund are attempting to increase or decrease exposure to, per its investment objectives, but are the additional risks from investing in derivatives.
Examples of these associated risks are liquidity risk, which is the risk that the Fund will not be able to sell or close out the derivative in a timely manner, and counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. In addition, use of derivatives may increase or decrease exposure to the following risk factors:
Equity Risk: Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market. Associated risks can be different for each type of derivative.
Option Contracts: The Fund may enter into options transactions for hedging purposes and for non-hedging purposes such as seeking to enhance return. The Fund may write covered put and call options on any stocks or stock indices, currencies traded on domestic and foreign securities exchanges, or futures contracts on stock indices, interest rates and currencies traded on domestic and, to the extent permitted by the U.S. Commodity Futures Trading Commission, foreign exchanges. A call option on an asset written by a Fund obligates the Fund to sell the specified asset to the holder (purchaser) at a stated price (the exercise price) if the option is exercised before a specified date (the expiration date). A put option on an asset written by a Fund obligates the Fund to buy the specified asset from the purchaser at the exercise price if the option is exercised before the expiration date. Premiums received when writing options are recorded as liabilities and are subsequently adjusted to the current value of the options written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options, which are either exercised or closed, are offset against the proceeds received or amount paid on the transaction to determine realized gains or losses.
Purchased Options: When the Fund purchases an option, an amount equal to the premium paid by the Fund is recorded as an investment and is subsequently adjusted to the current value of the option purchased. If an option expires on the stipulated expiration date or if the Fund enters into a closing sale transaction, a gain or loss is realized. If a call option is exercised, the cost of the security acquired is increased by the premium paid for the call. If a put option is exercised, a gain or loss is realized from the sale of the underlying security, and the proceeds from such sale are decreased by the premium originally paid. Purchased options are non-income producing securities.
Semi-Annual Report | March 31, 2025 | 15 |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Written Options: When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability and is subsequently adjusted to the current value of the option written. Premiums received from writing options that expire unexercised are treated by the Fund on the expiration date as realized gain from written options. The difference between the premium and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchase transaction, as a realized loss. If a call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether the Fund has realized a gain or loss. If a put option is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as a writer of an option, bears the market risk of an unfavorable change in the price of the security underlying the written option.
The average notional amount of the written options held for the six months ended March 31, 2025, was $3,787,565. These are written equity options which have an element of equity security risk.
Derivative Instruments: The following tables disclose the amounts related to the Fund's use of derivative instruments.
The effect of derivative instruments on the Statement of Assets and Liabilities for the six months ended March 31, 2025:
Risk Exposure | Statement of Assets and Liabilities Location |
Fair Value of Asset Derivatives |
Statement of Assets and Liabilities Location |
Fair Value of Liability Derivatives |
||||||||
Hillman Value Fund | ||||||||||||
Equity Contracts (Written Options) | Investments, at value | $ | – | Options written, at value | $ | 367,770 | ||||||
$ | – | $ | 367,770 |
16 | www.hcmfunds.com |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
The effect of derivative instruments on the Statement of Operations for the six months ended March 31, 2025:
Risk Exposure | Statement of Operations Location | Realized Gain/(Loss) on Derivatives Recognized in Income |
Change in Unrealized Gain/(Loss) on Derivatives Recognized in Income |
|||||||
Equity Contracts (Written Options) | Net realized gain/(loss) on written option contracts/Net change in unrealized depreciation on written option contracts | $ | 627,541 | $ | (201,311 | ) | ||||
Total | $ | 627,541 | $ | (201,311 | ) |
4. TAX BASIS INFORMATION
Tax Basis of Distributions to Shareholders: The character of distributions made during the period 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 the Fund. The amounts and characteristics of tax basis distributions are estimated at the time of distribution and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end.
The tax character of distributions paid by the Fund for the fiscal year ended September 30, 2024, was as follows:
Ordinary Income | Long-Term Capital Gains |
|||||||
Hillman Value Fund | $ | 4,818,177 | $ | 2,201,640 |
Unrealized Appreciation and Depreciation on Investments: As of March 31, 2025, the aggregate costs of investments, gross unrealized appreciation/(depreciation) and net unrealized depreciation for Federal tax purposes were as follows:
Hillman Value Fund | ||||
Gross unrealized appreciation (excess of value over tax cost) | $ | 8,693,753 | ||
Gross unrealized depreciation (excess of tax cost over value) | (17,645,931 | ) | ||
Net unrealized depreciation | $ | (8,952,178 | ) | |
Cost of investments for income tax purposes | $ | 145,378,430 |
Semi-Annual Report | March 31, 2025 | 17 |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
These temporary differences are primarily attributed to wash sales.
5. SECURITIES TRANSACTIONS
Purchases and sales of securities, excluding short-term securities, during the six months ended
March 31, 2025, were as follows:
Purchases of Securities | Proceeds from Sales of Securities |
|||||||
Hillman Value Fund | $ | 46,793,387 | $ | 122,613,272 |
6. BENEFICIAL SHARE TRANSACTIONS
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 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. Shares have no pre-emptive rights. Neither the Fund nor any of its creditors has the right to require shareholders to pay any additional amounts solely because the shareholder owns the shares.
Transactions in common shares were as follows:
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
Hillman Value Fund | ||||||||
Shares sold | 328,041 | 1,235,253 | ||||||
Shares issued in reinvestment of distributions to shareholders | 991,601 | 210,880 | ||||||
Shares redeemed | (3,106,490 | ) | (2,138,944 | ) | ||||
Net decrease in shares outstanding | (1,786,848 | ) | (692,811 | ) |
Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of more than 25% of the voting securities of a company. As of March 31, 2025, approximately 84% of the outstanding shares of the Fund were owned by two omnibus accounts.
18 | www.hcmfunds.com |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
7. MANAGEMENT AND RELATED PARTY TRANSACTIONS
Investment Advisory: Hillman Capital Management, Inc. (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 Board.
Pursuant to the Investment Advisory Agreement (the “Advisory Agreement”) with the Adviser, the Fund pays the Adviser an annual management fee based on the Fund’s average daily net assets. Effective February 1, 2024, the Fund's management fee was reduced to 0.70%. Prior to February 1, 2024, the management fee was 0.85%. The management fees are paid on a monthly basis. The Board may extend the Advisory Agreements for successive one year terms. The Board and shareholders of the Fund may terminate the Advisory Agreement upon 60 days’ written notice. The Adviser may terminate the Advisory Agreement upon 120 days’ written notice.
Pursuant to a fee waiver letter agreement (the “Fee Waiver Agreement”), the Adviser has contractually agreed to limit the Total Annual Fund Operating Expenses of the Fund (exclusive of (i) any front-end or contingent deferred loads; (ii) brokerage fees and commissions, (iii) acquired fund fees and expenses; (iv) fees and expenses associated with investments in other collective investment vehicles or derivative instruments (including for example option and swap fees and expenses); (v) borrowing costs (such as interest and dividend expense on securities sold short); (vi) taxes; and (vii) extraordinary expenses, such as litigation expenses (which may include indemnification of Fund officers and Trustees and contractual indemnification of Fund service providers (other than the Adviser))), to 0.95% of the Fund’s average daily net assets for the Fund’s No Load Class. The Fee Waiver Agreement is in effect through January 31, 2026, and will automatically continue upon annual approval by the Board for successive twelve-month periods unless (i) it is terminated earlier by the Board, or (ii) the Adviser provides at least 30 days written notice of its non-continuance prior to the end of the then effective term. Except due to the Adviser’s notice of non-renewal, this Agreement may only be amended or terminated with the approval of the Board of Trustees. Fees waived or reimbursed for the six months ended March 31, 2025, are disclosed in the Statement of Operations. Previously waived fees are not subject to recoupment by the Adviser.
Administrator: ALPS Fund Services, Inc. (“ALPS”) (an affiliate of ALPS Distributors, Inc.) serves as administrator to the Fund. The Fund has agreed to pay expenses incurred in connection with its administrative activities. Pursuant to the Services Agreement with the Trust, ALPS will provide operational services to the Fund including, but not limited to, fund accounting and fund administration, and will generally assist in the Fund’s operations. The Fund’s administration fee is accrued on a daily basis and paid monthly. The officers of the Trust are employees of ALPS. Administration fees paid by the Fund for the six months ended March 31, 2025, are disclosed in the Statement of Operations. ALPS is reimbursed by the Fund for certain out of pocket expenses.
Transfer Agent: ALPS serves as transfer agent for the Fund under a Transfer Agency and Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund plus fees for open accounts and is reimbursed for certain out-of-pocket expenses.
Semi-Annual Report | March 31, 2025 | 19 |
Hillman Value Fund | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Compliance Services: ALPS provides Chief Compliance Officer services to the Fund to monitor and test the policies and procedures of the Fund in conjunction with requirements under Rule 38a-1 of the 1940 Act pursuant to a Chief Compliance Officer Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Fund and is reimbursed for certain out-of-pocket expenses.
Distribution: ALPS Distributors, Inc. (the “Distributor”) (an affiliate of ALPS) acts as the principal underwriter of the Fund’s shares pursuant to a Distribution Agreement with the Trust. Shares of the Fund are offered on a continuous basis through the Distributor, as agent of the Fund. The Distributor is not obligated to sell any particular amount of shares of the Fund and is not entitled to any compensation for its services as the Fund’s principal underwriter pursuant to the Distribution Agreement.
8. TRUSTEES AND OFFICERS
As of March 31, 2025, there were four Trustees, each of whom are not “interested persons” (as defined in the 1940 Act) of the Trust (the “Independent Trustees”). The Independent Trustees of the Trust and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers will receive a quarterly retainer of $16,250, plus $5,000 for each regular Board or Committee meeting attended and $2,000 for each special telephonic or in-person Board or Committee meeting attended. Additionally, the Audit Committee Chair receives a quarterly retainer of $1,875 and the Independent Chair receives a quarterly retainer of $4,250. These fees are allocated proportionately among the multiple portfolios/series of the Trust. The Independent Trustees and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers are also reimbursed for all reasonable out-of-pocket expenses relating to attendance at meetings.
Officers of the Trust receive no salary or fees from the Trust. As discussed in Note 7 the Fund pays ALPS an annual fee for compliance services.
9. INDEMNIFICATIONS
Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities 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 such exposure would involve future claims that may be made against the Trust that have not yet occurred.
10. SUBSEQUENT EVENTS
Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that there were no subsequent events to report through the issuance of these financial statements.
20 | www.hcmfunds.com |
Hillman Value Fund | Changes in and Disagreements with Accountants |
March 31, 2025 (Unaudited)
There were no changes in or disagreements with accountants during the period covered by this report.
Semi-Annual Report | March 31, 2025 | 21 |
Hillman Value Fund | Proxy Disclosures |
March 31, 2025 (Unaudited)
Not applicable to the period covered by this report.
22 | www.hcmfunds.com |
Hillman Value Fund | Remuneration Paid to Directors, Officers, and Others |
March 31, 2025 (Unaudited)
The following chart provides certain information about the Trustee fees paid by the Trust for the period ended March 31, 2025:
Trustee | Amount Paid | |||
Ward Armstrong | $ | 2,908.10 | ||
J.W. Hutchens | 2,641.34 | |||
Merrilyn Kosier | 2,641.34 | |||
Patrick Seese | 2,759.03 | |||
Total | $ | 10,949.81 |
Semi-Annual Report | March 31, 2025 | 23 |
Statement Regarding Basis for Approval | |
Hillman Value Fund | of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
On November 21, 2024, the Board of Trustees (the “Board”) of ALPS Series Trust (the “Trust”) met in person to discuss, among other things, the renewal and approval of the Investment Advisory Agreement (“Hillman Agreement”) between the Trust and Hillman Capital Management, Inc. (“Hillman”) in accordance with Section 15(c) of the 1940 Act. The Independent Trustees met with independent legal counsel during executive session and discussed the Investment Advisory Agreement and other related materials.
The Trustees discussed Hillman’s Materials and presentation. During the review process, the Board noted certain instances where clarification or follow-up was appropriate and others where the Board determined that further clarification or follow-up was not necessary. In those instances where clarification or follow-up was requested, the Board determined that in each case either information responsive to its requests had been provided, or where any request was outstanding in whole or in part, given the totality of the information provided with respect to the agreements, the Board had received sufficient information to renew and approve the Advisory Agreement.
In anticipation of and as part of the process to consider renewal of the Hillman Agreement, legal counsel to the Trust requested certain information from Hillman. In response to these requests, the Trustees received reports from Hillman and an independent provider of investment company data (the “Provider Report”) that addressed specific factors to be considered by the Board. The Board also received from independent legal counsel memoranda regarding the Board’s responsibilities pertaining to the approval of advisory contracts. Further, the Board met with representatives of Hillman and discussed the services of the firm provided pursuant to the Hillman Agreement, as well as the information provided by Hillman. In evaluating Hillman and the fees charged under the Hillman Agreement, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to renew the Hillman Agreement. Further, the Independent Trustees were advised by independent legal counsel throughout the process. The following summary does not identify all the matters considered by the Board, but provides a summary of the principal matters the Board considered.
Nature, Extent and Quality of the Services: The Board reviewed certain background materials supplied by Hillman in its presentation, including its Form ADV. The Board reviewed HCM’s financial information to analyze the financial condition, stability, and profitability of HCM, noting that HCM had agreed to limit the Fund’s expenses pursuant to an expense limitation agreement.
The Board reviewed and considered HCM’s investment philosophy focused on identifying great companies trading at a discount to intrinsic value and its long history as an asset manager. The Trustees also discussed the research and decision-making processes utilized by HCM, including the methods adopted to achieve compliance with the policies and restrictions of the Hillman Fund, with a focus on risk mitigation. The Board discussed Hillman’s risk mitigation strategies, including diversification and position limits.
The Board acknowledged the experience of HCM’s management team, including reviewing the qualifications, background, and responsibilities of the investment team primarily responsible for the day-to-day portfolio management of the Hillman Fund.
24 | www.hcmfunds.com |
Statement Regarding Basis for Approval | |
Hillman Value Fund | of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
HCM had indicated that its portfolio management team consistently executed its proprietary value investment philosophy, focusing on businesses with a sustainable competitive advantage. The Board discussed the distinctive investment process among large cap value managers, utilizing option writing intended to diversify and enhance returns. It was the consensus of the Board that Hillman had provided high quality services to the Fund.
Investment Advisory Fee Rate and Expense Ratio: The Board considered comparison of the Hillman Fund’s contractual annual advisory fee and overall expenses with those of funds in the peer group in the Provider Report. The Board noted that the Fund’s contractual advisory fee of 0.70% was higher than the peer group median (the “Median”) of 0.65%. The Board noted that the services rendered to the Fund by Hillman included an option strategy, which was not necessarily something utilized by the investment advisers to the funds in the Fund’s peer group. They considered the Fund’s net expense ratio of 0.95% compared favorably to the peer group median of 1.03%. After further consideration, the Board determined that the advisory fee and total net expenses were not unreasonable.
Comparable Accounts: The Board discussed the comparable accounts managed by HCM and the fee structure and servicing requirements for these products, noting that the advisory fee was lower than the fees charged by HCM to certain other clients. The Board also discussed the fees charged by Hillman for model delivery and wrap programs, recognizing that these options presented very different levels of service to the client. The Board concluded that, bearing in mind the limitations of comparing different types of managed accounts, model delivery and wrap accounts, and the different levels of service typically associated with such relationships, the fee structures applicable to HCM’s other clients employing a comparable strategy to the Hillman Fund was not indicative of any unreasonableness with respect to the advisory fees payable by the Hillman Fund.
Performance: The Board reviewed and considered the Hillman Fund’s performance. The Board noted that the Hillman Fund had outperformed its benchmark, the Russell 1000 Value TR Index, and the Median for the five-, ten-year, and since inception periods, but had underperformed for the one-and three-year periods. They discussed the Adviser’s belief that long term outperformance, and adherence to its focus on valuation of companies in its quality universe, typically entails variability around the target benchmark, suggesting that the Adviser should adhere to its investment discipline even through the occasional underperformance period to achieve their long-term objectives. The Board considered the option premium income generated by the option strategy and the benefit to performance. After reviewing the investment performance of the Hillman Fund, the Board concluded that the overall investment performance of the Hillman Fund was satisfactory.
Profitability: The Board received and considered the Adviser’s 2023 profits from its relationship with the Hillman Fund, and estimated profits for 2024, based on an analysis prepared by HCM. The Board observed that the reported and estimated profits before distribution expenses were reasonable on an absolute basis and as a percentage of revenue.
Economies of Scale: The Board considered whether Hillman was benefitting from economies of scale in the provision of services to the Fund and whether such economies were being shared with the Fund’s shareholders under the Hillman Agreement. They considered the prospects for growth of the Hillman Fund and concluded that the expense limitation agreement was adequate at current asset levels, provided meaningful economies to shareholders, and economies of scale would be revisited as Hillman Fund asset levels increase.
Semi-Annual Report | March 31, 2025 | 25 |
Statement Regarding Basis for Approval | |
Hillman Value Fund | of Investment Advisory Agreement |
March 31, 2025 (Unaudited)
Other Benefits to the Adviser: The Board reviewed and considered any other incidental benefits derived or to be derived by HCM from its relationship with the Hillman Fund, including research and other support services, noting the Adviser did not receive soft dollars.
Having requested and reviewed such information from HCM as the Board believed to be reasonably necessary to evaluate the terms of the Hillman Agreement and as assisted by the advice of independent counsel, the Board determined that approval of the Hillman Agreement was in the best interests of the Hillman Fund and its shareholders.
26 | www.hcmfunds.com |
Hillman Value Fund
is a series of the
ALPS Series Trust
For Shareholder Service Inquiries:
Hillman Value Fund
c/o ALPS Funds
P.O. Box 1920
Denver, CO 80201
Telephone
1-855-400-5944
Hillman Value Fund distributed by ALPS Distributors, Inc.
Must be accompanied or preceded by a prospectus.
Table of Contents
Portfolios of Investments | |
Seven Canyons Strategic Global Fund | 1 |
Seven Canyons World Innovators Fund | 4 |
Statements of Assets and Liabilities | 8 |
Statements of Operations | 10 |
Statements of Changes in Net Assets | |
Seven Canyons Strategic Global Fund | 12 |
Seven Canyons World Innovators Fund | 13 |
Financial Highlights | |
Seven Canyons Strategic Global Fund – Investor Class | 14 |
Seven Canyons World Innovators Fund – Investor Class | 16 |
Seven Canyons World Innovators Fund – Institutional Class | 18 |
Notes to Financial Statements and Financial Highlights | 20 |
Additional Information | 32 |
Changes in and Disagreements with Accountants | 33 |
Proxy Disclosures | 34 |
Remuneration Paid to Directors, Officers, and Others | 35 |
Statement Regarding Basis for Approval of Investment Advisory Contract | 36 |
Seven Canyons Strategic Global Fund | Portfolio of Investments |
March 31, 2025 (Unaudited)
Shares | Value (Note 2) |
|||||||
COMMON STOCKS (81.08%) | ||||||||
Aerospace & Defense (10.40%) | ||||||||
Theon International PLC | 47,300 | $ | 1,214,709 | |||||
Agricultural Products & Services (1.98%) | ||||||||
Winfarm SAS(a) | 53,800 | 231,533 | ||||||
Application Software (0.16%) | ||||||||
Sidetrade | 15 | 3,909 | ||||||
SmartCraft ASA(a) | 5,659 | 14,254 | ||||||
Total Application Software | 18,163 | |||||||
Coal & Consumable Fuels (9.23%) | ||||||||
Cameco Corp. | 15,600 | 642,096 | ||||||
Denison Mines Corp.(a) | 336,000 | 436,800 | ||||||
Total Coal & Consumable Fuels | 1,078,896 | |||||||
Construction & Engineering (3.18%) | ||||||||
Eiffage SA | 3,200 | 371,103 | ||||||
Electrical Components & Equipment (0.67%) | ||||||||
Arcure SA(a) | 15,355 | 78,368 | ||||||
Electronic Manufacturing Services (4.38%) | ||||||||
Celestica, Inc.(a) | 6,500 | 512,265 | ||||||
Environmental & Facilities Services (0.84%) | ||||||||
Water Intelligence PLC(a) | 22,393 | 97,626 | ||||||
Food Distributors (0.91%) | ||||||||
Kitwave Group PLC | 33,208 | 105,740 | ||||||
Health Care Supplies (4.61%) | ||||||||
Establishment Labs Holdings, Inc.(a) | 13,200 | 538,626 | ||||||
Health Care Technology (–%)(b) | ||||||||
Reliq Health Technologies, Inc.(a) | 915,996 | 1 | ||||||
Independent Power Producers & Energy Traders (4.10%) | ||||||||
Capital Power Corp. | 14,400 | 478,616 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 1 |
Seven Canyons Strategic Global Fund | Portfolio of Investments |
March 31, 2025 (Unaudited)
Shares | Value (Note 2) |
|||||||
Industrial Machinery (5.94%) | ||||||||
Kornit Digital, Ltd.(a) | 36,400 | $ | 694,512 | |||||
Industrial Machinery & Supplies & Components (5.39%) | ||||||||
Meidensha Corp. | 21,900 | 630,032 | ||||||
Interactive Home Entertainment (6.74%) | ||||||||
CD Projekt SA | 14,400 | 787,503 | ||||||
Investment Banking & Brokerage (9.03%) | ||||||||
JDC Group AG(a) | 16,915 | 371,292 | ||||||
Plus500, Ltd. | 19,300 | 684,104 | ||||||
Total Investment Banking & Brokerage | 1,055,396 | |||||||
IT Consulting & Other Services (1.39%) | ||||||||
Spyrosoft SA(a) | 1,450 | 162,862 | ||||||
Research & Consulting Services (0.53%) | ||||||||
Elixirr International PLC | 7,183 | 62,167 | ||||||
Systems Software (0.58%) | ||||||||
TECSYS, Inc. | 2,373 | 67,609 | ||||||
Textiles (6.39%) | ||||||||
Kurabo Industries, Ltd. | 18,800 | 747,037 | ||||||
Tobacco (4.63%) | ||||||||
Imperial Brands PLC | 14,600 | 540,329 | ||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $10,290,030) | 9,473,093 | |||||||
WARRANTS (0.00%)(b) | ||||||||
Transaction & Payment Processing Services (0.00%) | ||||||||
Reliq Health Technologies Warrants, Strike Price $0.52, Expires 04/05/2026 | 937,500 | – | ||||||
TOTAL WARRANTS | ||||||||
(Cost $0) | – |
See Notes to Financial Statements and Financial Highlights.
2 | www.sevencanyonsadvisors.com |
Seven Canyons Strategic Global Fund | Portfolio of Investments |
March 31, 2025 (Unaudited)
7 Day Yield | Shares | Value (Note 2) |
||||||||||
SHORT-TERM INVESTMENT (12.63%) | ||||||||||||
State Street Institutional US Government Money Market Fund, Investor Class | 4.210 | % | 1,476,205 | $ | 1,476,205 | |||||||
1,476,205 | ||||||||||||
TOTAL SHORT-TERM INVESTMENT | ||||||||||||
(Cost $1,476,205) | 1,476,205 | |||||||||||
TOTAL INVESTMENTS (93.71%) | ||||||||||||
(Cost $11,766,235) | $ | 10,949,298 | ||||||||||
OTHER ASSETS IN EXCESS OF LIABILITIES (6.29%) | 735,043 | |||||||||||
NET ASSETS (100.00%) | $ | 11,684,341 |
(a) | Non-income producing security. |
(b) | Less than 0.005%. |
At March 31, 2025, Seven Canyons Strategic Global Fund's investments, excluding short-term investments, were in the following countries:
Country | % of Total Fair Value |
|||
Canada | 22.6 | |||
Costa Rica | 5.7 | |||
Cyprus | 12.8 | |||
France | 7.2 | |||
Germany | 3.9 | |||
Great Britain | 7.5 | |||
Israel | 14.6 | |||
Japan | 14.5 | |||
Norway | 0.2 | |||
Poland | 10.0 | |||
United States | 1.0 | |||
100.0 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 3 |
Seven Canyons World Innovators Fund | Portfolio of Investments |
March 31, 2025 (Unaudited)
Shares | Value (Note 2) |
|||||||
COMMON STOCKS (95.84%) | ||||||||
Agricultural Products & Services (1.28%) | ||||||||
Winfarm SAS(a) | 107,247 | $ | 461,547 | |||||
Application Software (2.20%) | ||||||||
CYND Co., Ltd.(a) | 96,600 | 638,891 | ||||||
Sidetrade | 184 | 47,949 | ||||||
SmartCraft ASA(a) | 43,072 | 108,492 | ||||||
Total Application Software | 795,332 | |||||||
Asset Management & Custody Banks (2.32%) | ||||||||
Pensionbee Group PLC(a) | 445,120 | 839,480 | ||||||
Automotive Parts & Equipment (0.25%) | ||||||||
hGears AG(a) | 49,876 | 91,683 | ||||||
Building Products (1.37%) | ||||||||
Cie de Saint-Gobain SA | 5,000 | 495,777 | ||||||
Casinos & Gaming (4.44%) | ||||||||
Genius Sports, Ltd.(a) | 160,400 | 1,605,604 | ||||||
Construction & Engineering (16.79%) | ||||||||
Dai-Dan Co., Ltd. | 59,700 | 1,476,678 | ||||||
Kandenko Co., Ltd. | 92,100 | 1,645,016 | ||||||
Sanki Engineering Co., Ltd. | 48,900 | 1,100,323 | ||||||
Sumitomo Densetsu Co., Ltd. | 46,100 | 1,490,666 | ||||||
Vinci SA | 2,800 | 352,116 | ||||||
Total Construction & Engineering | 6,064,799 | |||||||
Construction Materials (2.98%) | ||||||||
Buzzi SpA | 6,800 | 325,144 | ||||||
Heidelberg Materials AG | 4,400 | 749,581 | ||||||
Total Construction Materials | 1,074,725 | |||||||
Consumer Finance (1.70%) | ||||||||
Kaspi.KZ JSC, GDR(a) | 6,600 | 612,810 | ||||||
Drug Retail (1.17%) | ||||||||
Redcare Pharmacy NV(a)(b)(c) | 3,300 | 423,914 | ||||||
Electric Utilities (2.39%) | ||||||||
Tenaga Nasional Bhd | 286,400 | 863,556 |
See Notes to Financial Statements and Financial Highlights.
4 | www.sevencanyonsadvisors.com |
Seven Canyons World Innovators Fund | Portfolio of Investments |
March 31, 2025 (Unaudited)
Shares | Value (Note 2) |
|||||||
Electrical Components & Equipment (0.77%) | ||||||||
Arcure SA(a) | 54,391 | $ | 277,598 | |||||
Electronic Equipment & Instruments (0.49%) | ||||||||
Blackline Safety Corp.(a) | 39,288 | 176,094 | ||||||
Electronic Manufacturing Services (5.19%) | ||||||||
Fabrinet | 9,500 | 1,876,345 | ||||||
Environmental & Facilities Services (5.66%) | ||||||||
GFL Environmental, Inc. | 42,300 | 2,043,513 | ||||||
Food Distributors (1.14%) | ||||||||
Kitwave Group PLC | 129,035 | 410,870 | ||||||
Health Care Technology (0.00%)(d) | ||||||||
Reliq Health Technologies, Inc.(a) | 4,073,306 | 3 | ||||||
Heavy Electrical Equipment (3.80%) | ||||||||
Siemens Energy AG(a) | 23,600 | 1,373,930 | ||||||
Hotels, Resorts & Cruise Lines (2.02%) | ||||||||
Viking Holdings, Ltd.(a) | 18,400 | 731,400 | ||||||
Industrial Machinery (2.74%) | ||||||||
IHI Corp. | 14,400 | 990,786 | ||||||
Industrial Machinery & Supplies & Components (2.80%) | ||||||||
Mitsubishi Heavy Industries, Ltd. | 60,000 | 1,010,467 | ||||||
Interactive Media & Services (1.37%) | ||||||||
Trustpilot Group PLC(a)(b)(c) | 172,900 | 493,592 | ||||||
Internet Services & Infrastructure (7.30%) | ||||||||
Applied Digital Corp.(a) | 469,500 | 2,638,590 | ||||||
Investment Banking & Brokerage (5.93%) | ||||||||
JDC Group AG(a) | 97,639 | 2,143,220 | ||||||
IT Consulting & Other Services (1.41%) | ||||||||
Spyrosoft SA(a) | 4,550 | 511,051 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 5 |
Seven Canyons World Innovators Fund | Portfolio of Investments |
March 31, 2025 (Unaudited)
Shares | Value (Note 2) |
|||||||
Leisure Products (2.75%) | ||||||||
Games Workshop Group PLC | 5,500 | $ | 993,942 | |||||
Life & Health Insurance (2.34%) | ||||||||
Just Group PLC | 446,000 | 846,901 | ||||||
Oil & Gas Refining & Marketing (3.87%) | ||||||||
Secure Waste Infrastructure Corp. | 128,300 | 1,397,967 | ||||||
Personal Care Products (2.32%) | ||||||||
Oddity Tech, Ltd.(a) | 19,400 | 839,244 | ||||||
Research & Consulting Services (0.56%) | ||||||||
Elixirr International PLC | 23,157 | 200,418 | ||||||
Semiconductors (5.98%) | ||||||||
Infineon Technologies AG | 30,500 | 1,002,420 | ||||||
Renesas Electronics Corp. | 87,300 | 1,156,802 | ||||||
Total Semiconductors | 2,159,222 | |||||||
Systems Software (0.51%) | ||||||||
TECSYS, Inc. | 6,427 | 183,112 | ||||||
TOTAL COMMON STOCKS | ||||||||
(Cost $38,811,522) | 34,627,492 | |||||||
WARRANTS (0.00%)(d) | ||||||||
Transaction & Payment Processing | ||||||||
Services (0.00%) | ||||||||
Reliq Health Technologies Warrants, Strike Price $0.52, Expires 04/05/2026 | 2,812,500 | – | ||||||
TOTAL WARRANTS | ||||||||
(Cost $0) | – |
7 Day Yield | Shares |
Value (Note 2) |
||||||||||
SHORT-TERM INVESTMENT (2.97%) | ||||||||||||
State Street Institutional US Government Money Market Fund, Investor Class | 4.210 | % | 1,070,636 | $ | 1,070,636 | |||||||
1,070,636 | ||||||||||||
TOTAL SHORT-TERM INVESTMENT | ||||||||||||
(Cost $1,070,636) | 1,070,636 | |||||||||||
TOTAL INVESTMENTS (98.81%) | ||||
(Cost $39,882,158) | $ | 35,698,128 | ||
OTHER ASSETS IN EXCESS OF LIABILITIES (1.19%) | 431,218 | |||
NET ASSETS (100.00%) | $ | 36,129,346 |
See Notes to Financial Statements and Financial Highlights.
6 | www.sevencanyonsadvisors.com |
Seven Canyons World Innovators Fund | Portfolio of Investments |
March 31, 2025 (Unaudited)
(a) | Non-income producing security. |
(b) | Securities 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 institutional buyers. As of March 31, 2025 the fair value of securities restricted under Rule 144A in the aggregate was $917,506, representing 2.54% of net assets. |
(c) | Securities were purchased pursuant to Regulation S under the Securities Act of 1933, which exempts securities offered and sold outside of the United States from registration. Such securities cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption from registration. As of March 31, 2025, the fair value of those securities was $917,506 representing 2.54% of net assets. |
(d) | Less than 0.005%. |
At March 31, 2025, Seven Canyons World Innovators Fund's investments, excluding short-term investments, were in the following countries:
Country | % of Total Fair Value |
|||
Bermuda | 2.0 | |||
Canada | 11.0 | |||
France | 4.7 | |||
Germany | 15.5 | |||
Great Britain | 15.6 | |||
Israel | 2.4 | |||
Italy | 0.9 | |||
Japan | 27.4 | |||
Kazakhstan | 1.8 | |||
Malaysia | 2.7 | |||
Netherlands | 1.2 | |||
Norway | 0.3 | |||
Poland | 1.5 | |||
Thailand | 5.4 | |||
United States | 7.6 | |||
100.0 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 7 |
Seven Canyons Advisors | Statements of Assets and Liabilities |
March 31, 2025 (Unaudited)
SEVEN CANYONS STRATEGIC GLOBAL FUND |
SEVEN CANYONS WORLD INNOVATORS FUND |
|||||||
ASSETS: | ||||||||
Unaffiliated Investments, at value (Cost $11,766,235 and $39,882,158) | $ | 10,949,298 | $ | 35,698,128 | ||||
Foreign currency, at value (Cost $142,544 and $168,995, respectively) | 142,638 | 168,408 | ||||||
Receivable for investments sold | 803,046 | 84,142 | ||||||
Receivable for shares sold | – | 316 | ||||||
Dividends and interest receivable | 49,002 | 231,751 | ||||||
Other assets | 18,680 | 6,826 | ||||||
Total Assets | 11,962,664 | 36,189,571 | ||||||
LIABILITIES: | ||||||||
Payable for administration and transfer agent fees | 2,186 | 9,459 | ||||||
Payable for investments purchased | 251,957 | 33,094 | ||||||
Payable for shares redeemed | 21,761 | 9,039 | ||||||
Payable to adviser | – | 2,901 | ||||||
Payable for printing fees | 389 | 2,329 | ||||||
Payable for professional fees | 962 | 899 | ||||||
Payable for trustees' fees and expenses | 18 | 24 | ||||||
Payable to Chief Compliance Officer fees | 1,050 | 2,480 | ||||||
Total Liabilities | 278,323 | 60,225 | ||||||
NET ASSETS | $ | 11,684,341 | $ | 36,129,346 | ||||
NET ASSETS CONSIST OF: | ||||||||
Paid-in capital (Note 5) | $ | 12,629,320 | $ | 103,888,791 | ||||
Total accumulated deficit | (944,979 | ) | (67,759,445 | ) | ||||
NET ASSETS | $ | 11,684,341 | $ | 36,129,346 |
See Notes to Financial Statements and Financial Highlights.
8 | www.sevencanyonsadvisors.com |
Seven Canyons Advisors | Statements of Assets and Liabilities |
March 31, 2025 (Unaudited)
SEVEN CANYONS STRATEGIC GLOBAL FUND |
SEVEN CANYONS WORLD INNOVATORS FUND |
|||||||
PRICING OF SHARES(a) | ||||||||
Investor Class: | ||||||||
Net Asset Value, offering and redemption price per share | $ | 11.21 | $ | 13.16 | ||||
Net Assets | $ | 11,684,341 | $ | 33,549,564 | ||||
Shares of beneficial interest outstanding | 1,041,851 | 2,549,420 | ||||||
Institutional Class: | ||||||||
Net Asset Value, offering and redemption price per share | N/A | $ | 13.52 | |||||
Net Assets | N/A | $ | 2,579,782 | |||||
Shares of beneficial interest outstanding | N/A | 190,746 |
(a) | A 2% redemption fee is applied to any shares sold or exchanged within 60 days of purchase. |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 9 |
Seven Canyons Advisors | Statements of Operations |
For the Six Months Ended March 31, 2025 (Unaudited)
SEVEN CANYONS STRATEGIC GLOBAL FUND |
SEVEN CANYONS WORLD INNOVATORS FUND |
|||||||
INVESTMENT INCOME: | ||||||||
Dividends | $ | 98,107 | $ | 333,766 | ||||
Foreign taxes withheld | (16,781 | ) | (19,133 | ) | ||||
Total Investment Income | 81,326 | 314,633 | ||||||
EXPENSES: | ||||||||
Investment advisory fees (Note 6) | 46,145 | 324,277 | ||||||
Administration fees | 40,343 | 120,168 | ||||||
Custody fees | 4,360 | 12,017 | ||||||
Legal fees | 9,897 | 8,917 | ||||||
Audit and tax fees | 12,696 | 12,697 | ||||||
Transfer agent fees | 34,678 | 52,455 | ||||||
Trustees' fees and expenses | 695 | 1,084 | ||||||
Registration and filing fees | 20,506 | 11,825 | ||||||
Printing fees | 292 | – | ||||||
Chief Compliance Officer fees | 4,591 | 16,886 | ||||||
Insurance fees | 475 | 2,133 | ||||||
Other expenses | 11,966 | 7,123 | ||||||
Total Expenses | 186,644 | 569,582 | ||||||
Less fees waived/reimbursed by investment adviser (Note 6) | ||||||||
Investor Class | (94,450 | ) | (188,332 | ) | ||||
Institutional Class | – | (15,962 | ) | |||||
Total fees waived/reimbursed by investment adviser (Note 6) | (94,450 | ) | (204,294 | ) | ||||
Net Expenses | 92,194 | 365,288 | ||||||
NET INVESTMENT LOSS | (10,868 | ) | (50,655 | ) |
See Notes to Financial Statements and Financial Highlights.
10 | www.sevencanyonsadvisors.com |
Seven Canyons Advisors | Statements of Operations |
For the Six Months Ended March 31, 2025 (Unaudited)
SEVEN CANYONS STRATEGIC GLOBAL FUND |
SEVEN CANYONS WORLD INNOVATORS FUND |
|||||||
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS AND FOREIGN CURRENCY: | ||||||||
Net realized gain/(loss) on: | ||||||||
Investments | 2,095,939 | 6,660,726 | ||||||
Foreign capital gains tax | (53,173 | ) | (259,163 | ) | ||||
Foreign currency transactions | (35,075 | ) | (125,285 | ) | ||||
Net realized gain | 2,007,691 | 6,276,278 | ||||||
Change in unrealized appreciation on: | ||||||||
Unaffiliated Investments (net of change in foreign capital gains tax of $70,675 and $291,112) | (2,667,911 | ) | (11,423,722 | ) | ||||
Affiliated Investments | – | 2,210,414 | ||||||
Translation of asset and liabilities denominated in foreign currency | (1,407 | ) | (3,529 | ) | ||||
Net change | (2,669,318 | ) | (9,216,837 | ) | ||||
NET REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND FOREIGN CURRENCY | (661,627 | ) | (2,940,559 | ) | ||||
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | (672,495 | ) | $ | (2,991,214 | ) |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 11 |
Seven Canyons Strategic Global Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment loss | $ | (10,868 | ) | $ | (10,525 | ) | ||
Net realized gain on investments and foreign currency | 2,007,691 | 2,316,736 | ||||||
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | (2,669,318 | ) | 883,649 | |||||
Net increase/(decrease) in net assets resulting from operations | (672,495 | ) | 3,189,860 | |||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Investor Class | – | (445,119 | ) | |||||
Total distributions | – | (445,119 | ) | |||||
BENEFICIAL SHARE TRANSACTIONS (Note 5): | ||||||||
Investor Class | ||||||||
Shares sold | 465,409 | 442,790 | ||||||
Dividends reinvested | – | 434,662 | ||||||
Shares redeemed | (2,338,627 | ) | (10,589,173 | ) | ||||
Redemption fees | 2 | 85 | ||||||
Net decrease from beneficial share transactions | (1,873,216 | ) | (9,711,636 | ) | ||||
Net decrease in net assets | (2,545,711 | ) | (6,966,895 | ) | ||||
NET ASSETS: | ||||||||
Beginning of period | 14,230,052 | 21,196,947 | ||||||
End of period | $ | 11,684,341 | $ | 14,230,052 |
See Notes to Financial Statements and Financial Highlights.
12 | www.sevencanyonsadvisors.com |
Seven Canyons World Innovators Fund | Statements of Changes in Net Assets |
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
OPERATIONS: | ||||||||
Net investment loss | $ | (50,655 | ) | $ | (467,181 | ) | ||
Net realized gain on investments and foreign currency | 6,276,278 | 355,705 | ||||||
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation | (9,216,837 | ) | 11,360,027 | |||||
Net increase/(decrease) in net assets resulting from operations | (2,991,214 | ) | 11,248,551 | |||||
BENEFICIAL SHARE TRANSACTIONS (Note 5): | ||||||||
Investor Class | ||||||||
Shares sold | 509,230 | 745,012 | ||||||
Shares redeemed | (8,670,197 | ) | (20,925,197 | ) | ||||
Redemption fees | – | 750 | ||||||
Net decrease from beneficial share transactions | (8,160,967 | ) | (20,179,435 | ) | ||||
Institutional Class | ||||||||
Shares sold | 118,770 | 1,775,454 | ||||||
Shares redeemed | (1,322,534 | ) | (31,822,315 | ) | ||||
Redemption fees | 9 | 171 | ||||||
Net decrease from beneficial share transactions | (1,203,755 | ) | (30,046,690 | ) | ||||
Net decrease in net assets | (12,355,936 | ) | (38,977,574 | ) | ||||
NET ASSETS: | ||||||||
Beginning of period | 48,485,282 | 87,462,856 | ||||||
End of period | $ | 36,129,346 | $ | 48,485,282 |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 13 |
Seven Canyons Strategic Global Fund – Investor Class |
Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
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: |
From net investment income |
From net realized gains on investments |
From tax return of capital |
Total Distributions |
REDEMPTION FEES |
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/(loss) including reimbursement/waiver |
PORTFOLIO TURNOVER RATE(f) |
See Notes to Financial Statements and Financial Highlights.
14 | www.sevencanyonsadvisors.com |
Seven Canyons Strategic Global Fund – Investor Class |
Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 11.83 | $ | 10.10 | $ | 9.52 | $ | 17.15 | $ | 11.45 | $ | 12.05 | |||||||||||
(0.01 | ) | (0.01 | ) | 0.06 | 0.04 | 0.17 | 0.23 | |||||||||||||||
(0.61 | ) | 1.96 | 1.18 | (5.06 | ) | 5.73 | (0.41 | ) | ||||||||||||||
(0.62 | ) | 1.95 | 1.24 | (5.02 | ) | 5.90 | (0.18 | ) | ||||||||||||||
– | (0.22 | ) | (0.66 | ) | – | (0.20 | ) | (0.17 | ) | |||||||||||||
– | – | – | (2.61 | ) | – | (0.23 | ) | |||||||||||||||
– | – | – | – | – | (0.02 | ) | ||||||||||||||||
– | (0.22 | ) | (0.66 | ) | (2.61 | ) | (0.20 | ) | (0.42 | ) | ||||||||||||
0.00 | (b) | 0.00 | (b) | 0.00 | (b) | 0.00 | (b) | 0.00 | (b) | 0.00 | (b) | |||||||||||
(0.62 | ) | 1.73 | 0.58 | (7.63 | ) | 5.70 | (0.60 | ) | ||||||||||||||
$ | 11.21 | $ | 11.83 | $ | 10.10 | $ | 9.52 | $ | 17.15 | $ | 11.45 | |||||||||||
(5.24 | %) | 19.45 | % | 12.90 | % | (34.67 | %) | 51.66 | % | (1.60 | %) | |||||||||||
$ | 11,684 | $ | 14,230 | $ | 21,197 | $ | 21,668 | $ | 50,946 | $ | 27,217 | |||||||||||
2.83 | %(d) | 2.07 | % | 1.59 | % | 1.47 | % | 1.29 | % | 1.46 | % | |||||||||||
1.40 | %(d) | 1.40 | % | 1.25 | %(e) | 0.95 | % | 0.95 | % | 0.95 | % | |||||||||||
(0.17 | %)(d) | (0.05 | %) | 0.57 | % | 0.34 | % | 1.11 | % | 2.09 | % | |||||||||||
119 | % | 88 | % | 102 | % | 77 | % | 90 | % | 128 | % |
(a) | Calculated using the average shares method. |
(b) | Less than $0.005 per share. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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) | Prior to February 1, 2023, the Adviser had contractually agreed to limit the amount of the Total Annual Fund Operating Expenses to an annual rate of 0.95% of the fund’s average daily net assets. See Note 6 in the Notes to Financial Statements. |
(f) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 15 |
Seven Canyons World Innovators Fund – Investor Class |
Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) FROM OPERATIONS: |
Net investment loss(a) |
Net realized and unrealized gain/(loss) on investments |
Total from investment operations |
LESS DISTRIBUTIONS: |
From net realized gains on investments |
From tax return of capital |
Total Distributions |
REDEMPTION FEES |
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 (loss) including reimbursement/waiver |
PORTFOLIO TURNOVER RATE(f) |
See Notes to Financial Statements and Financial Highlights.
16 | www.sevencanyonsadvisors.com |
Seven Canyons World Innovators Fund – Investor Class |
Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 14.18 | $ | 11.93 | $ | 10.37 | $ | 25.50 | $ | 24.32 | $ | 15.97 | |||||||||||
(0.02 | ) | (0.09 | ) | (0.06 | ) | (0.22 | ) | (0.38 | ) | (0.20 | ) | |||||||||||
(1.00 | ) | 2.34 | 1.62 | (11.28 | ) | 3.88 | 8.65 | |||||||||||||||
(1.02 | ) | 2.25 | 1.56 | (11.50 | ) | 3.50 | 8.45 | |||||||||||||||
– | – | – | (3.62 | ) | (2.33 | ) | (0.10 | ) | ||||||||||||||
– | – | – | (0.01 | ) | – | – | ||||||||||||||||
– | – | – | (3.63 | ) | (2.33 | ) | (0.10 | ) | ||||||||||||||
– | 0.00 | (b) | 0.00 | (b) | 0.00 | (b) | 0.01 | 0.00 | (b) | |||||||||||||
(1.02 | ) | 2.25 | 1.56 | (15.13 | ) | 1.18 | 8.35 | |||||||||||||||
$ | 13.16 | $ | 14.18 | $ | 11.93 | $ | 10.37 | $ | 25.50 | $ | 24.32 | |||||||||||
(7.19 | %) | 18.86 | % | 15.04 | % | (51.87 | %) | 13.92 | % | 53.12 | % | |||||||||||
$ | 33,550 | $ | 44,476 | $ | 56,289 | $ | 64,684 | $ | 204,662 | $ | 149,179 | |||||||||||
2.65 | %(d) | 2.49 | % | 1.85 | % | 1.94 | % | 1.88 | % | 2.02 | % | |||||||||||
1.70 | %(d) | 1.72 | %(e) | 1.75 | % | 1.75 | % | 1.75 | % | 1.75 | % | |||||||||||
(0.24 | %)(d) | (0.74 | %) | (0.51 | %) | (1.30 | %) | (1.39 | %) | (1.12 | %) | |||||||||||
91 | % | 70 | % | 114 | % | 62 | % | 101 | % | 176 | % |
(a) | Calculated using the average shares method. |
(b) | Less than $0.005 per share. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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) | Prior to February 1, 2024, the Adviser had contractually agreed to limit the amount of the Total Annual Fund Operating Expenses to an annual rate of 1.75% of the Fund's average daily net assets for the Investor class. See Note 6 in the Notes to the Financial Statements. |
(f) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 17 |
Seven Canyons World Innovators Fund – Institutional Class |
Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
NET ASSET VALUE, BEGINNING OF PERIOD |
INCOME/(LOSS) FROM OPERATIONS: |
Net investment loss(a) |
Net realized and unrealized gain/(loss) on investments |
Total from investment operations |
LESS DISTRIBUTIONS: |
From net realized gains on investments |
From tax return of capital |
Total Distributions |
REDEMPTION FEES |
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 (loss) including reimbursement/waiver |
PORTFOLIO TURNOVER RATE(f) |
See Notes to Financial Statements and Financial Highlights.
18 | www.sevencanyonsadvisors.com |
Seven Canyons World Innovators Fund – Institutional Class |
Financial Highlights |
For a Share Outstanding Throughout the Periods Presented
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
For the Year Ended September 30, 2023 |
For the Year Ended September 30, 2022 |
For the Year Ended September 30, 2021 |
For the Year Ended September 30, 2020 |
|||||||||||||||||
$ | 14.56 | $ | 12.24 | $ | 10.62 | $ | 25.98 | $ | 24.69 | $ | 16.18 | |||||||||||
(0.02 | ) | (0.08 | ) | (0.04 | ) | (0.19 | ) | (0.32 | ) | (0.20 | ) | |||||||||||
(1.02 | ) | 2.40 | 1.66 | (11.54 | ) | 3.93 | 8.81 | |||||||||||||||
(1.04 | ) | 2.32 | 1.62 | (11.73 | ) | 3.61 | 8.61 | |||||||||||||||
– | – | – | (3.62 | ) | (2.33 | ) | (0.10 | ) | ||||||||||||||
– | – | – | (0.01 | ) | – | – | ||||||||||||||||
– | – | – | (3.63 | ) | (2.33 | ) | (0.10 | ) | ||||||||||||||
0.00 | (b) | 0.00 | (b) | 0.00 | (b) | 0.00 | (b) | 0.01 | 0.00 | (b) | ||||||||||||
(1.04 | ) | 2.32 | 1.62 | (15.36 | ) | 1.29 | 8.51 | |||||||||||||||
$ | 13.52 | $ | 14.56 | $ | 12.24 | $ | 10.62 | $ | 25.98 | $ | 24.69 | |||||||||||
(7.14 | %) | 18.95 | % | 15.25 | % | (51.79 | %) | 14.17 | % | 53.42 | % | |||||||||||
$ | 2,580 | $ | 4,009 | $ | 31,174 | $ | 29,931 | $ | 93,312 | $ | 37,373 | |||||||||||
2.55 | %(d) | 2.26 | % | 1.91 | % | 1.94 | % | 1.88 | % | 1.97 | % | |||||||||||
1.60 | %(d) | 1.56 | %(e) | 1.55 | % | 1.55 | % | 1.55 | % | 1.55 | % | |||||||||||
(0.23 | %)(d) | (0.64 | %) | (0.30 | %) | (1.09 | %) | (1.17 | %) | (1.01 | %) | |||||||||||
91 | % | 70 | % | 114 | % | 62 | % | 101 | % | 176 | % |
(a) | Calculated using the average shares method. |
(b) | Less than $0.005 per share. |
(c) | Assumes an initial investment on the business day before the first day of the fiscal period, with all dividends and distributions reinvested in additional shares on the reinvestment date, and redemption at the net asset value calculated on the last business day of the fiscal period. Total returns are for the period indicated and have not been annualized. Total returns would have been lower had certain expenses not been waived during the period. 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) | Prior to February 1, 2024, the Adviser had contractually agreed to limit the amount of the Total Annual Fund Operating Expenses to an annual rate of 1.55% of the Fund's average daily net assets for the Institutional class. See Note 6 in the Notes to the Financial Statements. |
(f) | Portfolio turnover rate for periods less than one full year have not been annualized. |
See Notes to Financial Statements and Financial Highlights.
Semi-Annual Report | March 31, 2025 | 19 |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
1. ORGANIZATION
ALPS Series 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 annual report describes the Seven Canyons Strategic Global Fund (the “Strategic Global Fund”) and Seven Canyons World Innovators Fund (the “World Innovators Fund”) (each individually a “Fund” or collectively “Funds”). Prior to January 28, 2022, the Strategic Global Fund was known as the Seven Canyons Strategic Income Fund. The Strategic Global and World Innovators Funds' primary investment objectives are long-term growth of capital. The Funds are each classified as diversified under the 1940 Act. The Strategic Global Fund currently offers Investor Class shares and the World Innovators Fund currently offers Investor Class and Institutional Class shares. Each share class has identical rights to earnings, assets and voting privileges, except for class specific expenses and exclusive rights to vote on matters affecting only individual classes. The Board of Trustees (the “Board” or "Trustees") may establish additional funds and classes of shares at any time in the future without shareholder approval.
2. SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements were prepared in accordance with accounting principles generally accepted in the United States of America for investment companies (“U.S. GAAP”). Each Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services - 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 increases and decreases in net assets from operations during the period. Actual results could differ from those estimates. The following is a summary of significant accounting policies consistently followed by each Fund in preparation of its 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 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.
Equity securities that are primarily traded on foreign securities exchanges are valued at the last sale price or closing values of such securities on their respective foreign exchanges, except when an event occurs subsequent to the close of the foreign exchange and the close of the NYSE that was likely to have changed such value. In such an event, the fair value of those securities are determined in good faith through consideration of other factors in accordance with procedures utilized by the valuation designee. The Funds will use 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 a 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 Funds’ valuation procedures set forth certain triggers which instruct when to use the fair valuation model. Foreign securities, currencies, and other assets and liabilities denominated in foreign currencies are translated into U.S. Dollars at the exchange rate of said currencies against the U.S. Dollar, as of valuation time, as provided by an independent pricing service approved by the Board.
20 | www.sevencanyonsadvisors.com |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Redeemable securities issued by open-end registered investment companies are valued at the investment company’s applicable net asset value (“NAV”), with the exception of exchange-traded open-end investment companies, which are priced as equity securities.
When such prices or quotations are not available, or when the valuation designee appointed by the Board believes that they are unreliable, securities may be priced using fair value procedures approved by the Board.
Fair Value Measurements: The Funds disclose the classification of their 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 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 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); and |
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. |
Semi-Annual Report | March 31, 2025 | 21 |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
The following is a summary of the inputs used to value the Funds’ investments as of March 31, 2025:
SEVEN CANYONS STRATEGIC GLOBAL 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 | $ | 9,473,093 | $ | – | $ | – | $ | 9,473,093 | ||||||||
Short-Term Investment | 1,476,205 | – | – | 1,476,205 | ||||||||||||
Warrants | – | – | – | – | ||||||||||||
Total | $ | 10,949,298 | $ | – | $ | – | $ | 10,949,298 |
SEVEN CANYONS WORLD INNOVATORS 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 | $ | 34,627,492 | $ | – | $ | – | $ | 34,627,492 | ||||||||
Short-Term Investment | 1,070,636 | – | – | 1,070,636 | ||||||||||||
Warrants | – | – | – | – | ||||||||||||
Total | $ | 35,698,128 | $ | – | $ | – | $ | 35,698,128 |
* | For a detailed Industry breakdown, see the accompanying Portfolio of Investments. |
** | Includes Level 3 security valued at zero. |
Affiliated Companies: As defined by the Investment Company Act of 1940, an affiliated person, including an affiliated company, is one in which a Fund owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control with the Fund.
For the period ended March 31, 2025, the Seven Canyons World Innovators Fund held shares in the following affiliate, as defined by the Investment Company Act of 1940:
Security Name |
Fair Value as of September 30, 2023 |
Purchases | Sales |
Change in Unrealized Gain/(Loss) |
Realized Gain/(Loss) |
Fair Value as of March 31, 2025 |
Share Balance as of March 31, 2025 |
|||||||||||||||||||||
Winfarm SAS | $ | 543,189 | $ | – | $ | – | $ | (81,642 | ) | $ | – | $ | 461,547 | $ | 107,247 | |||||||||||||
$ | 543,189 | $ | – | $ | – | $ | – | $ | – | $ | – | $ | – |
Cash & Cash Equivalents: The Funds consider their investment in a Federal Deposit Insurance Corporation (“FDIC”) insured interest bearing account to be cash and cash equivalents. Cash and cash equivalents are valued at cost plus any accrued interest. The Funds maintain cash balances, which, at times may exceed federally insured limits. The Funds maintain these balances with a high quality financial institution.
22 | www.sevencanyonsadvisors.com |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Concentration of Credit Risk: Each Fund places its cash with a banking institution, which is insured by the FDIC. The FDIC limit is $250,000. At various times throughout the year, the amount on deposit may exceed the FDIC limit and subject the Fund to a credit risk. The Funds do not believe that such deposits are subject to any unusual risk associated with investment activities.
Trust Expenses: Some expenses of the Trust can be directly attributed to a fund. Expenses that cannot be directly attributed to a fund are apportioned among all funds in the Trust based on average net assets of each fund, including Trustees’ fees and expenses.
Fund Expenses: Some expenses can be directly attributed to a Fund and are apportioned among the classes based on average net assets of each class.
Class Expenses: Expenses that are specific to a class of shares are charged directly to that share class.
Federal Income Taxes: The Funds comply with the requirements under Subchapter M of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies and intend 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 Funds are not subject to income taxes to the extent such distributions are made.
As of and during the year ended March 31, 2025, the Funds did not have a liability for any unrecognized tax benefits in the accompanying financial statements. The Funds recognize interest and penalties, if any, related to tax liabilities as income tax expense in the Statements of Operations. The Funds file U.S. federal, state and local income 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. The Funds’ administrator has analyzed the Funds’ tax positions taken on federal and state income tax returns for all open tax years and has concluded that as of March 31, 2025, no provision for income tax is required in the Funds’ financial statements related to these tax positions.
In addition to the requirements of the Code, the Funds may also be subject to capital gains tax in India and potentially other foreign jurisdictions, on gains realized upon the sale of securities, payable upon repatriation of sales proceeds. Any realized losses in excess of gains in India may be carried forward to offset future gains. Funds with exposure to Indian securities and potentially other foreign jurisdictions accrue a deferred liability for unrealized gains in excess of available loss carryforwards based on existing tax rates and holding periods of the securities. As of March 31, 2025, Seven Canyons Strategic Global Fund and Seven Canyons World Innovators Fund recorded a deferred liability for potential future India capital gains taxes of $0 and $0, respectively.
Investment Transactions and Investment Income: Investment transactions are accounted for on the date the investments are purchased or sold (trade date basis for financial reporting purposes). 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 using the effective interest method. Dividend income is recognized on the ex-dividend date, or for certain foreign securities, as soon as information is available to the Funds.
Semi-Annual Report | March 31, 2025 | 23 |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Withholding taxes on foreign dividends are paid (a portion of which may be reclaimable) or provided for in accordance with the applicable country’s tax rules and rates and are disclosed in the Statements of Operations. 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.
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 re-evaluation 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: Values of investments denominated in foreign currencies are converted into U.S. dollars using the current exchange rates each business day (generally 4:00 p.m. Eastern Time). Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts on the respective dates of such transactions. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Funds' books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period-end, resulting from changes in exchange rates.
Foreign Exchange Transactions: The Funds 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 the contracts 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, a Fund records a realized gain or loss equal to the difference between the value on the open and close date. 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.
Distributions to Shareholders: The Funds normally pay dividends, if any, quarterly, and distribute capital gains, if any, on an annual basis. Income dividend distributions are derived from interest and other income a 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. The Funds may make additional distributions and dividends at other times if its investment advisor has determined that doing so may be necessary for the Fund to avoid or reduce taxes. Net investment income/(loss) and net realized gain/(loss) may differ for financial statement and tax purposes.
24 | www.sevencanyonsadvisors.com |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
3. TAX BASIS INFORMATION
Tax Basis of Distributions to Shareholders: The character of distributions made during the period 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 the Funds. The amounts and characteristics of tax basis distributions are estimated at the time of distribution and composition of distributable earnings/(accumulated losses) are finalized at fiscal year-end.
The tax character of distributions paid by the Funds for the fiscal year ended September 30, 2024, were as follows:
Ordinary Income | Long-Term Capital Gains |
|||||||
Seven Canyons Strategic Global Fund | $ | 445,119 | $ | – |
Unrealized Appreciation and Depreciation on Investments: As of March 31, 2025, the aggregate costs of investments, gross unrealized appreciation/(depreciation) and net unrealized appreciation for Federal tax purposes were as follows:
Seven Canyons Strategic Global Fund |
Seven Canyons World Innovators Fund | |||||||
Gross unrealized appreciation (excess of value over tax cost) | $ | 210,144 | $ | 2,505,623 | ||||
Gross unrealized depreciation (excess of tax cost over value) | (1,027,081 | ) | (6,689,653 | ) | ||||
Net appreciation (depreciation) of foreign currency | – | – | ||||||
Net unrealized depreciation | $ | (816,937 | ) | $ | (4,184,030 | ) | ||
Cost of investments for income tax purposes | $ | 11,766,235 | $ | 39,882,158 |
These temporary differences are primarily attributed to wash sales.
Semi-Annual Report | March 31, 2025 | 25 |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
4. SECURITIES TRANSACTIONS
Purchases and sales of securities, excluding short-term securities, during the year ended March 31, 2025, were as follows:
Purchases of Securities | Proceeds from Sales of Securities | |||||||
Seven Canyons Strategic Global Fund | $ | 13,554,948 | $ | 15,914,122 | ||||
Seven Canyons World Innovators Fund | 36,580,747 | 43,008,371 |
5. BENEFICIAL SHARE TRANSACTIONS
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 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. Shares have no pre-emptive rights. Neither the Funds nor any of their creditors have the right to require shareholders to pay any additional amounts solely because the shareholder owns the shares.
Shares redeemed within 60 days of purchase may incur a 2.00% redemption fee deducted from the redemption amount. For the year ended March 31, 2025, the redemption fees charged by a Fund, if any, are presented in the Statements of Changes in Net Assets.
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Seven Canyons Advisors | Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Transactions in common shares were as follows:
For the Six Months Ended March 31, 2025 (Unaudited) |
For the Year Ended September 30, 2024 |
|||||||
Seven Canyons Strategic Global Fund | ||||||||
Investor Class | ||||||||
Shares sold | 40,095 | 40,381 | ||||||
Shares issued in reinvestment of distributions to shareholders | – | 39,804 | ||||||
Shares redeemed | (201,326 | ) | (975,716 | ) | ||||
Net decrease in shares outstanding | (161,231 | ) | (895,531 | ) | ||||
Seven Canyons World Innovators Fund | ||||||||
Investor Class | ||||||||
Shares sold | 36,351 | 58,722 | ||||||
Shares issued in reinvestment of distributions to shareholders | – | – | ||||||
Shares redeemed | (624,025 | ) | (1,640,895 | ) | ||||
Net decrease in shares outstanding | (587,674 | ) | (1,582,173 | ) | ||||
Institutional Class | ||||||||
Shares sold | 8,345 | 136,167 | ||||||
Shares issued in reinvestment of distributions to shareholders | – | – | ||||||
Shares redeemed | (92,889 | ) | (2,407,381 | ) | ||||
Net decrease in shares outstanding | (84,544 | ) | (2,271,214 | ) |
Control is defined by the 1940 Act as the beneficial ownership, either directly or through one or more controlled companies, of more than 25% of the voting securities of a company. As of March 31, 2025, the Strategic Global Fund did not have any shareholder or accounts that exceeded the 25% ownership threshold for disclosure. As of March 31, 2025, the World Innovators Fund did not have any shareholder or accounts that exceeded the 25% ownership threshold for disclosure.
Semi-Annual Report | March 31, 2025 | 27 |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
6. MANAGEMENT AND RELATED PARTY TRANSACTIONS
Investment Advisory: Seven Canyons Advisors, LLC (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”) with the Adviser, the Strategic Global Fund pays the Adviser an annual management fee of 0.70% based on the Fund’s average daily net assets, and the World Innovators Fund pays the Adviser an annual management fee of 1.50% based on the Fund’s average daily net assets. The management fees are paid on a monthly basis. The Board may extend the Advisory Agreements for an additional one-year term. The Board and shareholders of the Funds may terminate the Advisory Agreement upon 30 days’ written notice. The Adviser may terminate the Advisory Agreement upon 60 days’ written notice.
Pursuant to a fee waiver letter agreement (the “Fee Waiver Agreement”), the Adviser has contractually agreed to limit the amount of the Total Annual Fund Operating Expenses (exclusive of interest, dividend expense on short sales/interest expense, taxes, brokerage commissions, other investment related costs, acquired fund fees and expenses, and extraordinary expenses such as litigation and other expenses not incurred in the ordinary course of business) to an annual rate of 1.40% of the Strategic Global Fund’s average daily net assets, and 1.70% and 1.60% of the World Innovators Fund’s average daily net assets for the Investor Class and the Institutional Class, respectively. Prior to February 1, 2024, the Adviser had contractually agreed to limit the amount of the Total Annual Fund Operating Expenses (exclusive of interest, dividend expense on short sales/interest expense, taxes, brokerage commissions, other investment related costs, acquired fund fees and expenses, and extraordinary expenses such as litigation and other expenses not incurred in the ordinary course of business) to an annual rate of 1.75% and 1.55% of the World Innovators Fund’s average daily net assets for the Investor Class and the Institutional Class, respectively. The Fee Waiver Agreement is in effect through at least January 31, 2026, and will automatically continue upon annual approval by the Board for successive twelve-month periods unless (i) it is terminated earlier by the Board, or (ii) the Adviser provides at least 30 days written notice of non-continuance prior to the end of the then effective term. The Adviser will be permitted to recover, on a class-by-class basis, expenses it has borne through the Fee Waiver Agreement (whether through reduction of its management fee or otherwise) only to the extent that each Fund's expenses in later periods do not exceed the lesser of: (1) the contractual expense limit in effect at the time the Adviser waives or limits the expenses; or (2) the contractual expense limit in effect at the time the Adviser seeks to recover the expenses; provided, however, that each Fund will not be obligated to pay any such deferred fees or expenses more than three years after the date on which the fee and expense was reduced, as calculated on a monthly basis. The Adviser may not discontinue this waiver without the approval by the Trust's Board. Fees waived or reimbursed for the period ended March 31, 2025, are disclosed in the Statements of Operations.
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Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
As of March 31, 2025, the balance of recoupable expenses was as follows:
Expiring in 2025 |
Expiring in 2026 |
Expiring in 2027 |
||||||||||
Seven Canyons Strategic Global Fund | ||||||||||||
Investor | $ | – | $ | – | $ | – | ||||||
Seven Canyons World Innovators Fund | ||||||||||||
Institutional | – | – | – | |||||||||
Investor | – | – | – |
Administrator: ALPS Fund Services, Inc. (“ALPS”) (an affiliate of ALPS Distributors, Inc.) serves as administrator to each Fund. The Funds have agreed to pay expenses incurred in connection with its administrative activities. Pursuant to the Administration, Bookkeeping and Pricing Services Agreement with the Trust, ALPS will provide operational services to each Fund including, but not limited to, fund accounting and fund administration, and will generally assist in the Funds’ operations. The Funds’ administration fee is accrued on a daily basis and paid monthly. The officers of the Trust are employees of ALPS. Administration fees paid by each Fund for the year ended March 31, 2025, 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 agent for each Fund under a Transfer Agency and Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of the Funds plus fees for open accounts and is reimbursed for certain out-of-pocket expenses.
Compliance Services: ALPS provides Chief Compliance Officer services to each Fund to monitor and test the policies and procedures of each Fund in conjunction with requirements under Rule 38a-1 of the 1940 Act pursuant to a Chief Compliance Officer Services Agreement with the Trust. Under this agreement, ALPS is paid an annual fee for services performed on behalf of each Fund and is reimbursed for certain out-of-pocket expenses.
Distribution: ALPS Distributors, Inc. (the “Distributor”) (an affiliate of ALPS) acts as the principal underwriter of the Funds’ shares pursuant to a Distribution Agreement with the Trust. Shares of the Funds are offered on a continuous basis through the Distributor, as agent of the Funds. The Distributor is not obligated to sell any particular amount of shares and is not entitled to any compensation for its services as the Funds’ principal underwriter pursuant to the Distribution Agreement.
7. TRUSTEES AND OFFICERS
As of March 31, 2025, there were four Trustees, each of whom are not “interested persons” (as defined in the 1940 Act) of the Trust (the “Independent Trustees”). The Independent Trustees of the Trust and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers will receive a quarterly retainer of $16,250, plus $5,000 for each regular Board or Committee meeting attended and $2,000 for each special telephonic or in-person Board or Committee meeting attended. Additionally, the Audit Committee Chair receives a quarterly retainer of $1,875 and the Independent Chair receives a quarterly retainer of $4,250. These fees are allocated proportionately among the multiple portfolios/series of the Trust. The Independent Trustees and, if any, Interested Trustees who are not currently employed by the Adviser, ALPS or other service providers are also reimbursed for all reasonable out-of-pocket expenses relating to attendance at meetings.
Semi-Annual Report | March 31, 2025 | 29 |
Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
Officers of the Trust receive no salary or fees from the Trust. As discussed in Note 6 the Funds pay ALPS an annual fee for compliance services.
8. RESTRICTED SECURITIES
Restricted securities are securities that may only be resold upon registration under federal securities laws or in transactions exempt from such registration. In some cases, the issuer of restricted securities has agreed to register such securities for resale, at the issuer’s expense, either upon demand by a fund or in connection with another registered offering of the securities. Many restricted securities may be resold in the secondary market in transactions exempt from registration. Such restricted securities may be determined to be liquid. The Funds will not incur any registration costs upon such resale. The Funds’ restricted securities are valued at the price provided by pricing services or dealers in the secondary market or, if no market prices are available, at the fair value price as determined by the Fund Adviser or pursuant to the Fund’s fair value policy, subject to oversight by the Board. The Funds have acquired certain securities, the sale of which is restricted under applicable provisions of the Securities Act of 1933. It is possible that the fair value price may differ significantly from the amount that may ultimately be realized in the near term, and the difference could be material. At March 31, 2025, the Funds held the following restricted securities:
Fund |
Security Type |
Acquisition Date |
Amortized Cost |
Fair Value |
% of Net Assets |
|||||||||||
Seven Canyons World Innovators Fund | ||||||||||||||||
Redcare Pharmacy NV | Common Stock | 03/21/25 | 434,617 | 423,914 | 1.17 | % | ||||||||||
Trustpilot Group PLC | Common Stock | 12/14/22 - 03/01/23 | 215,820 | 493,592 | 1.37 | % | ||||||||||
Total | $ | 917,866 |
Restricted securities under Rule 144a, including the aggregate value and percentage of net assets of each Fund, have been identified in the Portfolios of Investments.
9. INDEMNIFICATIONS
Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities 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 such exposure would involve future claims that may be made against the Trust that have not yet occurred.
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Seven Canyons Advisors |
Notes to Financial Statements and Financial Highlights |
March 31, 2025 (Unaudited)
10. SUBSEQUENT EVENTS
On November 21, 2024, the Board of Trustees (the “Board”) of ALPS Series Trust (the “Trust”), based upon the recommendation of Seven Canyons Advisors, LLC, the investment adviser to the Funds, approved the proposed reorganization of the Seven Canyons Strategic Global Fund and the Seven Canyons World Innovators Fund, severally and not jointly (each a “Target Fund” and together the “Target Funds”) into the Hood River International Opportunity Fund (the “Acquiring Fund”), a series of Manager Directed Portfolios, (each, a “Reorganization” and together, the “Reorganizations”). Each Reorganization was subject to approval by shareholders of the applicable Target Fund.
The Board also approved an Agreement and Plan of Reorganization (the “Plan”) that provides that the reorganization of each Target Fund, would separately consist of (a) the transfer of the Target Fund’s Assets to the Acquiring Fund in exchange for shares of beneficial interest, par value $0.01 per share, of the Acquiring Fund; (b) the assumption by the Acquiring Fund of the Target Fund’s liabilities; and (c) the distribution to the shareholders of each class of the Target Fund full and fractional shares of the corresponding class of the Acquiring Fund in redemption of all outstanding shares of beneficial interest, no par value, of the Target Fund and in complete liquidation of the Target Fund, all upon the terms and conditions set forth in the Plan.
Each Target Fund’s shareholders approved its respective Reorganization at a special shareholder meeting on March 20, 2025. Each Reorganization occurred on April 7, 2025.
Semi-Annual Report | March 31, 2025 | 31 |
Seven Canyons Advisors | Additional Information |
March 31, 2025 (Unaudited)
1. TAX DESIGNATION
Qualified Dividend Income
The percentage of ordinary income dividends distributed during the calendar year ended December 31, 2024 are designated as qualified dividend income (QDI) as defined in Section 1(h)(11) of the Internal Revenue Code in the following percentages:
Amount | |
Seven Canyons Strategic Global Fund | 0.00% * |
Seven Canyons World Innovators Fund | 0.00% * |
Dividends Received Deduction
For corporate shareholders, the following ordinary dividends paid during the calendar year ended December 31, 2024 qualify for the corporate dividends received deduction:
Amount | |
Seven Canyons Strategic Global Fund | 0.00% * |
Seven Canyons World Innovators Fund | 0.00% * |
Pursuant to Section 852(b)(3) of the Internal Revenue Code, the Seven Canyons World Innovators Fund and Seven Canyons Strategic Global Income Fund designated $0 and $0 respectively as long-term capital gain dividends.
* | Fund did not pay ordinary distribution in 2024. |
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Seven Canyons Advisors | Changes in and Disagreements with Accountants |
March 31, 2025 (Unaudited)
There were no changes in or disagreements with accountants during the period covered by this report.
Semi-Annual Report | March 31, 2025 | 33 |
Seven Canyons Advisors | Proxy Disclosures |
March 31, 2025 (Unaudited)
At a special shareholder meeting at which a quorum was present, held on March 20, 2025, shareholders of record of each Target Fund as of the close of business on December 20, 2024 voted to approve the following:
Proposal 1 – Agreement and Plan of Reorganization
Seven Canyons Strategic Global Fund
Shares Voted | ||||
For | 495,400 | |||
Against | 8,726 | |||
Abstain | 146,505 | |||
Total | 605,631 |
Seven Canyons World Innovators Fund
Shares Voted | ||||
For | 1,219,679 | |||
Against | 93,988 | |||
Abstain | 360,836 | |||
Total | 1,674,504 |
34 | www.sevencanyonsadvisors.com |
Seven Canyons Advisors |
Remuneration Paid to Directors, Officers, and Others |
March 31, 2025 (Unaudited)
The following chart provides certain information about the Trustee fees paid by the Trust for the period ended March 31, 2025:
Trustee |
Seven Canyons Strategic Income Fund |
Seven Canyons World Innovators Fund |
||||||
Ward Armstrong | $ | 179 | $ | 595 | ||||
J.W. Hutchens | 163 | 540 | ||||||
Merrilyn Kosier | 163 | 540 | ||||||
Patrick Seese | 170 | 564 | ||||||
Total | $ | 675 | $ | 2,239 |
Semi-Annual Report | March 31, 2025 | 35 |
Seven Canyons Advisors |
Statement Regarding Basis for Approval of Investment Advisory Contract |
March 31, 2025 (Unaudited)
On February 4, 2025, the Board of Trustees (the “Board”) of ALPS Series Trust (the “Trust”) met in person to discuss, among other things, the renewal and approval of the Investment Advisory Agreement (“Seven Canyons Agreement”) between the Trust and Seven Canyons Global Asset Management, LLC (“Seven Canyons”) in accordance with Section 15(c) of the 1940 Act. The Independent Trustees met with independent legal counsel during executive session and discussed the Investment Advisory Agreement and other related materials.
In anticipation of and as part of the process to consider renewal of the Seven Canyons Agreement, legal counsel to the Trust requested certain information from Seven Canyons. In response to these requests, the Trustees received reports from Seven Canyons that addressed specific factors to be considered by the Board. The Board also received from independent legal counsel memoranda regarding the Board’s responsibilities pertaining to the approval of advisory contracts. Further, the Board met with representatives of Seven Canyons and discussed the services the firm provided pursuant to the Seven Canyons Agreement, as well as the information provided by Seven Canyons. During the review process, the Trustees noted certain instances where clarification or follow-up was appropriate and others where the Trustees determined that further clarification or follow-up was not necessary. In those instances where clarification or follow-up was requested, the Board determined that in each case either information responsive to its requests had been provided, or where any request was outstanding in whole or in part, given the totality of the information provided, the Board had received sufficient information to approve the Seven Canyons Agreement.
In evaluating Seven Canyons and the fees charged under the Seven Canyons Agreement, the Trustees concluded that no single factor reviewed by the Trustees was identified by the Trustees to be determinative as the principal factor in whether to renew the Seven Canyons Agreement. Further, the Independent Trustees were advised by independent legal counsel throughout the process. The following summary does not identify all the matters considered by the Board but provides a summary of the principal matters the Board considered.
Nature, Extent and Quality of Services: The Trustees received and considered information regarding the nature, extent and quality of services provided to the Seven Canyons Strategic Global Fund (“7CSG Fund”) and the Seven Canyons World Innovators Fund (“7CWI Fund”) (collectively, the “Seven Canyons Funds”) under the Seven Canyons Agreement. The Trustees discussed the research and decision-making processes utilized by Seven Canyons including initial screening using financial data bases, thorough and collaborative deep due diligence, use of proprietary earnings models to analyze key growth drivers, and the use of valuations metrics. They considered the Adviser’s core investment criteria, described by the Adviser as earnings growth, quality management, return on assets, long term growth opportunities, and maintaining a long-term investment horizon. They also discussed the Adviser’s focus on buying undiscovered companies in their early growth cycle. The Trustees considered the background and significant experience of Seven Canyons’ management team in international small cap investing, including the portfolio managers primarily responsible for the day-to-day portfolio management of the Seven Canyons Funds, and discussed recent changes in personnel. The Trustees also reviewed the firm’s compliance record with the Trust. The Trustees then reviewed and discussed Seven Canyons’ unaudited financial statements and the representations by the Seven Canyons’ management team that it was able to continue to provide quality services to the Seven Canyons Funds. The Trustees concluded that they were satisfied with the nature, extent and quality of services rendered and to be rendered by Seven Canyons under the Seven Canyons Agreement.
36 | www.sevencanyonsadvisors.com |
Seven Canyons Advisors |
Statement Regarding Basis for Approval of Investment Advisory Contract |
March 31, 2025 (Unaudited)
Investment Advisory Fee Rate and Total Net Expense Ratios: The Trustees reviewed and considered the contractual annual advisory fee paid by each Seven Canyons Fund to Seven Canyons in light of the nature, extent and quality of the advisory services provided to each Seven Canyons Fund. The Trustees considered the information they received comparing each Seven Canyons Fund’s contractual annual advisory fee and overall expenses with those of funds in the peer group and universe of funds provided by an independent provider of investment company data (the “Data Provider”), noting that each peer group consisted of the applicable Seven Canyons Fund and other funds identified by the Data Provider as comparable to that Fund.
The Trustees noted the contractual advisory fee of 0.70% and total net expense ratio of 1.40% for the 7CSG Fund. They further noted that the Fund’s contractual advisory fee was lower than the peer group median and the Fund’s total net expense ratio was in line with the peer group median.
With respect to the 7CWI Fund, the Trustees noted that for each class of the Fund, the Fund’s contractual advisory fee of 1.50% was higher than the peer group median, and that the total net expense ratio of 1.56% for the Institutional Class and 1.72% for the Investor Class were each higher than its respective peer group median.
The Trustees further noted that Seven Canyons had agreed to continue its contractual fee waiver, whereby it agreed to waive its fees or reimburse each of the Funds, as applicable, to the extent necessary to limit the expenses of such Fund.
The Trustees considered the fees in light of the fundamental research performed by Seven Canyons. After further consideration, the Trustees determined that the contractual annual advisory fees payable by each Seven Canyons Fund were not unreasonable.
Performance: The Trustees reviewed and considered the performance of the 7CWI and 7CSG Funds over the 1-, 3-, 5-, and 10-year, and since inception periods ended November 30, 2024 (as applicable). The review included a comparison of the Seven Canyons Funds’ performance to the performance of a peer group of comparable funds, as identified by the Data Provider.
The Trustees considered that the Institutional Class of the 7CWI Fund outperformed the peer group median for the 1-year period and underperformed the peer group median for the 3-year, 5-year, and since inception periods. With respect to the Investor Class of the 7CWI Fund, the Trustees noted that the Fund outperformed over the 1-year, 10-year, and since inception periods but underperformed the peer group median over the 3-year and 5-year periods.
Turning to the 7CSG Fund, the Trustees acknowledged that the Fund had underperformed the peer group median for the 1-, 3-, 5-, and 10-year periods, and had performance equal to the peer group median for the since inception period.
Semi-Annual Report | March 31, 2025 | 37 |
Seven Canyons Advisors |
Statement Regarding Basis for Approval of Investment Advisory Contract |
March 31, 2025 (Unaudited)
The Trustees noted that performance of the 7CWI and 7CSG Funds had produced positive returns for the one-year period ended December 31, 2024. The Trustees concluded that the 7CWI and 7CSG Funds performance was acceptable.
The Adviser’s Profitability: The Trustees received and considered a retrospective profitability analysis for 2024 and a projected profitability analysis for 2025 prepared by Seven Canyons based on the fees paid under the Seven Canyons Agreement. The Trustees noted that neither Fund was profitable to Seven Canyons in 2024 or projected to be profitable to the Adviser in 2025. The Trustees reviewed and discussed the financial statements of Seven Canyons and that the firm remained committed to continuing to provide services to the Funds.
Economies of Scale: The Trustees considered whether Seven Canyons was benefiting from economies of scale in the provision of services to each Seven Canyons Fund and whether such economies should be shared with the Funds’ shareholders under the Seven Canyons Agreement. They noted that the expense limitation agreement provided shareholders with some benefits of economies of scale despite the Funds not yet achieving scale.
Other Benefits to the Adviser: The Trustees reviewed and considered any other incidental benefits derived or to be derived by Seven Canyons from its relationship with each Seven Canyons Fund, including research and other support services, exposure to new customer bases, and its receipt of soft dollars. The Trustees concluded that the direct and indirect benefits were not unreasonable.
Based on the Trustees’ deliberations and their evaluation of the information provided, the Trustees concluded that approval of the Seven Canyons Agreement was in the best interests of the Seven Canyons Funds and their shareholders.
38 | www.sevencanyonsadvisors.com |
Item 8. |
Changes in and Disagreements with Accountants for Open-End Management Investment Companies.
Any changes in and disagreements with accountants are included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report. |
Item 9. |
Proxy Disclosures for Open-End Management Investment Companies.
Any proxy disclosures are included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report. |
Item 10. |
Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.
The remuneration paid to directors, officers, and others is included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report. |
Item 11. |
Statement Regarding Basis for Approval of Investment Advisory Contract.
Statement Regarding Basis for approval of Investment Advisory Contract is included as part of the Financial Statements and Financial Highlights filed under Item 7 of this report. |
Item 12. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable to the registrant.
Item 13. | Portfolio Managers of Closed-End Management Investment Companies. |
Not applicable to the registrant.
Item 14. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable to the registrant.
Item 15. | 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 16. | Controls and Procedures. |
(a) | The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) within 90 days of this report and have concluded that the registrant’s disclosure controls and procedures were effective as of that date. |
(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) 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 the registrant.
Item 18. | Recovery of Erroneously Awarded Compensation. |
(a) | Not applicable. |
(b) | Not applicable. |
Item 19. | Exhibits. |
(a)(1) | Not applicable to this report. |
(a)(2) | Not applicable. |
(a)(3) | The certifications required by Rule 30a-2(a) of the Investment Company Act of 1940, as amended, are attached hereto as Exhibit 99.Cert. |
(a)(4) | Not applicable to this report. | |
(a)(5) | Not applicable to this report. |
(b) | Officer certifications as required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended (17 CFR 270.30a-2(b)) attached are filed herewith as Ex99.906Cert. |
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.
ALPS SERIES TRUST
By: | /s/ Lucas Foss | |
Lucas Foss | ||
President (Principal Executive Officer) | ||
Date: | June 9, 2025 |
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: | /s/ Lucas Foss | |
Lucas Foss | ||
President (Principal Executive Officer) | ||
Date: | June 9, 2025 | |
By: | /s/ Jill McFate | |
Jill McFate | ||
Treasurer (Principal Financial Officer) | ||
Date: | June 9, 2025 |