(a)
|
Shareholder Letter & Management Discussion of Fund Performance (Unaudited)
|
1
|
||
Performance Information (Unaudited)
|
9
|
||
Sector Allocation (Unaudited)
|
10
|
||
Expense Example (Unaudited)
|
11
|
||
Schedule of Investments (Unaudited)
|
12
|
||
Statement of Assets and Liabilities (Unaudited)
|
16
|
||
Statement of Operations (Unaudited)
|
17
|
||
Statements of Changes in Net Assets (Unaudited)
|
18
|
||
Financial Highlights (Unaudited)
|
19
|
||
Notes to Financial Statements (Unaudited)
|
21
|
||
Trustees and Executive Officers (Unaudited)
|
34
|
||
Additional Information (Unaudited)
|
36
|
||
Privacy Notice (Unaudited)
|
37
|
•
|
Catalyst-Driven Investing. We do more than simply pick undervalued stocks and hope for their prices to rise. We invest in companies where we have determined a series of
catalysts exist to potentially unlock value. The catalysts we look for are not broadly recognized, but they are likely to have a significant impact on a stock’s performance over time. Catalysts may include management changes, shareholder
activism, and operational and financial restructurings (e.g., cost-cutting, asset sales, breakups, spinoffs, mergers, acquisitions, liquidations, share buybacks, recapitalizations, etc.).
|
•
|
Original Fact-Based Research. We conduct our own, original fact-based research to validate management’s stated objectives and identify catalysts to unlock value. We
also perform detailed business segment analysis on each company we research.
|
•
|
Business Operating Experience. Our senior team has hands-on business operating experience including starting and managing businesses, sitting on company boards, and
assisting management of multi-national corporations restructure their businesses. We rely on this experience to better evaluate investment opportunities.
|
•
|
A Global Network of Strategic Relationships. Over the past 25+ years, members of our investment team have developed extensive global networks of strategic relationships,
including individuals and families that control businesses, corporate board members, corporate management, regional brokerage firms, press contacts, etc. We leverage these relationships to help generate ideas and better evaluate investment
opportunities.
|
•
|
We Invest Like Owners. When we are interested in an investment opportunity, we get to know the management team of the company, study the company’s business model,
evaluate the competitive and regulatory environment, and test and crosscheck everything the management team tells us against our own experience. We ask ourselves if we would want to own the entire company. If the answer is no, we will not
invest in the company.
|
•
|
Not Activists, Often Collaborators. We almost always take the approach of collaborative engagement with management, rather than taking an aggressive activist stance. On
limited occasions, when we are not satisfied with the efforts of the incumbent company leadership, we may work with other shareholders to help facilitate change.
|
•
|
Concentration Maintains Focus. Focused and disciplined investing means knowing our businesses intimately and staying patient as the process of value creation unfolds.
We maintain focus by typically investing in 30 to 40 names with a high percentage of investments in our top 10 holdings.
|
•
|
Investing Across the Capital Structure. We evaluate all components of a company’s capital structure to determine where the best risk-adjusted return potential exists.
At times, we may invest in multiple parts of a company’s capital structure (e.g., investing in both a company’s debt and equity).
|
•
|
Targeting Complex Investment Opportunities. We often research family-controlled holding companies or conglomerates that are often under-researched and/or misunderstood,
which can create gaps between price and value.
|
•
|
Merger Arbitrage and Distressed Companies. We may take advantage of announced merger and acquisition deals where an attractive spread (difference) exists between the
market price and the announced deal price for the target company. We also look for opportunities in distressed companies that have filed or may file for bankruptcy, distressed companies involved in reorganizations or financial
restructurings, and distressed companies that emerged from bankruptcy or reorganization.
|
•
|
Tactically Managing Cash Levels. We are not afraid to hold significant cash positions when it makes sense for the portfolio.
|
•
|
The continent is disgusted by Russia and President Vladimir Putin’s actions.
|
|
•
|
Almost every country and company that does business in Russia is taking a fresh look at these channels, considering alternatives, and with trust at minimal levels, many have decided to exit.
|
|
•
|
Primary business focuses for many are on inflation, interest rates, supply chains, and potential food scarcity over time (especially wheat and corn).
|
|
•
|
Consumer and business spending may not drop as much as some fear, and government defense spending is poised to explode in the years ahead.
|
|
•
|
European unity, which has been lacking at times in the last decade, is growing quickly, the wake-up call has been made and previous disagreements are now viewed through a more harmonious lens.
|
|
•
|
While the headwinds to businesses and consumers are real, the discussions, which generally started with talk of business history related to each of these groups and current issues, evolved into discussions of
opportunities coming during crisis times. Some companies discussed how they had built significant cash reserves over the years and now had incredible resources to take advantage of disruptions and dislocations that crisis has created.
Bluntly, there are many businesses that did not prepare for tough times that could become acquisition targets for these companies.
|
|
•
|
We heard more talk of break ups and spinoffs than ever before. We have been expecting this for years, but today we are seeing a real refocusing by holding companies and conglomerates.
|
|
•
|
Valuations are coming down, though interest rates are going up. This is a formula for more deals as strategic buyers who have cash can now more effectively compete with private equity firms that thrive on the
use of low-cost debt. So, the playing field will likely expand in terms of potential buyers as the benefits of scale and pricing power continue to become more dominant forces.
|
|
•
|
The level of focus on supply chains and logistics technology is increasing as more companies go “asset light” (i.e., outsource more and more of these critical service areas), so they can focus on their primary
business goals and optimizing the long-term value of their businesses.
|
Region Exposure
|
Strategy Classifications
|
![]() |
![]() |
Top Contributors to Fund Performance
|
Top Detractors From Fund Performance
|
ZIM Integrated Shipping Services Ltd. (Israel)
|
Storskogen Group AB (Sweden)
|
Modern Times Group MTG AB (Sweden)
|
Calumet Specialty Products Partners, L.P. (U.S.)
|
Group Nine Acquisition Corp. (U.S.)
|
Viaplay Group AB (Sweden)
|
Atlantic Sapphire ASA (Sweden)
|
|
Montana Aerospace AG (Switzerland)
|
Issuer
|
Country
|
% Net Assets
|
||
Calumet Specialty Products
|
U.S.
|
13.00%
|
||
Lamington Road DAC
|
U.S.
|
10.09%
|
||
Modern Times Group – B Shares
|
Sweden
|
5.71%
|
||
CADELER A/S
|
Norway
|
4.61%
|
||
ZIM Integrated Shipping Services
|
Israel
|
4.56%
|
||
Lifco AB – B Shares
|
Sweden
|
3.67%
|
||
Bollore SE
|
France
|
3.58%
|
||
Atlantic Sapphire AS
|
Norway
|
3.24%
|
||
Exor NV
|
Netherlands
|
3.22%
|
||
MagnaChip Semiconductor
|
South Korea
|
3.19%
|
PERFORMANCE INFORMATION (Unaudited)
|
Since
|
Value of
|
|||||
Inception
|
$10,000
|
|||||
1 Year
|
3 Year
|
5 Year
|
10 Year
|
(1/1/2010)
|
(06/30/2022)
|
|
Investor Class
|
-29.25%
|
-7.92%
|
-5.57%
|
3.71%
|
1.60%
|
$12,191
|
Institutional Class
|
-29.05%
|
-7.67%
|
-5.32%
|
3.98%
|
1.85%
|
$12,576
|
MSCI All-Country World Index ex USA
|
-19.42%
|
1.35%
|
2.50%
|
4.83%
|
3.73%
|
$15,803
|
HFRX Event Driven Index
|
-8.89%
|
3.25%
|
0.28%
|
2.11%
|
1.68%
|
$12,313
|
SECTOR ALLOCATION* as a Percentage of Total Portfolio at June
30, 2022 (Unaudited)
|
*
|
Data is expressed as a percentage of total portfolio. Data expressed excludes collateral on loaned securities and forward foreign currency contracts. Please refer to the Schedule of Investments and Schedule
of Forward Foreign Currency Contracts for more details on the Fund’s individual holdings.
|
EXPENSE EXAMPLE for the Six Months Ended June 30, 2022
(Unaudited)
|
Beginning
|
Ending
|
Expenses Paid
|
|
Account Value
|
Account Value
|
During the Period
|
|
01/01/22
|
06/30/22
|
01/01/22 – 06/30/22*
|
|
Investor Class Actual*
|
$1,000
|
$ 718.90
|
$6.82
|
Investor Class Hypothetical (5% annual return before expenses)
|
$1,000
|
$1,016.86
|
$8.00
|
|
|||
Institutional Class Actual*
|
$1,000
|
$ 720.40
|
$5.76
|
Institutional Class Hypothetical (5% annual return before expenses)
|
$1,000
|
$1,018.10
|
$6.76
|
*
|
Expenses are equal to the Fund’s annualized expense ratios for the most recent six-month period of 1.60% for Investor Class shares and 1.35% for Institutional Class shares multiplied by the average account
value over the period multiplied by 181/365 (to reflect the one-half year period).
|
SCHEDULE OF INVESTMENTS at June 30, 2022 (Unaudited)
|
SCHEDULE OF INVESTMENTS at June 30, 2022 (Unaudited), Continued
|
(1)
|
Non-income producing security.
|
(2)
|
All or a portion of this security is on loan. At June 30, 2022 the total value of securities on loan was $7,051,023 which represents 5.3% of total net assets. The remaining contractual maturity of all of the
securities lending transactions is overnight and continuous.
|
(3)
|
This security was fair valued in good faith by Evermore Global Advisors’ (the “Adviser”) Valuation Committee. The aggregate value of this security at June 30, 2022 was $13,484,525, which represents 10.1% of net
assets.
|
(4)
|
Affiliated company as defined by the Investment Company Act of 1940. Please refer to Note 6 for further disclosures related to these affiliated securities.
|
(5)
|
Seven-day yield as of June 30, 2022.
|
(6)
|
The Adviser has deemed a portion of these securities as illiquid. These securities have a value of $13,563,121, which represents 10.1% of total net assets at June 30, 2022.
|
(7)
|
Value determined using significant unobservable inputs.
|
SCHEDULE OF INVESTMENTS at June 30, 2022 (Unaudited), Continued
|
COUNTRY ALLOCATION for Investments in Securities at June 30, 2022 (Unaudited)
|
Country
|
Long Exposure
|
|||
United States^
|
41.3
|
%
|
||
Sweden
|
16.2
|
%
|
||
Netherlands
|
7.8
|
%
|
||
Norway
|
7.1
|
%
|
||
France
|
5.2
|
%
|
||
Denmark
|
4.6
|
%
|
||
Israel
|
4.6
|
%
|
||
Italy
|
3.3
|
%
|
||
South Korea
|
3.2
|
%
|
||
Canada
|
2.8
|
%
|
||
Austria
|
2.6
|
%
|
||
Switzerland
|
2.5
|
%
|
||
Monaco
|
2.1
|
%
|
||
Germany
|
0.1
|
%
|
||
Total
|
103.4
|
%
|
^
|
United States allocation includes Short-Term Investment-Money Market Fund of 5.3% and Securities Held as Collateral on Loaned Securities of 5.5%
|
SCHEDULE OF INVESTMENTS at June 30, 2022 (Unaudited), Continued
|
SCHEDULE OF FORWARD FOREIGN CURRENCY CONTRACTS at June 30, 2022 (Unaudited)
|
Currency to be Received
|
Currency to be Delivered
|
||||||||||||||||||||||
USD Value at
|
USD Value at
|
Net Unrealized
|
|||||||||||||||||||||
June 30,
|
June 30,
|
Appreciation
|
|||||||||||||||||||||
Settlement Date
|
Amount
|
Currency
|
2022
|
Amount
|
Currency
|
2022
|
(Depreciation)
|
||||||||||||||||
7/8/22
|
30,460,254
|
USD
|
$
|
30,460,255
|
300,000,000
|
SEK
|
$
|
29,333,536
|
$
|
1,126,719
|
(a)
|
||||||||||||
7/8/22
|
13,611,472
|
USD
|
13,611,471
|
129,000,000
|
NOK
|
13,098,236
|
513,235
|
(a)
|
|||||||||||||||
7/8/22
|
29,842,400
|
USD
|
29,842,400
|
28,000,000
|
EUR
|
29,357,383
|
485,017
|
(a)
|
|||||||||||||||
7/8/22
|
3,951,476
|
USD
|
3,951,476
|
5,000,000
|
CAD
|
3,884,546
|
66,930
|
(a)
|
|||||||||||||||
7/8/22
|
14,000,000
|
NOK
|
1,421,514
|
1,398,568
|
USD
|
1,398,568
|
22,946
|
(a)
|
|||||||||||||||
7/8/22
|
500,000
|
CAD
|
388,454
|
383,315
|
USD
|
383,315
|
5,139
|
(a)
|
|||||||||||||||
7/8/22
|
3,535,774
|
USD
|
3,535,774
|
3,400,000
|
CHF
|
3,563,146
|
(27,372
|
)(a)
|
|||||||||||||||
7/8/22
|
64,000,000
|
SEK
|
6,257,821
|
3,748,086
|
USD
|
6,323,244
|
(65,423
|
)(a)
|
|||||||||||||||
$
|
89,469,165
|
$
|
87,341,974
|
$
|
2,127,191
|
CAD
|
Canadian Dollar
|
|
CHF
|
Swiss Franc
|
|
EUR
|
Euro
|
|
NOK
|
Norwegian Krone
|
|
SEK
|
Swedish Krona
|
|
USD
|
U.S. Dollars
|
|
(a) Counterparty: forward foreign currency contracts outstanding with Bank of New York Mellon.
|
STATEMENT OF ASSETS AND LIABILITIES at June 30, 2022 (Unaudited)
|
ASSETS
|
||||
Investments in unaffiliated securities, at value (cost $128,369,390) (1) (Note 2)
|
$
|
124,683,146
|
||
Investments in affiliated securities, at value (cost $14,570,940) (Notes 2 and 6)
|
13,484,525
|
|||
Foreign Currencies
|
7
|
|||
Unrealized appreciation on forward foreign currency contracts
|
2,219,986
|
|||
Receivables:
|
||||
Fund shares sold
|
60,947
|
|||
Dividends and interest, net of foreign withholding taxes
|
14,888
|
|||
Dividend reclaims
|
608,005
|
|||
Due from broker
|
906,569
|
|||
Securities lending income
|
43,019
|
|||
Prepaid expenses
|
58,993
|
|||
Total assets
|
142,080,085
|
|||
|
||||
LIABILITIES
|
||||
Unrealized depreciation on forward foreign currency contracts
|
92,795
|
|||
Payables:
|
||||
Investment securities purchased
|
487,020
|
|||
Fund shares redeemed
|
112,842
|
|||
Collateral for securities out on loan, at value
|
7,373,762
|
|||
Investment advisory fees
|
116,835
|
|||
Administration fees
|
46,307
|
|||
Custody fees
|
9,679
|
|||
Distribution fees – Investor Class
|
3,580
|
|||
Transfer agent fees
|
11,649
|
|||
Other accrued fees
|
140,102
|
|||
Total liabilities
|
8,394,571
|
|||
NET ASSETS
|
$
|
133,685,514
|
||
|
||||
COMPONENTS OF NET ASSETS
|
||||
Paid-in capital
|
$
|
189,826,435
|
||
Total distributable earnings
|
(56,140,921
|
)
|
||
Net assets
|
$
|
133,685,514
|
||
Investor Class:
|
||||
Net assets
|
$
|
15,887,738
|
||
Shares issued and outstanding (unlimited number of shares authorized without par value)
|
1,617,089
|
|||
Net asset value
|
$
|
9.82
|
||
|
||||
Institutional Class:
|
||||
Net assets
|
$
|
117,797,776
|
||
Shares issued and outstanding (unlimited number of shares authorized without par value)
|
11,877,268
|
|||
Net asset value
|
$
|
9.92
|
(1)
|
The market value of securities out on loan was $7,051,023 as of June 30, 2022. |
STATEMENT OF OPERATIONS for the Six Months Ended June 30, 2022 (Unaudited)
|
STATEMENTS OF CHANGES IN NET ASSETS
|
Six Months Ended
|
Year Ended
|
|||||||||||||||
June 30, 2022#
|
December 31, 2021
|
|||||||||||||||
Investor Class
|
Shares
|
Value
|
Shares
|
Value
|
||||||||||||
Shares sold
|
78,990
|
$
|
958,860
|
185,192
|
$
|
2,607,506
|
||||||||||
Shares issued in reinvestment of distributions
|
—
|
—
|
43,349
|
585,217
|
||||||||||||
Shares redeemed1
|
(146,255
|
)
|
(1,751,656
|
)
|
(655,279
|
)
|
(9,216,124
|
)
|
||||||||
Net decrease
|
(67,265
|
)
|
$
|
(792,796
|
)
|
(426,738
|
)
|
$
|
(6,023,401
|
)
|
||||||
|
||||||||||||||||
|
Six Months Ended
|
Year Ended
|
||||||||||||||
|
June 30, 2022#
|
December 31, 2021
|
||||||||||||||
Institutional Class
|
Shares |
Value
|
Shares
|
Value
|
||||||||||||
Shares sold
|
462,754
|
$
|
5,655,068
|
1,656,438
|
$
|
23,481,894
|
||||||||||
Shares issued in reinvestment of distributions
|
—
|
—
|
414,328
|
5,639,010
|
||||||||||||
Shares redeemed2
|
(3,366,896
|
)
|
(40,457,059
|
)
|
(6,263,848
|
)
|
(88,083,518
|
)
|
||||||||
Net decrease
|
(2,904,142
|
)
|
$
|
(34,801,991
|
)
|
(4,193,082
|
)
|
$
|
(58,962,614
|
)
|
#
|
Unaudited
|
1
|
Net of redemption fees of $114 and $2,020, respectively.
|
2
|
Net of redemption fees of $571 and $11,826 respectively.
|
FINANCIAL HIGHLIGHTS For a capital share outstanding throughout the period/year
|
#
|
Unaudited
|
*
|
Calculated using the average shares outstanding method.
|
1
|
Amount less than $0.01.
|
2
|
Does not include expenses of the investment companies in which the Fund invests.
|
3
|
Not Annualized
|
4
|
Annualized
|
FINANCIAL HIGHLIGHTS For a capital share outstanding throughout the period/year, Continued
|
#
|
Unaudited
|
*
|
Calculated using the average shares outstanding method.
|
1
|
Amount less than $0.01.
|
2
|
Does not include expenses of the investment companies in which the Fund invests.
|
3
|
Not Annualized
|
4
|
Annualized
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited)
|
NOTE 1 – ORGANIZATION
|
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
|
A.
|
Investment Valuation and Fair Value Measurement. All domestic equity securities that are traded on a national securities exchange, except those listed on the National
Association of Securities Dealers Automated Quotation System (“NASDAQ”) Global Market® are valued at the last reported sale price on the exchange on which the
security is principally traded. Securities traded on NASDAQ will be valued at the NASDAQ Official Closing Price on each business day. If, on a particular day, an exchange-traded or NASDAQ security does not trade, then the mean between the
most recent quoted bid and ask prices will be used, except on days when the ask price is more than 10% greater than the bid price. In such instances, the Adviser will price the security based on the fair value determined by the Adviser’s
Valuation Committee. All equity securities that are not traded on a listed exchange are valued at the last sale price in the over-the-counter (“OTC”) market. If a non-exchange traded security does not trade on a particular day, then the
mean between the last quoted closing bid and ask price will be used, except on days when the ask price is more than 10% greater than the bid price. In such instances, the Adviser will price the security based on the fair value determined by
the Adviser’s Valuation Committee.
|
The Fund invests substantially in securities traded on foreign exchanges (see “Foreign Currency Translation” below). Investments that are primarily traded on foreign
exchanges are generally valued in their local currencies as of the close of their primary exchange or market, or if there were no transactions on such day, at the mean between the bid and ask prices, except on days when the ask price is more
than 10% greater than the bid price. In such instances, the Adviser will price the security based on the fair value determined by the Adviser’s Valuation Committee. The local prices are converted to U.S. dollars using the applicable currency
exchange rates as of the close of the New York Stock Exchange (“NYSE”). Exchange rates are provided daily by recognized independent pricing agents. Foreign currency forward contracts are valued at the current day’s interpolated foreign
exchange rate, as calculated using the current day’s exchange rate, and the relevant forward rates provided by an independent pricing service.
|
|
There may be less publicly available information about a foreign company than about a U.S. company. Foreign issuers may not be subject to accounting, auditing and financial reporting standards and requirements
comparable to, or as uniform as, those of U.S. issuers. The number of securities traded, and the frequency of such trading, in non-U.S. securities markets, while growing in volume, is for the most part, substantially less in U.S. markets.
As a result, securities of many foreign issuers may be less liquid and their prices more volatile than securities of comparable U.S. issues. Transaction costs, the costs associated with buying and selling securities on non-U.S. securities
markets may be higher than in the U.S. There is generally less government supervision and regulation of exchanges, brokers and issuers than there is in the U.S. The Fund’s foreign investments may include both voting and non-voting securities,
sovereign debt and participations in foreign government deals. The Fund may have greater difficulty taking appropriate legal action with respect to foreign issuers in U.S. courts.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
For foreign securities traded on foreign exchanges, the Trust has selected Intercontinental Exchange’s Fair Value Information Services (“FVIS”) to provide pricing data with respect to foreign security holdings
held by the Fund. The use of this third-party pricing service is designed to capture events occurring after a foreign exchange closes that may affect the value of certain holdings of the Fund’s securities traded on those foreign exchanges.
The Fund utilizes a “trigger level”, which is a pre-determined percentage move in a specified index that must occur before foreign securities will be fair value priced using FVIS prices. The Fund utilizes a “confidence interval” when
determining the use of the FVIS prices. The confidence interval is a measure of the historical relationship that each foreign exchange traded security has to movements in various indices and the price of the security’s corresponding American
Depositary Receipt, if one exists. FVIS provides the confidence interval for each security for which it provides a price. If the FVIS provided price falls within the confidence interval, the Fund will value the particular security at that
price. If the FVIS provided price does not fall within the confidence interval, the particular security will be valued at the preceding closing price on its respective foreign exchange, or if there were no transactions on such day, at the
mean between the bid and asked prices. There were no foreign equities fair valued using FVIS as of June 30, 2022.
|
|
Securities for which quotations are not readily available are valued at their respective fair values as determined in good faith by the Advisor’s Valuation Committee. When a security is “fair valued,”
consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the pricing procedures adopted by the Fund’s Board of Trustees (“Board”). Fair value pricing is an
inherently subjective process, and no single standard exists for determining fair value. Different funds could reasonably arrive at different values for the same security. The use of fair value pricing by a fund may cause the net asset
value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations. The use of fair value pricing is approved by the Trust’s Board, and is in accordance with the provisions of
the 1940 Act.
|
|
As described above, the Fund utilizes various methods to measure the fair value of its investments on a recurring basis. U.S. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The
three levels of inputs are:
|
Level 1 —
|
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access. The types of assets generally included in this category are domestic equities listed in
active markets and foreign equities listed in active markets that have not been fair valued using FVIS.
|
|
Level 2 —
|
Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument
on an inactive market, prices for similar instruments, interest rates, credit risk, yield curves and similar data. The types of assets generally included in this category are bonds, financial instruments classified as derivatives and foreign
equities fair valued using FVIS.
|
|
Level 3 —
|
Significant unobservable inputs that are supported by limited or no market activity. Level 3 may include financial instruments whose values are determined using indicative market quotes or required significant
management judgment or estimation. These unobservable valuation inputs may include estimates for current yields, maturity/duration, prepayment speed, default rates and indicative market quotes for comparable investments along with other
assumptions relating to credit quality, collateral value, complexity of the investment structure, general market conditions and liquidity. This category may also include investments where trading has been halted or there are certain
restrictions on trading. While these investments are priced using unobservable inputs, the valuation of these investments reflects the best available data and management believes the prices are a reasonable representation of exit price.
|
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet
established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the
determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
|
|
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value
measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following is a summary of the level inputs used to value
the Fund's net assets as of June 30, 2022 (see Schedule of Investments for industry breakout):
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||||
Assets
|
|||||||||||||||||
Common Stocks
|
$
|
110,188,543
|
$
|
—
|
$
|
—
|
$
|
110,188,543
|
|||||||||
Corporate Obligations
|
—
|
—
|
13,484,525
|
13,484,525
|
|||||||||||||
Warrants
|
—
|
98,061
|
—
|
98,061
|
|||||||||||||
Short-Term Investments
|
7,022,780
|
—
|
—
|
7,022,780
|
|||||||||||||
Securities Held as Collateral
|
|||||||||||||||||
on Loaned Securities
|
7,373,762
|
—
|
—
|
7,373,762
|
|||||||||||||
Total Investments in Securities
|
124,585,085
|
98,061
|
13,484,525
|
138,167,671
|
|||||||||||||
Unrealized appreciation on
|
|||||||||||||||||
Forward Foreign Currency*
|
—
|
2,219,986
|
—
|
2,219,986
|
|||||||||||||
Total Assets
|
$
|
124,585,085
|
$
|
2,318,047
|
$
|
13,484,525
|
$
|
140,387,657
|
|||||||||
Liabilities
|
|||||||||||||||||
Unrealized depreciation on
|
|||||||||||||||||
Forward Foreign Currency*
|
—
|
92,795
|
—
|
92,795
|
|||||||||||||
Total Liabilities
|
$
|
—
|
$
|
92,795
|
$
|
—
|
$
|
92,795
|
Below is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:
|
Description
|
Common Stocks
|
Corporate Obligations
|
Warrants
|
||||||||||
Balance as of January 1, 2022
|
$
|
701,820
|
$
|
15,401,368
|
$
|
73,831
|
|||||||
Purchases
|
—
|
—
|
—
|
||||||||||
Sales proceeds and paydowns
|
(956,369
|
)
|
—
|
(4,456
|
)
|
||||||||
Accreted discounts, net
|
—
|
—
|
—
|
||||||||||
Corporate Actions
|
—
|
—
|
—
|
||||||||||
Realized gain (loss)
|
(2,385,631
|
)
|
—
|
4,456
|
|||||||||
Change in unrealized appreciation (depreciation)
|
2,640,180
|
(1,916,843
|
)
|
(73,831
|
)
|
||||||||
Transfers into/(out of) Level 3
|
—
|
—
|
—
|
||||||||||
Balance as of June 30, 2022
|
$
|
—
|
$
|
13,484,525
|
$
|
—
|
|||||||
Change in unrealized appreciation (depreciation) during the
|
|||||||||||||
period for Level 3 investments held at June 30, 2022
|
$
|
—
|
$
|
(1,916,843
|
)
|
$
|
—
|
The Level 3 amounts disclosed in the table above consist of three securities that are fair valued in good faith, using significant unobservable inputs, by the Adviser's Valuation Committee. The table below
indicates the quantitative information about Level 3 fair value measurements for the securities still held at June 30, 2022:
|
Market Value
|
||||||
Valuation
|
Unobservable
|
Impact if Input
|
||||
Investment Type
|
Fair Value
|
Methodology
|
Input Type
|
Inputs
|
Increases
|
|
Corporate Obligation
|
13,484,527
|
Discounted Cash Flow
|
Credit Spread
|
14.97% to 16.26%
|
Decrease
|
|
Discount Rate
|
1.05% to 1.37%
|
Decrease
|
||||
Illiquidity Rate
|
2.00%
|
Decrease
|
B.
|
Option Writing. Writing options may permit the writer to generate additional income in the form of the premium received for writing the option. The writer of an option
may have no control over when the underlying reference instruments must be sold (in the case of a call option) or purchased (in the case of a put option) because the writer may be notified of exercise at any time prior to the expiration of
the option (for American style options). In general, though, options are infrequently exercised prior to expiration. Whether or not an option expires unexercised, the writer retains the amount of the premium. Writing “covered” call options
means that the writer owns the underlying reference instrument that is subject to the call option. Call options may also be written on reference instruments that the writer does not own.
|
When a 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 fair value of the option written. Premiums received from
writing options that expire unexercised are treated by
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
Asset Derivatives
|
Liability Derivatives
|
||||||||||
Derivative
|
Statement of Assets
|
Statement of Assets
|
|||||||||
Instruments
|
and Liabilities Location
|
Value
|
and Liabilities Location
|
Value
|
|||||||
Foreign Exchange Contracts –
|
Unrealized appreciation
|
Unrealized depreciation
|
|||||||||
Forward foreign currency contracts
|
on forward foreign
|
on forward foreign
|
|||||||||
|
currency contracts |
$
|
2,219,986
|
currency contracts
|
$
|
92,795
|
|||||
Total
|
$
|
2,219,986
|
$
|
92,795
|
Statement of Operations
|
|
The following table shows the effect of derivative instruments on the Statement of Operations for the period ended June 30, 2022:
|
Amount of Realized Gain/(Loss) on
|
|||||||||||||||||
Derivatives Recognized in Income
|
|||||||||||||||||
Forward
|
|||||||||||||||||
Foreign
|
|||||||||||||||||
Currency
|
Written
|
Purchased
|
|||||||||||||||
Contracts
|
Options
|
Options*
|
Total
|
||||||||||||||
Foreign Exchange Contracts
|
$
|
7,130,929
|
$
|
—
|
$
|
—
|
$
|
7,130,929
|
|||||||||
Equity Contracts
|
—
|
(2,051,032
|
)
|
1,263,806
|
(787,226
|
)
|
|||||||||||
Total
|
$
|
7,130,929
|
$
|
(2,051,032
|
)
|
$
|
1,263,806
|
$
|
6,343,703
|
*
|
Included in net realized gain on investments in unaffiliated securities as reported on the Statement of Operations.
|
Change in Unrealized Appreciation or (Depreciation)
|
|||||||||||||||||
on Derivatives Recognized in Income
|
|||||||||||||||||
Forward
|
|||||||||||||||||
Foreign
|
|||||||||||||||||
Currency
|
Written
|
Purchased
|
|||||||||||||||
Contracts
|
Options
|
Options*
|
Total
|
||||||||||||||
Foreign Exchange Contracts
|
$
|
3,477,301
|
$
|
—
|
$
|
—
|
$
|
3,477,301
|
|||||||||
Equity Contracts
|
—
|
293,745
|
(156,257
|
)
|
137,488
|
||||||||||||
Total
|
$
|
3,477,301
|
$
|
293,745
|
$
|
(156,257
|
)
|
$
|
3,614,789
|
*
|
Included in change in net unrealized appreciation (depreciation) on investments in unaffiliated securities as reported on the Statement of Operations.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
The average monthly value outstanding of purchased and written options during the period ended June 30, 2022 were as follows:
|
Purchased Options
|
$
|
168,333
|
|||
Written Options
|
$
|
(120,000
|
)
|
The average monthly notional value outstanding of forward foreign currency contracts during the period ended June 30, 2022 was $99,155,105.
|
|
D.
|
Principal Risks from the Investments.
|
Foreign Securities Risk – Securities of companies located outside the U.S. involve additional risks that can increase the potential for losses in the Fund to the extent
that it invests in these securities. Investments in foreign securities may be affected by currency controls and exchange rates; different accounting, auditing, financial reporting, and legal standards and practices; expropriation; changes in
tax policy; greater market volatility; differing securities market structures; higher transaction costs; and various administrative difficulties, such as delays in clearing and settling portfolio transactions or in receiving payment of
dividends. Certain of these risks also may apply to securities of U.S. companies with significant foreign operations. These risks can increase the potential for losses in the Fund and affect its share price. To the extent that the Fund’s
assets are significantly invested in a single country or geographic region, the Fund will be subject to the risks associated with that particular country or region.
|
|
Special Situations Risk – Investments in special situations (undervalued equities, merger arbitrage situations, distressed companies, etc.) may involve greater risks
when compared to other investments the Fund may make due to a variety of factors. For example, mergers, acquisitions, reorganizations, liquidations or recapitalizations may fail or not be completed on the terms originally contemplated, and
expected developments may not occur in a timely manner, if at all.
|
|
Small and/or Mid-Sized Companies Risk – Investments in securities of small and mid-sized companies tend to be more vulnerable to adverse developments and are more
volatile and less liquid than securities of large companies. Compared to large companies, small and mid-sized companies tend to have analyst coverage by fewer Wall Street firms and may trade at prices that reflect incomplete or inaccurate
information about the issuers of the securities or have less market interest for such securities.
|
|
Industry and Sector Risk – To the extent the Fund invests a significant portion of its assets in a particular industry or sector, the value of its investments will be
affected by factors related to that industry or sector and may fluctuate more widely than that of a fund that invests more broadly across industries or sectors.
|
•
|
Communication Services Sector Risk – The Fund’s investments are exposed to issuers conducting business in the communication services sector. The communication services
sector includes companies that facilitate communication and offer related content and information through various mediums. It includes telecom and media & entertainment companies including producers of interactive gaming products and
companies engaged in content and information creation or distribution through proprietary platforms. The Fund is subject to the risk that the securities of such issuers will underperform the market as a whole due to legislative or regulatory
changes, adverse market conditions and/or increased competition affecting the communication services sector. The performance of companies operating in the communication services sector has historically been closely tied to the performance of
the overall economy, and also is affected by economic growth, consumer confidence, attitudes and spending. Increased sensitivity to short product cycles and aggressive pricing, challenges in bringing products to market and changes in
demographics and consumer tastes also can affect the demand for, and success of, communication services products and services in the marketplace.
|
|
•
|
Energy Sector Risk – The Fund may invest to a significant extent in the energy sector of the economy. Companies in the energy industry may be significantly affected by
volatile energy prices and supply and demand of energy fuels, conservation efforts, energy exploration and production, government regulation, weather or natural disasters and global events. Energy companies may also operate in, or do business
in, countries with less developed regulatory regimes or countries with a history of expropriation, nationalization or other adverse policies. Because of this, the securities of energy companies can be very volatile. Energy companies may also
have high levels of debt, making them more likely to restructure their businesses if there are market downturns in the energy sector or in the market as a whole.
|
|
•
|
Financial Sector Risk – Financial services companies are subject to extensive governmental regulation which may limit both the amounts and types of loans and other
financial commitments they can make, the interest rates and fees they can charge, the scope of their activities, the prices they can charge and the amount of capital they must maintain. Profitability is largely dependent on the availability
and cost of capital funds and can fluctuate significantly when interest rates change or due to increased competition. In addition, deterioration of the credit markets generally may cause an adverse impact in a broad range of markets,
including U.S. and international credit and interbank money markets generally, thereby affecting a wide range of financial institutions and markets.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
•
|
Industrials Sector Risk – The Fund may invest to a significant extent in the industrials sector of the economy. The value of securities issued by companies in the
industrials sector may be adversely affected by supply and demand related to their specific products or services and industrials sector products in general. The products of manufacturing companies may face obsolescence due to rapid
technological developments and frequent new product introduction. Government regulations, world events, economic conditions and exchange rates may adversely affect the performance of companies in the industrials sector. Companies in the
industrials sector may be adversely affected by liability for environmental damage and product liability claims. The industrials sector may also be adversely affected by changes or trends in commodity prices, which may be influenced by
unpredictable factors.
|
|
•
|
Information Technology Sector Risk – The information technology sector includes companies in the software and services, technology hardware and equipment, and
semiconductors and semiconductor equipment industry groups. Companies in the information technology sector are subject to rapid obsolescence of existing technology, short product cycles, falling prices and profits, competition from new market
entrants, and general economic conditions. Stocks of companies in the information technology sector, especially those of smaller, less-seasoned companies, tend to be more volatile than the overall market. Technological developments, fixed
rate pricing, and the ability to retain skilled employees can significantly affect the industries in the information technology sector. Additionally, success in the internet services and infrastructure industry is subject to continued demand
for internet services.
|
Currency Exchange Rate Risk – Foreign securities may be issued and traded in foreign currencies. As a result, their values may be affected by changes in exchange rates
between foreign currencies and the U.S. dollar, as well as between currencies of countries other than the U.S. For example, if the value of the U.S. dollar goes up compared to a foreign currency, an investment traded in that foreign currency
will go down in value because it will be worth fewer U.S. dollars. The Fund may also employ strategies intended to increase exposure to certain currencies. Such currency transactions involve additional risks, and the Fund’s strategies, if
unsuccessful, may decrease the value of the Fund.
|
|
Derivative Investment Risk – Derivatives are subject to a number of risks, such as interest rate risk, market risk, credit risk, and foreign exchange risk. Changes in
the value of the derivative may not correlate perfectly with the underlying asset, rate or index, and the Fund may lose more money than its initial investment in the derivative. A small investment in a derivative could have a relatively large
positive or negative impact on the performance of the Fund, potentially resulting in losses to Fund shareholders.
|
|
Emerging Market Risk – The risks of foreign investments in emerging market countries may involve risks greater than, or in addition to, the risks of investing in more
developed countries. Emerging markets are generally smaller, less developed, less liquid, and more volatile than developed markets. For example, political and economic structures in these countries may be less established and may change
rapidly. These countries also are more likely to experience high levels of inflation, deflation or currency devaluation, which can harm their economies and securities markets and increase volatility. In fact, short-term volatility in these
markets and declines of 50% or more are not uncommon. Restrictions on currency trading that may be imposed by emerging market countries will have an adverse effect on the value of the securities of companies that trade or operate in such
countries.
|
|
Family-Controlled Companies Risk – The Fund may invest a significant portion of its assets in the securities of issuers that it deems to be “family-controlled
companies.” Corporate governance standards of some family-controlled companies may be weaker and less transparent, which increases the potential for loss and unequal treatment of investors.
|
|
United States Investing Risk – A decrease in imports or exports, changes in trade regulations and/or an economic recession in the U.S. may have a material adverse effect
on the U.S. economy and the securities listed on U.S. exchanges. Proposed and adopted policy and legislative changes in the U.S. are changing many aspects of financial and other regulation and may have a significant effect on the U.S. markets
generally, as well as on the value of certain securities. In addition, a continued rise in the U.S. public debt level or U.S. austerity measures may adversely affect U.S. economic growth and the securities to which the Fund has exposure.
|
|
An investment in the Fund is not a bank deposit or obligation of any bank and is not endorsed or guaranteed by any bank and is not insured or guaranteed by the U.S. government, the Federal Deposit Insurance
Corporation, the Federal Reserve Board or any other governmental agency.
|
|
E.
|
Offsetting Assets and Liabilities. The Fund is subject to various Master Netting Arrangements, which govern the terms of certain transactions with select
counterparties. The Master Netting Arrangements allow the Fund to close out and net its total exposure to a counterparty in the event of a default with respect to all the transactions governed under a single agreement with a counterparty. The
Master Netting Arrangements also specify collateral posting arrangements at pre-arranged exposure levels. Under the Master Netting Arrangements, collateral is routinely transferred if the total net exposure to certain transactions (net of
existing collateral already in place) governed under the relevant Master Netting Arrangement with a counterparty in a given account exceeds a specified threshold depending on the counterparty and the type of Master Netting Arrangement.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
The table below, as of June 30, 2022, discloses both gross information and net information about instruments and transactions eligible for offset in the Statement of Assets and Liabilities and instruments and
transactions that are subject to an agreement similar to a master netting agreement, as well as amounts related to collateral held at clearing brokers and counterparties. For financial reporting purposes, the Fund does not offset derivative
assets and liabilities, and any related collateral received or pledged, on the Statement of Assets and Liabilities.
|
Assets
|
|||||||||||||||||||||||||
Gross Amounts not
|
|||||||||||||||||||||||||
offset in the Statement of
|
|||||||||||||||||||||||||
Net
|
Assets and Liabilities
|
||||||||||||||||||||||||
Gross
|
Gross
|
Amounts
|
|||||||||||||||||||||||
Amounts
|
Amounts
|
Presented
|
|||||||||||||||||||||||
Presented in
|
Offset in the
|
in the
|
|||||||||||||||||||||||
Statement of
|
Statement of
|
Statement of
|
|||||||||||||||||||||||
Description/
|
Assets &
|
Assets and
|
Assets and
|
Financial
|
Collateral
|
Net
|
|||||||||||||||||||
Counterparty
|
Liabilities
|
Liabilities
|
Liabilities
|
Instruments
|
Received
|
Amount
|
|||||||||||||||||||
Securities out on loan
|
|||||||||||||||||||||||||
U.S. Bank N.A.
|
$
|
7,051,023
|
$
|
—
|
$
|
7,051,023
|
$
|
—
|
$
|
(7,051,023
|
)1
|
$
|
—
|
||||||||||||
Forward Foreign
|
|||||||||||||||||||||||||
Currency Contracts
|
|||||||||||||||||||||||||
Bank of New York
|
2,219,986
|
—
|
2,219,986
|
(92,795
|
)
|
—
|
2,127,191
|
||||||||||||||||||
$
|
9,271,009
|
$
|
—
|
$
|
9,271,009
|
$
|
(92,795
|
)
|
$
|
(7,051,023
|
)
|
$
|
2,127,191
|
||||||||||||
Liabilities
|
|||||||||||||||||||||||||
Gross Amounts not
|
|||||||||||||||||||||||||
offset in the Statement of
|
|||||||||||||||||||||||||
Net
|
Assets and Liabilities
|
||||||||||||||||||||||||
Gross
|
Gross
|
Amounts
|
|||||||||||||||||||||||
Amounts
|
Amounts
|
Presented
|
|||||||||||||||||||||||
Presented in
|
Offset in the
|
in the
|
|||||||||||||||||||||||
Statement of
|
Statement of
|
Statement of
|
|||||||||||||||||||||||
Description/
|
Assets &
|
Assets and
|
Assets and
|
Financial
|
Collateral
|
Net
|
|||||||||||||||||||
Counterparty
|
Liabilities
|
Liabilities
|
Liabilities
|
Instruments
|
Received
|
Amount
|
|||||||||||||||||||
Forward Foreign
|
|||||||||||||||||||||||||
Currency Contracts
|
|||||||||||||||||||||||||
Bank of New York
|
$
|
92,795
|
$
|
—
|
$
|
92,795
|
$
|
(92,795
|
)
|
$
|
—
|
$
|
—
|
||||||||||||
$
|
92,795
|
$
|
—
|
$
|
92,795
|
$
|
(92,795
|
)
|
$
|
—
|
$
|
—
|
1
|
The Fund received cash collateral of $7,373,762, which was subsequently invested in the First American Government Obligations Fund – Class X as reported in the Schedule of Investments.
|
In some instances, the collateral amounts disclosed in the tables were adjusted due to the requirement to limit the collateral amounts to avoid the effect of overcollateralization. Actual collateral
received/pledged may be more than the amounts disclosed herein.
|
|
F.
|
Foreign Currency Translation. 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 Fund does 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.
|
|
The Fund reports net realized foreign exchange gains or losses that 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 Fund’s 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 year end, resulting from changes in exchange rates.
|
|
G.
|
Federal Income Taxes. The Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all taxable income to its
shareholders and otherwise comply with the provisions of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. Therefore, no provision for federal income taxes or excise taxes has been made.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
In order to avoid imposition of the excise tax applicable to regulated investment companies, the Fund intends to declare each year as dividends in each calendar year at least 98.0% of its net investment income
(earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts, if any, from prior years.
|
|
A regulated investment company may elect to treat any portion of its qualified late year losses as arising on the first day of the next taxable year. Qualified late year losses are any ordinary and net capital
losses incurred between November 1 and the end of the fiscal year, December 31. For the taxable year ended December 31, 2021 the Fund does not intend to defer any late-year ordinary and capital losses.
|
|
As of December 31, 2021, the Fund had Short Term Capital Loss Carryovers of $2,448,232 and Long Term Capital Loss Carryovers of $50,444,707 available for federal income tax purposes. During the tax year ended
December 31, 2021, the Fund utilized $8,269,302 of Short Term Capital Loss Carryover and $21,271,301 of Long Term Capital Loss Carryover.
|
|
Additionally, U.S. generally accepted accounting principles require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These
reclassifications have no effect on net assets or net asset value per share. For the year ended December 31, 2021, the Fund had no reclassifications of net assets.
|
|
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. The Fund recognizes interest and
penalties, if any, related to unrecognized tax benefits as other expense in the Statement of Operations. Management has analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded
related to uncertain tax positions taken on returns filed for the open tax years (2018-2020), or expected to be taken in the Fund’s 2021 tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, New Jersey State, and
Massachusetts State; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months. Generally, tax authorities can
examine all tax returns filed for the last three years.
|
|
The Fund seeks to recover a portion of foreign withholding taxes applied to income earned in jurisdictions where favorable treaty rates for US investors are available. The portion of such taxes believed to be
recoverable is reflected as an asset on the Statement of Assets and Liabilities under the caption “Dividend Reclaims”.
|
|
H.
|
Forward Foreign Currency Contracts. The Fund may enter into forward foreign currency contracts as hedges against either specific transactions or fund positions. The
aggregate principal amount of the contracts are not recorded because the Fund intends to settle the contracts prior to delivery. All commitments are marked-to-market daily at the applicable foreign exchange rate, and any resulting unrealized
gains or losses are recorded currently. The Fund realizes gains or losses at the time the forward contracts are extinguished. For federal income tax purposes, the Fund elected capital treatment for all realized and unrealized transactions on
forward foreign currency contracts during the six months ended June 30, 2022.
|
The use of forward foreign currency contracts does not eliminate fluctuations in the underlying prices of the securities, but it does establish a rate of exchange that can be achieved in the future. Although
forward foreign currency contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit a potential gain that might result should the value of the currency increase. These contracts involve market risk
in excess of the amount reflected in the Fund’s Statement of Assets and Liabilities. The face or contract amount in U.S. dollars reflects the total exposure the Fund has in that particular currency contract. In addition, there could be
exposure to risks (limited to the amount of unrealized gains) if the counterparties to the contracts are unable to meet the terms of their contracts.
|
|
The Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor
the financial stability of counterparties. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down by at least the predetermined threshold amount.
|
|
I.
|
Short Sales. The Fund may make short sales of securities, including “short sales against the box.” In a short transaction, a fund sells a security it does not own in
anticipation that the market price of that security will decline. The Fund expects to make short sales (i) as a form of hedging to offset potential declines in long positions in similar securities, (ii) in order to maintain portfolio
flexibility and (iii) for profit.
|
When the Fund makes a short sale, its broker borrows the security to be sold short and the broker-dealer maintains the proceeds of the short sale while the short position is open. The Fund must keep the
proceeds account marked to market and must post additional collateral for its obligation to deliver securities to replace the securities that were borrowed and sold short. The Fund may have to pay a fee to borrow particular securities and is
often obligated to pay over any payments received on such borrowed securities.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
A Fund’s obligation to replace borrowed securities will be secured by collateral deposited with the broker-dealer or the Fund’s custodian bank, usually cash, U.S. government securities or other high grade
liquid securities similar to those borrowed. The Fund will also be required to segregate similar collateral to the extent, if any (excluding any proceeds of the short sales), necessary so that the value of both collateral deposits in the
aggregate is at all times equal to at least 100% of the current market value of the security sold short.
|
|
Short sales carry risks of loss if the price of the security sold short increases after the sale. In this situation, when a Fund replaces the borrowed security by buying the security in the securities market,
the Fund may pay more for the security than it has received from the purchaser in the short sale. A Fund may, however, profit from a change in the value of the security sold short, if the price decreases.
|
|
J.
|
Security Transactions and Investment Income. Investment securities transactions are accounted for on the trade date. Gains and losses realized on sales of securities
are determined on a high cost basis. Discounts/premiums on debt securities purchased are accreted/ amortized over the life of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend
date. Interest income is recorded on an accrual basis. Other non-cash dividends are recognized as investment income at the fair value of the property received. Withholding taxes on foreign dividends have been provided for in accordance with
the Trust’s understanding of the applicable country’s tax rules and rates.
|
K.
|
Distributions to Shareholders. Distributions to shareholders from net investment income and net realized gains on securities for the Fund, which are determined in
accordance with income tax regulations, are normally declared and paid on an annual basis. Distributions are recorded on the ex-dividend date. The Fund may also pay a special distribution at the end of the calendar year to comply with
Federal tax requirements.
|
L.
|
Use of Estimates. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Actual results could differ from those estimates.
|
M.
|
Share Valuation. The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other
assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on the days on which the NYSE is closed for
trading. As discussed in Note 1, certain shares are subject to a redemption fee if sold before a specified holding period. Any redemption fees are deducted from the redemption proceeds otherwise payable to the shareholder. The Fund retains
the fee charged as paid-in-capital and such fees become part of the Fund’ daily NAV calculation.
|
N.
|
Guarantees and Indemnifications. In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses.
The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.
|
O.
|
Securities Lending. The Fund is authorized to lend securities it holds to brokers, and other financial organizations. This activity is subject to an agreement where
U.S. Bank N.A. act as the Fund’s agent. When loaning securities, the Fund retains the benefits of owning the securities, including the economic equivalent of dividends or interest generated by the security. Pursuant to these agreements,
income earned from the securities lending program is paid to the Fund, net of any fees paid to U.S. Bank N.A. and is recognized as “Securities lending net income” on the Statement of Operations.
|
Lending of the Fund’s securities exposes the Fund to risks such as the following: (i) the borrower may fail to return the loaned securities, (ii) the borrower may not be able to provide additional collateral in
instances when the value of the collateral is less than the loaned securities, (iii) the Fund may experience delays in recovery of the loaned securities or delays in access to collateral, or (iv) the Fund may experience losses related to the
reinvestment of collateral. To minimize these risks, loans must be continuously secured by collateral consisting of cash or securities issued or guaranteed by the U.S. government or one of its agencies or instrumentalities, or an irrevocable
standby letter of credit or any combination thereof. The collateral and the securities loaned shall be marked to market daily. Upon the origination of any loan, collateral required by U.S. Bank N.A. shall be equal to 100% of the market value
(plus accrued interest) of the securities loaned. The collateral must be received concurrently with delivery of the loaned securities and the collateral must be kept in an account appropriately segregated by the custodian from any assets
belonging to the Fund. The value of the collateral requirement is determined based upon the closing price of a borrowed security, with the collateral balance adjusted the following business day. Although there is no specified time limit
regarding how long a security may be out on loan, the Fund or the borrower may request that a security on loan be returned at any time. If the Fund requests that a specific security be returned, and the borrower fails to return such security,
the Fund will be able to retain the borrower’s collateral. Assets in the collateral account will be invested by U.S. Bank N.A., as directed by the Adviser in a short term U.S. government money market instrument that constitutes an “Eligible
Security” (as defined in Rule 2a-7 under the Investment Company Act). All of the assets that are held by the collateral account will be valued on an amortized cost basis to the extent permitted by applicable Commission or staff releases,
rules, letters or orders.
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
During the period ended June 30, 2022, the Fund had loaned securities that were collateralized by cash. The cash collateral received was invested in the First American Government Obligations Fund – X Class
Shares and is presented in the Fund’s Schedule of Investments as “Securities Held as Collateral on Loaned Securities.” The securities lending program restricts investments to several prescribed money market funds along with a collateralized
separate account investment option.
|
|
P.
|
Restricted and Illiquid Securities. The Fund will not purchase nor otherwise acquire any investment if, as a result, more than 15% of its net assets (taken at current
market value) would be invested in securities that are illiquid. Generally speaking, an illiquid security is any asset or investment of which the Fund cannot sell a normal trading unit in the ordinary course of business within seven days at
approximately the value at which the Fund has valued the asset or investment, including securities that cannot be sold publicly due to legal or contractual restrictions. The sale of illiquid securities often requires more time and results in
higher brokerage charges or dealer discounts and other selling expenses than does the sale of securities eligible for trading on national securities exchanges or in the OTC markets. Restricted securities may sell at a price lower than similar
securities that are not subject to restrictions on resale.
|
Over the past several years, strong institutional markets have developed for various types of restricted securities, including repurchase agreements, some types of commercial paper, and some corporate bonds and
notes (commonly known as “Rule 144A Securities”). Securities freely salable among qualified institutional investors under special rules adopted by the SEC, or otherwise determined to be liquid, may be treated as liquid if they satisfy
liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly, the Board will monitor their liquidity. The Board will review pertinent
factors such as trading activity, reliability of price information and trading patterns of comparable securities in determining whether to treat any such security as liquid for purposes of the foregoing 15% test. To the extent the Board
treats such securities as liquid, temporary impairments to trading patterns of such securities may adversely affect the Fund’s liquidity. The Fund may, from time to time, participate in private investment vehicles and/or in equity or debt
instruments that do not trade publicly and may never trade publicly. These types of investments carry a number of special risks in addition to the normal risks associated with equity and debt investments. In particular, private investments
are likely to be illiquid, and it may be difficult or impossible to sell these investments under many conditions. The Fund may from time to time establish one or more wholly-owned special purpose subsidiaries in order to facilitate the Fund’s
investment program which may reduce certain of the costs (e.g. tax consequences) to the Fund.
|
|
Q.
|
REIT Distributions. The character of distributions received from real estate investment trusts (“REITs”) held by the Fund is generally comprised of net investment
income, capital gains, and return of capital. It is the policy of the Fund to estimate the character of distributions received from underlying REITs based on historical data provided by the REITs. After each calendar year end, REITs report
the actual tax character of these distributions. Differences between the estimated and actual amounts reported by the REITs are reflected in the Fund’s records in the year in which they are reported by the REITs by adjusting related
investment cost basis, capital gains and income, as necessary.
|
R.
|
Global Outbreak. The continuing spread of an infectious respiratory illness caused by a novel strain of coronavirus (known as COVID-19) has caused volatility, severe
market dislocations and liquidity constraints in many markets and may adversely affect the Fund’s investments and operations. The outbreak was first detected in December 2019 and subsequently spread globally. The transmission of COVID-19 and
efforts to contain its spread have resulted in international and domestic travel restrictions and disruptions, closed international borders, enhanced health screenings at ports of entry and elsewhere, disruption of and delays in healthcare
service preparation and delivery, quarantines, event and service cancellations or interruptions, disruptions to business operations (including staff reductions), supply chains and consumer activity, as well as general concern and uncertainty
that has negatively affected the economic environment. These disruptions have led to instability in the marketplace, including stock and credit market losses and overall volatility. The impact of COVID-19, and other infectious illness
outbreaks, epidemics or pandemics that may arise in the future, could adversely affect the economies of many nations or the entire global economy, the financial performance of individual issuers, borrowers and sectors and the health of the
markets generally in potentially significant and unforeseen ways. Health crises caused by the recent outbreak may heighten other pre-existing political, social and economic risks in a country or region. In the event of a pandemic or an
outbreak, there can be no assurance that the Fund and its service providers will be able to maintain normal business operations for an extended period of time or will not lose the services of key personnel on a temporary or long-term basis
due to illness or other reasons. Although vaccines for COVID-19 are becoming more widely available, the full impacts of a pandemic or disease outbreaks are unknown and the pace of recovery may vary from market to market, resulting in a high
degree of uncertainty for potentially extended periods of time.
|
S.
|
LIBOR Discontinuation. Many financial instruments use or may use a floating rate based on the London Interbank Offered Rate, or “LIBOR,” which is the offered rate for
short-term Eurodollar deposits between major international banks. On July 27, 2017, the Financial Conduct Authority (“FCA”) announced a desire to phase out the use of LIBOR by the end of 2021. The FCA and ICE Benchmark Administrator have
since announced that most LIBOR settings will no longer be published after December 31, 2021 and a majority of U.S. dollar LIBOR settings will cease publication after June 30, 2023. It is possible that a subset of LIBOR settings will be
published after these dates on a “synthetic” basis, but any such publications would be considered non-representative of the underlying market. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s
Alternative Reference Rate
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
Committee (comprised of major derivative market participants and their regulators), has begun publishing SOFR that is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other
currencies have also been announced or have already begun publication. Markets are slowly developing in response to these new reference rates. Uncertainty related to the liquidity impact of the change in rates, and how to appropriately adjust
these rates at the time of transition, poses risks for the Fund. The effect of any changes to, or discontinuation of, LIBOR on the Fund will depend on, among other things, (1) existing fallback or termination provisions in individual
contracts and (2) whether, how, and when industry participants develop and adopt new reference rates and fallbacks for both legacy and new instruments and contracts. The expected discontinuation of LIBOR could have a significant impact on the
financial markets in general and may also present heightened risk to market participants, including public companies, investment advisers, investment companies, and broker-dealers. The risks associated with this discontinuation and transition
will be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. For example, current information technology systems may be unable to accommodate new instruments
and rates with features that differ from LIBOR. Accordingly, it is difficult to predict the full impact of the transition away from LIBOR on the Fund until new reference rates and fallbacks for both legacy and new instruments and contracts
are commercially accepted and market practices become settled.
|
|
T.
|
SEC Rule 18f-4. In October 2020, the SEC adopted new regulations governing the use of derivatives by registered investment companies (“Rule 18f-4”). Rule 18f-4 will
impose limits on the amount of derivatives the Fund can enter into, eliminate the asset segregation framework currently used by funds to comply with Section 18 of the 1940 Act, and require funds whose use of derivatives is greater than a
limited specified amount to establish and maintain a comprehensive derivatives risk management program and appoint a derivatives risk manager. As a limited derivatives user under Rule 18f-4, the Fund is not required to appoint a derivatives
risk manager, but has adopted a limited derivatives user policy.
|
U.
|
SEC Rule 2a-5. In December 2020, the SEC adopted a new rule providing a framework for fund valuation practices (“Rule 2a-5”). Rule 2a-5 establishes requirements for
determining fair value in good faith for purposes of the 1940 Act. Rule 2a-5 will permit fund boards to designate certain parties to perform fair value determinations, subject to board oversight and certain other conditions. Rule 2a-5 also
defines when market quotations are “readily available” for purposes of the 1940 Act and the threshold for determining whether a fund must fair value a security. In connection with Rule 2a-5, the SEC also adopted related recordkeeping
requirements and is rescinding previously issued guidance, including with respect to the role of a board in determining fair value and the accounting and auditing of fund investments. The Fund will be required to comply with the rules by
September 8, 2022. Management is currently assessing the potential impact of the new rules on the Fund’s financial statements.
|
V.
|
Subsequent Events. In preparing these financial statements, the Fund has evaluated events and transactions for potential recognition or disclosure through the date the
financial statements were available to be issued. The Fund has determined that there were no subsequent events that would be required to be disclosed in the Fund’s financial statements.
|
NOTE 3 – INVESTMENT ADVISORY FEES, SERVICING FEES, AND OTHER FEES AND EXPENSES
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
NOTE 4 – PURCHASES AND SALES OF SECURITIES
|
NOTE 5 – DISTRIBUTIONS TO SHAREHOLDERS
|
December 31, 2021
|
December 31, 2020
|
|||||||
Distributions paid from:
|
||||||||
Ordinary income*
|
$
|
6,425,493
|
$
|
542,996
|
||||
Long-term capital gains**
|
—
|
—
|
||||||
Total distributions
|
$
|
6,425,493
|
$
|
542,996
|
*
|
For federal income tax purposes, distributions of short-term capital gains are treated as ordinary income distributions.
|
**
|
The Fund designates this distribution as long-term capital gain dividends pursuant to Internal Revenue Code Section 852(b)(3)(C).
|
Total Portfolio
|
||||
Cost of investments
|
$
|
174,840,522
|
||
Gross tax unrealized appreciation
|
77,172,954
|
|||
Gross tax unrealized depreciation
|
(19,096,520
|
)
|
||
Net tax unrealized appreciation
|
58,076,434
|
|||
Undistributed ordinary income
|
782,089
|
|||
Undistributed long-term capital gain
|
—
|
|||
Total distributable earnings
|
782,089
|
|||
Other accumulated losses
|
(57,690,510
|
)
|
||
Total accumulated losses
|
$
|
1,168,013
|
NOTES TO FINANCIAL STATEMENTS June 30, 2022 (Unaudited), Continued
|
NOTE 6 – INVESTMENTS IN AFFILIATES
|
Change in
|
|||||||||||||||||||||
Value
|
Unrealized
|
||||||||||||||||||||
January 1,
|
Realized
|
Appreciation
|
|||||||||||||||||||
Issuer
|
2022
|
Purchases
|
Sales
|
Gain (Loss)
|
(Depreciation)
|
||||||||||||||||
Lamington Road Grantor
|
|||||||||||||||||||||
Trust (United States)1
|
$
|
701,820
|
$
|
—
|
$
|
(956,369
|
)
|
$
|
(2,385,631
|
)
|
$
|
2,640,180
|
|||||||||
Lamington Road Grantor Trust
|
|||||||||||||||||||||
Warrant (United States)1
|
73,831
|
—
|
(4,456
|
)
|
4,456
|
(73,831
|
)
|
||||||||||||||
Lamington Road DAC 9.750% Cash
|
|||||||||||||||||||||
or 14.000% PIK, 4/7/2121 (United States)
|
15,401,368
|
—
|
—
|
—
|
(1,916,843
|
)
|
|||||||||||||||
$
|
16,177,019
|
$
|
—
|
$
|
(960,825
|
)
|
$
|
(2,381,175
|
)
|
$
|
649,506
|
||||||||||
Share
|
|||||||||||||||||||||
Value
|
Balance
|
||||||||||||||||||||
Dividend
|
Interest
|
June 30,
|
June 30,
|
||||||||||||||||||
Issuer
|
Income
|
Income
|
2022
|
2022
|
|||||||||||||||||
Lamington Road Grantor
|
|||||||||||||||||||||
Trust (United States)1
|
$
|
—
|
$
|
—
|
$
|
—
|
$
|
—
|
|||||||||||||
Lamington Road Grantor Trust
|
|||||||||||||||||||||
Warrant (United States)1
|
—
|
—
|
—
|
—
|
|||||||||||||||||
Lamington Road DAC 9.750% Cash
|
|||||||||||||||||||||
or 14.000% PIK, 4/7/2121 (United States)
|
—
|
738,121
|
13,484,525
|
15,140,944
|
2
|
||||||||||||||||
$
|
—
|
$
|
738,121
|
$
|
13,484,525
|
$
|
15,140,944
|
1
|
Issuer was no longer an affiliate as of June 30, 2022.
|
2
|
Principal Amount.
|
TRUSTEES AND EXECUTIVE OFFICERS (Unaudited)
|
Number of
|
|||||
Portfolios
|
|||||
Term of
|
in Fund
|
||||
Position
|
Office and
|
Complex
|
|||
with the
|
Length of
|
Principal Occupation
|
Overseen
|
||
Name, Age and Address
|
Trust
|
Time Served
|
During Past Five Years
|
by Trustees
|
Other Directorships Held
|
Independent Trustees of the Trust
|
|||||
Eugene W. Bebout III
|
Trustee
|
Indefinite
|
Chief Financial
|
1
|
Director and Audit Committee
|
(born 1959)
|
Term since
|
Officer and
|
Member, Summit Educational
|
||
89 Summit Avenue
|
2009
|
Chief Operating
|
Foundation (2012 – 2019);
|
||
3rd Floor
|
Officer, AssuredPartners
|
Director and Treasurer, Summit
|
|||
Summit, NJ 07901
|
Jamison LLC,
|
Lacrosse Club (2009 – 2015);
|
|||
an Insurance Agent
|
Audit Committee Chair,
|
||||
and Broker
|
Summit Area YMCA
|
||||
(2003 – 2021); Chief
|
(2011 – 2015).
|
||||
Financial Officer, Cover
|
|||||
Whale Insurance
|
|||||
Solutions Inc. (since 2021).
|
|||||
Nathan Gantcher
|
Chairman
|
Indefinite
|
Managing Member,
|
1
|
Director, Mack-Cali Realty
|
(born 1940)
|
and
|
Term since
|
EXOP Capital LLC,
|
Corporation (1999 – 2019);
|
|
89 Summit Avenue
|
Trustee
|
2011
|
an investment firm
|
Director, Albert Einstein
|
|
3rd Floor
|
(since 2005)
|
College of Medicine (since
|
|||
Summit, NJ 07901
|
2016); Former Director,
|
||||
Cambridge Capital Acquisition
|
|||||
Corp. (2013 – 2015); Trustee,
|
|||||
Montefiore Medical Center
|
|||||
(since 2012).
|
|||||
Stephen J. Balog
|
Trustee
|
Indefinite
|
Owner, Rocky Mountain
|
1
|
President & Trustee, St. Joseph’s
|
(born 1955)
|
Term since
|
Western, LLC, an online
|
High School Foundation
|
||
89 Summit Avenue
|
2016
|
Bolo tie retailer (since
|
(since 2008); Director of
|
||
3rd Floor
|
2011); Chief Financial
|
CDx Diagnostics
|
|||
Summit, NJ 07901
|
Officer and Partner,
|
(2017 – 2020); Director
|
|||
Growth Partner LLC
|
of Fizzics Group Inc.
|
||||
(since 2018); a digital
|
(2019 – 2021); The Citizens
|
||||
marketing agency holding
|
Campaign (2005 – 2021);
|
||||
company; Owner, Camrig,
|
Harding Township Civic
|
||||
LLC, a camera accessory
|
Association (since 2008).
|
||||
company (2013-2020).
|
|||||
Julie Keenan
|
Trustee
|
Indefinite
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COO, NJ Pandemic
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1
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KIPP Team Academy (since
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(Born 1962)
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Term since
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Relief Fund (since
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2019); Bald Head Island
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||
89 Summit Avenue
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2016
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2021); Managing
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Conservancy (since 2019); The
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3rd Floor
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Member, EMB
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Summit Foundation (since
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|||
Summit, NJ 07901
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Enterprises, LLC,
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2000); Duke University, Pratt
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|||
a consulting company
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School of Engineering Board of
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||||
(since 2006)
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Visitors (since 2015).
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TRUSTEES AND EXECUTIVE OFFICERS (Unaudited), Continued
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Number of
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|||||
Portfolios
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|||||
Term of
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in Fund
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||||
Position
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Office and
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Complex
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|||
with the
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Length of
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Principal Occupation
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Overseen
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||
Name, Age and Address
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Trust
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Time Served
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During Past Five Years
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by Trustees
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Other Directorships Held
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Interested Trustee
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|||||
Eric LeGoff
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Chief
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Indefinite
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President, COO
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1
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Former Director, FXCM Inc.
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(born 1961)
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Executive
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Term since
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and Director,
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(FX Trading Platform)
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89 Summit Ave
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Officer
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2009
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Evermore Global
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(2010 – 2017); Director,
|
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3rd Floor
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and
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Advisors, LLC
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The Summit
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||
Summit, NJ 07901
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Trustee
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(since 2009)
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Foundation (since 2015).
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ADDITIONAL INFORMATION (Unaudited)
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FEDERAL TAX INFORMATION (Unaudited)
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Foreign Dividend Income
|
$
|
6,526,305
|
||
Foreign Taxes Paid
|
1,043,868
|
|||
Foreign Taxes Paid per share
|
0.063396
|
|||
Foreign Tax Credit/Deduction
|
1,043,868
|
|||
Foreign Tax Credit/Deduction per share
|
0.06408363
|
|||
Fund shares Outstanding as of December 31, 2021
|
16,465,764
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INFORMATION ABOUT PROXY VOTING (Unaudited)
|
INFORMATION ABOUT THE PORTFOLIO HOLDINGS (Unaudited)
|
INFORMATION ABOUT HOUSEHOLDING (Unaudited)
|
PRIVACY NOTICE (Unaudited)
|
FACTS
|
WHAT DOES EVERMORE FUNDS TRUST DO WITH YOUR PERSONAL INFORMATION?
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WHY?
|
Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we
collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
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WHAT?
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The types of personal information we collect and share depend on the product or service you have with us. This information can include:
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• Social Security number
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• account balances
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• account transactions
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• transaction history
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• wire transfer instructions
|
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• checking account information
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When you are no longer our customer, we continue to share your information as described in this notice.
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HOW?
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All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’
personal information; the reasons Evermore Funds Trust chooses to share; and whether you can limit this sharing.
|
Does Evermore
|
Can you limit
|
|
Reasons we can share your personal information.
|
Funds Trust share?
|
this sharing?
|
For our everyday business purposes—
|
Yes
|
No
|
Such as to process your transactions, maintain your account(s), respond to court orders
|
||
and legal investigations, or report to credit bureaus
|
||
For our marketing purposes—
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No
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We don’t share
|
to offer our products and services to you
|
||
For joint marketing with other financial companies
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No
|
We don’t share
|
For our affiliates’ everyday business purposes—
|
Yes
|
No
|
information about your transactions and experiences
|
||
For our affiliates’ everyday business purposes—
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No
|
We don’t share
|
information about your creditworthiness
|
||
For affiliates to market to you
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No
|
We don’t share
|
For non-affiliates to market to you
|
No
|
We don’t share
|
Questions?
|
Call 866-EVERMORE (866-383-7667) or go to www.evermoreglobal.com
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PRIVACY NOTICE (Unaudited), Continued
|
What we do
|
|
How does Evermore Funds Trust
|
To protect your personal information from unauthorized access and use, we use security
|
protect my personal information?
|
measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
|
How does Evermore Funds Trust
|
We collect your personal information, for example, when you
|
collect my personal information?
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• open an account
|
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• provide account information
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• give us your contact information
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• make a wire transfer
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• tell us where to send the money
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We also collect your information from others, such as credit bureaus, affiliates, or other companies.
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Why can’t I limit all sharing?
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Federal law gives you the right to limit only
|
|
• sharing for affiliates’ everyday business purposes – information about your creditworthiness
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• affiliates from using your information to market to you
|
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• sharing for non-affiliates to market to you
|
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State laws and individual companies may give you additional rights to limit sharing.
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Definitions
|
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Affiliates
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Companies related by common ownership or control. They can be financial and nonfinancial companies.
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• Our affiliates include companies such as Evermore Global Advisors, LLC.
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Non-affiliates
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Companies not related by common ownership or control. They can be financial and nonfinancial companies.
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• Evermore Funds Trust doesn’t share with non-affiliates so they can market to you.
|
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Joint marketing
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A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
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• Evermore Funds Trust doesn’t jointly market.
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Ticker
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Cusip
|
|
Evermore Global Value Fund
|
||
Investor Class
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EVGBX
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300397106
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Institutional Class
|
EVGIX
|
300397122
|
(b)
|
Not applicable for this Registrant.
|
(a)
|
The Registrant’s Chief Executive Officer and Chief Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date
within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure
controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the
Registrant’s service provider.
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(b)
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There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably
likely to materially affect, the Registrant's internal control over financial reporting.
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(a)
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(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an
exhibit. Not applicable for semi-annual reports.
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1.
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I have reviewed this report on Form N-CSR of Evermore Funds Trust;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if
the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
|
(a)
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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(b)
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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(c)
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Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the
filing date of this report based on such evaluation; and
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(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting; and
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5.
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The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and
report financial information; and
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(b)
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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Date: 08/31/2022
|
/s/ Eric LeGoff
Eric LeGoff
Chief Executive Officer |
1.
|
I have reviewed this report on Form N-CSR of Evermore Funds Trust;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if
the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over
financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the
filing date of this report based on such evaluation; and
|
(d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and
report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: 08/31/2022
|
/s/ Bart Tesoriero
Bart Tesoriero
Chief Financial Officer |
/s/ Eric LeGoff Eric LeGoff
Chief Executive Officer,
Evermore Funds Trust
|
/s/ Bart Tesoriero
Bart Tesoriero
Chief Financial Officer,
Evermore Funds Trust
|
Dated: 08/31/2022 |
Dated: 08/31/2022
|