UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act File Number 811-22920

The Advisors’ Inner Circle Fund III

(Exact name of registrant as specified in charter)

 

 

SEI Investments

One Freedom Valley Drive

Oaks, Pennsylvania 19456

(Address of principal executive offices) (Zip code)

SEI Investments

One Freedom Valley Drive

Oaks, Pennsylvania 19456

(Name and address of agent for service)

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

Date of fiscal year end: September 30, 2020

Date of reporting period: September 30, 2020


Item 1.    Reports to Stockholders.

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


The Advisors’ Inner Circle Fund III

 

LOGO

MESIROW FINANCIAL ENHANCED CORE PLUS FUND

MESIROW FINANCIAL HIGH YIELD FUND

MESIROW FINANCIAL SMALL CAP VALUE SUSTAINABILITY FUND

Annual Report

September 30, 2020

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Funds’ shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Funds or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Funds electronically by contacting your financial intermediary, or, if you are a direct investor, by calling 833-MESIROW (833-637-4769).

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can follow the instructions included with this disclosure, if applicable, or you can contact your financial intermediary to inform it that you wish to continue receiving paper copies of your shareholder reports. If you invest directly with the Funds, you can inform the Funds that you wish to continue receiving paper copies of your shareholder reports by calling 833-MESIROW (833-637-4769). Your election to receive reports in paper will apply to all Funds held with your financial intermediary if you invest through a financial intermediary or all Mesirow Financial Investment Management, Inc. Funds if you invest directly with the Funds.

Investment Adviser:

Mesirow Financial Investment Management, Inc.


THE ADVISORS’ INNER CIRCLE FUND III

 

  

MESIROW FINANCIAL

SEPTEMBER 30, 2020

 

 

TABLE OF CONTENTS

 

 

 

Shareholder Letter

  1

Schedules of Investments

  10

Statements of Assets and Liabilities

  40

Statements of Operations

  42

Statements of Changes in Net Assets

  43

Financial Highlights

  46

Notes to Financial Statements

  52

Report of Independent Registered Public Accounting Firm

  70

Trustees and Officers of The Advisors’ Inner Circle Fund III

  72

Disclosure of Fund Expenses

  76

Approval of Investment Advisory Agreement

  78

Notice to Shareholders

  81

 

The Funds file their complete schedule of investments with the US Securities and Exchange Commission (the “Commission”) for the first and third quarters of each fiscal year on Form N-Q or as an exhibit to its reports on Form N-PORT within sixty days after period end. The Funds’ Form N-Q and Form N-PORT reports are available on the Commission’s website at http://www.sec.gov, and may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the Funds use to determine how to vote proxies relating to Fund securities, as well as information relating to how a Fund voted proxies relating to Fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 833-MESIROW (833-637-4769); and (ii) on the Commission’s website at http://www.sec.gov.


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SEPTEMBER 30, 2020
    

    

 

 

 LETTER TO SHAREHOLDERS (Unaudited)

 

Dear Shareholders,

In light of the unprecedented times we find ourselves in, we are now more than ever grateful for your continued trust and support for the Mesirow Financial Funds. This annual report covers the fiscal year ended September 30, 2020 and presents our second year managing the High Yield Fund (launched December 3, 2018) and Small Cap Value Sustainability Fund (launched December 19, 2018), and the first year managing the Enhanced Core Plus Fund (launched October 1, 2019). This year, and the past six months in particular, presented its share of challenges and opportunities as we collectively worked to navigate an environment no one could have predicted. A deep rooted desire to deliver on our promise to investors has been a constant motivation throughout this time and we welcome this opportunity to share some perspective on the markets and our performance.

There is no doubt that both the market environment and economic activity have vastly improved since the onset of the COVID-induced recession in mid-March. The secondary impacts of “stay-at-home” orders that were quickly transmitted into the real economy have abated to a major degree. In addition, risky assets have quickly recovered (in some cases fully) as over $6T in stimulus from the Federal Reserve (FED) and Congress acted as an income bridge for workers displaced by the pandemic. The aggressive monetary and fiscal response also created a liquidity-induced buying binge which caused asset prices to increase much faster than actual fundamentals. However, inconsistent safety policies related to COVID have allowed new cases to remain elevated while the initial rapid trajectory of improvement in economic activity has slowed meaningfully, creating more ambiguity regarding the pace and duration of recovery to pre-COVID levels.

Economic activity continues on an upward path as employment formation and spending was aided by stimulus packages and financial safeguards such as the Paycheck Protection Program (PPP) and the CARES Act. The unemployment rate which peaked at nearly 15% improved to just under 8% while high-frequency economic data and surveys such as PMI rebounded from recessionary levels both in the U.S. and globally. In addition, housing activity has remained strong throughout the crisis and early cycle consumer-oriented areas of the economy most impacted by the pandemic and subsequent shutdowns have witnessed broad-based recoveries as states have re-opened.

The actions taken by the FED and Congress to quickly infuse fiscal and monetary stimulus into the economy has produced the intended results to mitigate financial risks, ensure rational liquid markets, and serve as an income bridge for displaced workers. However, the rapid recovery in equity and corporate bond prices may have already discounted most of this improvement creating increased trepidation as investors wait for a clearer path of economic recovery to pre-COVID levels. Furthermore, there is a concern that incremental economic improvement will occur much more slowly over the next six months which coupled with increasing COVID fears during the flu season could further dampen market expectations. While markets and the economy are certainly on better footing, the pace and magnitude of the recovery will be the key driver of future fundamentals and self-sustaining improvement.

 

  1  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SEPTEMBER 30, 2020
    

    

 

 

As always, we thank you for your confidence and the opportunity to manage your capital.

Sincerely,

Robert Sydow

Chief Investment Officer, Mesirow High Yield Fixed Income

and

Kathy Vorisek

Chief Investment Officer, Mesirow Equity Management

and

Peter Hegel,

Senior Managing Director, Mesirow Strategic Fixed Income

 

  2  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SEPTEMBER 30, 2020
    

    

 

 

Definition of the Comparative Index (Unaudited)

Bloomberg Barclays U.S. Aggregate Index

The Bloomberg Barclays Aggregate Index represents securities that are SEC-registered, taxable, and dollar denominated. The index covers the U.S. investment grade fixed rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities. These major sectors are subdivided into more specific indexes that are calculated and reported on a regular basis.

Bloomberg Barclays U.S. Corporate High Yield Index

The Bloomberg Barclays U.S. Corporate High Yield Index measures the USD-denominated, high yield, fixed-rate corporate bond market. Securities are classified as high yield if the middle rating of Moody’s, Fitch and S&P is Ba1/BB+/BB+ or below. Bonds from issuers with an emerging markets country of risk, based on Barclays EM country definition, are excluded.

Russell 2000® Value Index

The Russell 2000® Value Index offers investors access to the small-cap value segment of the U.S. equity universe. The Russell 2000® Value Index is constructed to provide a comprehensive and unbiased barometer of the small-cap value market. Based on ongoing empirical research of investment manager behavior, the methodology used to determine value probability approximates the aggregate small-cap value manager’s opportunity set.

 

  3  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020 (Unaudited)

 

 

The Mesirow Financial Enhanced Core Plus Fund, Institutional Shares, returned 5.38% since inception, trailing the Bloomberg Barclays U.S. Aggregate Index which returned 6.81% for the same period. The inception date for the Fund was October 1, 2019.

The first quarter produced disappointing results for all risk assets, including credit. As the Coronavirus became a bigger threat and began aggressively spreading in the U.S., credit spreads gapped out to levels not seen since the 2008 financial crisis. Concerns over the trade war, an inverted yield curve, soft inflation, and Fed positioning quickly took a back seat to the pandemic.

The dismal performance in credit markets during the first quarter, due to the COVID-19 March sell-off, was more than offset in the second and third quarters, during which the Fund meaningfully outperformed the benchmark and closed the underperformance gap. Throughout these periods, credit spreads rallied despite a partial lockdown of the global economy and continued uncertainty over the pandemic. Investors continued to gain comfort with the Fed’s utilization of its balance sheet to provide far-reaching liquidity.

The largest positive contributor over the period was the allocation to corporate credit, which had strong performance across most sectors. The currency overlay was modestly additive to returns for the period and the Fund maintains a duration neutral position.

Comparison of Change in the Value of a $100,000 Investment in the Mesirow Financial Enhanced Core Plus Fund, Institutional Shares versus the Bloomberg Barclays U.S. Aggregate Index.

 

Cumulative Total Return For

The Period Ended September 30, 2020

 

    

Cumulative
  Inception to Date*  

 

 Institutional Shares

 

  5.38%

 

 Investor Shares

 

  5.08%

 

 Bloomberg Barclays U.S. Aggregate Index

 

  6.81%

 

 

LOGO

 

*

The Enhanced Core Plus Fund commenced operations on October 1, 2019.

 

The graph is based on Institutional Shares only. Returns for Investor Shares are substantially similar to those of the Institutional Shares and differ only to the extent that Investor Shares have higher total annual fund operating expenses than Institutional Shares.

 

  4  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020 (Unaudited)

 

 

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, may be worth less than its original cost.

The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

There are no assurances that the Fund will meet its stated objectives. The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

See definition of the comparative index on page 3.

 

  5  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020 (Unaudited)

 

 

For the 12-month period ended September 30, 2020, Mesirow Financial High Yield Fund, Institutional Shares, returned 0.55%, trailing the Bloomberg Barclays U.S. Corporate High Yield Index which returned 3.25% for the same period.

The historic volatility of the first quarter is largely responsible for the Fund’s underperformance relative to the benchmark. Higher-rated cohorts and large issues (both market sectors where the Fund is intentionally l underweight) outperformed significantly during the immediate after-math of the COVID induced shutdowns in March. These sectors have outperformed reflecting the dual influences of the largest inflows to ETFs and mutual funds in history coupled with the perception that the Fed would (and did but to a much lesser extent than announced) intervene in the capital markets. In more recent months however small bonds ($200-500 million outstanding) have significantly outperformed. Currently, large bonds (those greater than $1bn in issue size) trade at spreads equal to their long-term average, while midsize bonds continue to trade 113bp wide to the average and small bonds trade 124bp wide to their average, indicating that the continuing mean reversion among size cohorts has room to continue, which will ultimately benefit the Fund’s positions.

Default activity appears to be reaching its peak and the portfolio remains aggressively positioned because we believe that market default rate estimates implicit in some sectors remain too high. We remain optimistic that our large spread advantage (approximately 400bps), lower than market default rate, and overweight to underperforming small issues, will lead to strong relative performance in the coming quarters.

For the prior 12-month period, portfolio outperformers were energy, transportation and basic industry while the largest detractors were consumer cyclical, communications and capital goods sectors.

 

  6  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020 (Unaudited)

 

 

Comparison of Change in the Value of a $1,000,000 Investment in the High Yield Fund, Institutional Shares versus the Bloomberg Barclays U.S. Corporate High Yield Index.

 

Average Annual Total Return For

The Periods Ended September 30, 2020

 

      One Year  

 

  Annualized

 Inception to Date* 

 

 Institutional Shares

 

  0.55%

 

  4.37%

 

 Investor Shares

 

  0.11%

 

  4.11%

 

 Bloomberg Barclays U.S. Corporate High Yield Index

 

  3.25%

 

  6.44%

 

 

LOGO

 

*

The High Yield Fund commenced operations on December 3, 2018.

 

The graph is based on Institutional Shares only. Returns for Investor Shares are substantially similar to those of the Institutional Shares and differ only to the extent that Investor Shares have higher total annual fund operating expenses than Institutional Shares.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, may be worth less than its original cost.

The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

There are no assurances that the Fund will meet its stated objectives. The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

See definition of the comparative index on page 3.

 

  7  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
SMALL CAP VALUE SUSTAINABILITY FUND
    

SEPTEMBER 30, 2020 (Unaudited)

 

 

The Mesirow Financial Small Cap Value Sustainability Fund, Institutional Shares, returned -12.51% for the 12-month period ended September 30, 2020, more than 200bps ahead of the Russell 2000® Value Index return of -14.88% for the same period.

As initial concerns from the COVID-19 outbreak began to accelerate into an immense health crisis with an unknown set of outcomes, the secondary impacts were quickly transmitted into the real economy as “stay-at-home” orders and shutdowns by states led to a sudden stop in economic activity. In addition, the mass liquidation of risky assets led to a significant decline in equity prices as investors attempted to assess the depth and duration of a full-blown recession. However, the unprecedented monetary and fiscal policy response to the COVID-19 crisis from the Federal Reserve and Congress continued to drive equity markets higher in the following two quarters. The Small Cap Value Sustainability Fund delivered similarly strong results during the past six months keeping pace with the index despite its historically lower beta profile.

Stock selection was a positive contributor to overall performance with the most meaningful contributions from results generated by the producer durables, financial services and technology sectors, which more than offset negative contributions from the utility and materials & processing sectors.

Sector allocation (ex-cash) was also positive as the portfolio benefited from an overweight in the technology and healthcare sectors, as well as from an underweight in the financial services and energy sectors.

Comparison of Change in the Value of a $100,000 Investment in the Small Cap Value Sustainability Fund, Institutional Shares versus the Russell 2000® Value Index.

 

Average Annual Total Return For

The Periods Ended September 30, 2020

 

    

        One Year        

 

 

Annualized
  Inception to Date*  

 

 Institutional Shares

 

  -12.51%

 

  -1.41%

 

 Investor Shares

 

  -12.32%

 

  -1.29%

 

 Russell 2000® Value Index

 

  -14.88%

 

  -2.47%

 

 

LOGO

 

*

The Small Cap Value Sustainability Fund commenced operations on December 19, 2018.

 

  8  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
SMALL CAP VALUE SUSTAINABILITY FUND
    

SEPTEMBER 30, 2020 (Unaudited)

 

 

The graph is based on Institutional Shares only. Returns for Investor Shares are substantially similar to those of the Institutional Shares and differ only to the extent that Investor Shares have higher total annual fund operating expenses than Institutional Shares.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, may be worth less than its original cost.

The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

There are no assurances that the Fund will meet its stated objectives. The Fund’s holdings and allocations are subject to change because it is actively managed and should not be considered recommendations to buy individual securities.

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

See definition of the comparative index on page 3.

 

  9  


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

 SECTOR WEIGHTINGS (Unaudited)†

 

 

LOGO

† Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS

 

               

CORPORATE OBLIGATIONS — 78.5%

 

               
          Face Amount                     Value            

Communication Services — 4.7%

 

  

AT&T

     

Callable 11/15/2027 @ $100

     

4.100%, 02/15/2028

   $ 72,000      $ 83,354    

Comcast

     

Callable 04/15/2048 @ $100

     

4.700%, 10/15/2048

     90,000        120,024    

Diamond Sports Group

     

Callable 08/15/2022 @ $103

     

5.375%, 08/15/2026(A)

     150,000        106,125    

T-Mobile USA

     

Callable 01/15/2030 @ $100

     

3.875%, 04/15/2030(A)

                     150,000                    170,193    

Verizon Communications

     

4.862%, 08/21/2046

     42,000        57,351    

 

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

 

10


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Communication Services — continued

 

  

Verizon Communications

     

Callable 12/22/2029 @ $100

     

3.150%, 03/22/2030

   $                 140,000      $             158,204    

ViacomCBS

     

Callable 11/15/2027 @ $100

     

3.375%, 02/15/2028

     60,000        66,211    
     

 

 

 
        761,462    
     

 

 

 

Consumer Discretionary — 5.6%

 

  

Amazon.com

     

Callable 09/05/2024 @ $100

     

3.800%, 12/05/2024

     155,000        174,583    

Home Depot

     

Callable 06/06/2048 @ $100

     

4.500%, 12/06/2048

     180,000        240,604    

IHO Verwaltungs GmbH

     

Callable 09/15/2021 @ $102

     

4.750% cash/5.500% PIK, 09/15/2026(A)

     200,000        202,500    

Lowe’s

     

Callable 06/15/2025 @ $100

     

3.375%, 09/15/2025

     150,000        167,310    

TJX

     

Callable 10/15/2049 @ $100

     

4.500%, 04/15/2050

     35,000        45,187    

Callable 03/15/2025 @ $100

     

3.500%, 04/15/2025

     75,000        83,533    
     

 

 

 
        913,717    
     

 

 

 

Consumer Staples — 6.5%

 

  

Algeco Global Finance

     

Callable 10/13/2020 @ $104

     

8.000%, 02/15/2023(A)

     175,000        173,687    

Anheuser-Busch

     

Callable 11/01/2025 @ $100

     

3.650%, 02/01/2026

     140,000        156,941    

Kraft Heinz Foods

     

Callable 05/15/2023 @ $100

     

4.000%, 06/15/2023

     60,000        63,803    

Callable 03/01/2026 @ $100

     

3.000%, 06/01/2026

     60,000        61,652    

Kroger

     

Callable 11/01/2025 @ $100

     

3.500%, 02/01/2026

     70,000        78,869    

 

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

 

11


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Consumer Staples — continued

 

  

Performance Food Group

     

Callable 10/15/2022 @ $103

     

5.500%, 10/15/2027(A)

   $                 150,000      $             154,500    

Philip Morris International

     

Callable 07/17/2022 @ $100

     

2.375%, 08/17/2022

     90,000        92,728    

Procter & Gamble

     

3.000%, 03/25/2030

     20,000        23,199    

Spectrum Brands

     

Callable 10/01/2024 @ $103

     

5.000%, 10/01/2029(A)

     150,000        155,625    

Walmart

     

Callable 12/29/2047 @ $100

     

4.050%, 06/29/2048

     72,000        93,966    
     

 

 

 
        1,054,970    
     

 

 

 

Energy — 6.2%

 

  

Archrock Partners

     

Callable 04/01/2022 @ $105

     

6.875%, 04/01/2027(A)

     150,000        143,682    

BP Capital Markets America

     

Callable 08/19/2022 @ $100

     

2.520%, 09/19/2022

     120,000        124,127    

ConocoPhillips

     

6.500%, 02/01/2039

     60,000        87,772    

ConocoPhillips

     

Callable 05/15/2044 @ $100

     

4.300%, 11/15/2044

     15,000        18,002    

Enbridge Energy Partners

     

Callable 07/15/2025 @ $100

     

5.875%, 10/15/2025

     95,000        113,783    

Energy Transfer Operating

     

Callable 11/01/2023 @ $100

     

7.600%, 02/01/2024

     70,000        78,183    

Callable 11/01/2021 @ $100

     

5.200%, 02/01/2022

     100,000        103,625    

Callable 01/15/2027 @ $100

     

4.200%, 04/15/2027

     50,000        51,732    

Enterprise Products Operating

     

Callable 07/16/2028 @ $100

     

4.150%, 10/16/2028

     85,000        99,427    

Enterprise Products Operating

     

4.050%, 02/15/2022

     50,000        52,423    

 

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

 

12


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Energy — continued

 

  

Transcanada Trust

     

Callable 09/15/2029 @ $100

     

5.500%, VAR ICE LIBOR USD 3 Month+4.154%, 09/15/2079

   $                 135,000      $             141,750    
     

 

 

 
        1,014,506    
     

 

 

 

Financials — 25.4%

 

  

Allstate

     

Callable 08/15/2023 @ $100

     

5.750%, VAR ICE LIBOR USD 3 Month+2.938%, 08/15/2053

     130,000        135,366    

Aon

     

Callable 09/15/2025 @ $100

     

3.875%, 12/15/2025

     150,000        171,945    

Callable 02/02/2029 @ $100

     

3.750%, 05/02/2029

     100,000        115,347    

Bank of America

     

8.050%, 06/15/2027

     115,000        152,102    

Bank of America MTN

     

Callable 10/21/2021 @ $100

     

2.503%, 10/21/2022

     100,000        102,148    

Bank of New York Mellon

     

Callable 09/20/2026 @ $100

     

4.625%, VAR ICE LIBOR USD 3 Month+3.131%(B)

     140,000        145,075    

Berkshire Hathaway Finance

     

Callable 07/15/2048 @ $100

     

4.250%, 01/15/2049

     95,000        123,618    

BlackRock

     

3.200%, 03/15/2027

     170,000        193,323    

Citigroup

     

3.700%, 01/12/2026

     100,000        112,060    

Goldman Sachs Capital I

     

6.345%, 02/15/2034

     110,000        150,754    

Goldman Sachs Group

     

3.625%, 01/22/2023

     140,000        149,654    

Jefferies Financial Group

     

Callable 01/18/2023 @ $100

     

5.500%, 10/18/2023

     160,000        176,076    

JPMorgan Chase

     

Callable 08/01/2024 @ $100

     

5.000%, VAR United States Secured Overnight Financing Rate+3.380%(B)

     140,000        139,759    

 

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

 

13


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Financials — continued

 

  

JPMorgan Chase

     

3.250%, 09/23/2022

   $                 200,000      $             211,396    

Lloyds Banking Group

     

3.750%, 01/11/2027

     200,000        221,375    

MetLife

     

Callable 08/13/2025 @ $100

     

3.600%, 11/13/2025

     150,000        170,968    

MetLife Capital Trust IV

     

Callable 12/15/2032 @ $100

     

7.875%, 12/15/2037(A)

     110,000        151,812    

Morgan Stanley

     

Callable 01/15/2021 @ $100

     

4.085%, VAR ICE LIBOR USD 3 Month+3.810%(B)

     140,000        136,909    

Morgan Stanley MTN

     

2.625%, 11/17/2021

     175,000        179,371    

Northern Trust

     

Callable 10/01/2026 @ $100

     

4.600%, VAR ICE LIBOR USD 3 Month+3.202%(B)

     135,000        141,637    

Callable 02/01/2030 @ $100

     

1.950%, 05/01/2030

     120,000        124,923    

PNC Financial Services Group

     

Callable 11/01/2026 @ $100

     

5.000%, VAR ICE LIBOR USD 3 Month+3.300%(B)

     135,000        142,519    

Callable 04/19/2027 @ $100

     

3.150%, 05/19/2027

     120,000        133,639    

Prudential Financial MTN

     

Callable 09/13/2050 @ $100

     

3.700%, 03/13/2051

     90,000        99,257    

Truist Financial

     

Callable 09/01/2024 @ $100

     

4.800%, VAR US Treas Yield Curve Rate T Note Const Mat 5 Yr+3.003%(B)

     140,000        140,525    

US Bancorp

     

Callable 04/15/2027 @ $100

     

5.300%, VAR ICE LIBOR USD 3 Month+2.914%(B)

     135,000        145,964    

Callable 03/27/2026 @ $100

     

3.100%, 04/27/2026

     100,000        111,097    

Wells Fargo

     

5.950%, 12/15/2036

     115,000        150,833    
     

 

 

 
        4,129,452    
     

 

 

 

 

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

 

14


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Health Care — 8.0%

 

  

AbbVie

     

Callable 11/14/2044 @ $100

     

4.700%, 05/14/2045

   $                 50,000      $             61,565    

Callable 09/15/2034 @ $100

     

4.550%, 03/15/2035(A)

     55,000        67,619    

Callable 09/06/2022 @ $100

     

3.200%, 11/06/2022

     80,000        84,254    

AMN Healthcare

     

Callable 10/01/2022 @ $102

     

4.625%, 10/01/2027(A)

                     150,000                    153,750    

AstraZeneca

     

Callable 03/12/2027 @ $100

     

3.125%, 06/12/2027

     140,000        155,752    

CVS Health

     

Callable 01/20/2045 @ $100

     

5.125%, 07/20/2045

     110,000        138,984    

Callable 02/09/2023 @ $100

     

3.700%, 03/09/2023

     125,000        133,949    

Callable 05/01/2021 @ $100

     

2.125%, 06/01/2021

     50,000        50,525    

Merck

     

Callable 11/10/2024 @ $100

     

2.750%, 02/10/2025

     180,000        195,604    

Pfizer

     

4.125%, 12/15/2046

     60,000        76,700    

Zimmer Biomet Holdings

     

Callable 01/01/2025 @ $100

     

3.550%, 04/01/2025

     160,000        176,878    
     

 

 

 
        1,295,580    
     

 

 

 

Industrials — 10.2%

 

  

3M

     

Callable 10/15/2049 @ $100

     

3.700%, 04/15/2050

     55,000        66,581    

Callable 03/15/2025 @ $100

     

2.650%, 04/15/2025

     125,000        135,635    

BNSF Funding Trust I

     

Callable 01/15/2026 @ $100

     

6.613%, VAR ICE LIBOR USD 3 Month+2.350%, 12/15/2055

     130,000        148,363    

Boeing

     

Callable 12/01/2028 @ $100

     

3.200%, 03/01/2029

     145,000        142,802    

 

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

 

15


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Industrials — continued

 

  

Burlington Northern Santa Fe

     

Callable 06/15/2021 @ $100

     

3.450%, 09/15/2021

   $                 101,000      $             103,244    

Cargo Aircraft Management

     

Callable 02/01/2023 @ $102

     

4.750%, 02/01/2028(A)

     150,000        151,477    

Cascades

     

Callable 01/15/2023 @ $103

     

5.375%, 01/15/2028(A)

     100,000        105,125    

General Dynamics

     

Callable 03/15/2025 @ $100

     

3.500%, 05/15/2025

     120,000        134,596    

General Electric MTN

     

5.875%, 01/14/2038

     120,000        140,323    

L3Harris Technologies

     

Callable 03/15/2028 @ $100

     

4.400%, 06/15/2028

     155,000        184,763    

Raytheon Technologies

     

Callable 08/16/2028 @ $100

     

4.125%, 11/16/2028

     170,000        201,301    

Callable 07/16/2023 @ $100

     

3.650%, 08/16/2023

     7,000        7,564    

Republic Services

     

Callable 11/15/2030 @ $100

     

1.450%, 02/15/2031

     75,000        73,965    

Xylem

     

4.875%, 10/01/2021

     60,000        62,624    
     

 

 

 
        1,658,363    
     

 

 

 

Information Technology — 3.2%

 

  

Apple

     

2.400%, 05/03/2023

     180,000        189,518    

NCR

     

Callable 09/01/2024 @ $103

     

6.125%, 09/01/2029(A)

     150,000        158,838    

Oracle

     

Callable 08/15/2021 @ $100

     

1.900%, 09/15/2021

     60,000        60,855    

Xerox Holdings

     

Callable 07/15/2028 @ $100

     

5.500%, 08/15/2028(A)

     110,000        108,374    
     

 

 

 
        517,585    
     

 

 

 

 

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

 

16


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Materials — 4.6%

 

  

Carpenter Technology

     

Callable 07/15/2023 @ $103

     

6.375%, 07/15/2028

   $                 150,000      $             156,994    

Consolidated Energy Finance

     

Callable 11/02/2020 @ $105

     

6.875%, 06/15/2025(A)

     150,000        136,500    

DuPont de Nemours

     

Callable 05/15/2048 @ $100

     

5.419%, 11/15/2048

     100,000        133,715    

Mercer International

     

Callable 01/15/2021 @ $104

     

7.375%, 01/15/2025

     150,000        151,875    

Vulcan Materials

     

Callable 01/01/2025 @ $100

     

4.500%, 04/01/2025

     101,000        115,053    

Callable 03/01/2030 @ $100

     

3.500%, 06/01/2030

     55,000        61,595    
     

 

 

 
        755,732    
     

 

 

 

Real Estate — 1.9%

 

  

Crown Castle International

     

5.250%, 01/15/2023

     100,000        110,084    

Crown Castle International

     

Callable 04/01/2030 @ $100

     

3.300%, 07/01/2030

     55,000        60,146    

Weyerhaeuser

     

Callable 08/15/2029 @ $100

     

4.000%, 11/15/2029

     120,000        140,705    
     

 

 

 
        310,935    
     

 

 

 

Utilities — 2.2%

 

  

Florida Power & Light

     

Callable 06/01/2025 @ $100

     

3.125%, 12/01/2025

     160,000        178,224    

National Rural Utilities Cooperative Finance

     

Callable 11/07/2027 @ $100

     

3.400%, 02/07/2028

     160,000        184,583    
     

 

 

 
        362,807    
     

 

 

 

TOTAL CORPORATE OBLIGATIONS

     

(Cost $12,369,487)

        12,775,109    
     

 

 

 

 

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

 

17


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

U.S. TREASURY OBLIGATIONS — 9.6%

 

          Face Amount                     Value            

U.S. Treasury Bonds

     

4.375%, 11/15/2039

   $                 140,000      $             219,045    

2.375%, 11/15/2049

     125,000        153,057    

U.S. Treasury Notes

     

1.875%, 07/31/2026

     400,000        435,047    

1.750%, 11/15/2029

     105,000        115,660    

1.750%, 07/31/2024

     305,000        323,062    

0.625%, 05/15/2030

     110,000        109,673    

0.125%, 05/15/2023

     200,000        199,890    
     

 

 

 

TOTAL U.S. TREASURY OBLIGATIONS

 

  

(Cost $1,458,658)

        1,555,434    
     

 

 

 

U.S. GOVERNMENT AGENCY MORTGAGE BACKED OBLIGATIONS — 4.8%

 

FNMA

     

3.500%, 10/15/2050

     300,000        316,301    

2.000%, 10/15/2035

     150,000        155,953    

2.000%, 10/15/2050

     300,000        310,172    
     

 

 

 

TOTAL U.S. GOVERNMENT AGENCY MORTGAGE BACKED OBLIGATIONS

     

(Cost $781,582)

        782,426    
     

 

 

 

LOAN OBLIGATIONS — 3.6%

 

Communication Services — 1.1%

 

  

Terrier Media Buyer, Inc., Term B Loan, 1st Lien

     

4.397%, VAR LIBOR+4.250%, 12/17/2026

     188,575        183,659    
     

 

 

 

Consumer Staples — 0.7%

 

  

MRO Holdings, Inc., Initial Term Loan, 1st Lien

     

5.220%, VAR LIBOR+5.000%, 06/04/2026

     148,496        115,827    
     

 

 

 

Financials — 0.9%

 

  

Advisor Group Holdings, Inc., Initial Term B Loan, 1st Lien

     

5.147%, VAR LIBOR+5.000%, 07/31/2026

     148,875        143,830    
     

 

 

 

 

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

 

18


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

LOAN OBLIGATIONS — continued

 

          Face Amount                     Value            

Information Technology — 0.9%

 

  

Ascend Learning, LLC, Initial Term B Loan, 1st Lien

     

4.000%, VAR LIBOR+3.000%, 07/12/2024

   $                 148,469      $             146,242    
     

 

 

 

TOTAL LOAN OBLIGATIONS

     

(Cost $632,505)

        589,558    
     

 

 

 

ASSET-BACKED SECURITY — 1.3%

 

Citibank Credit Card Issuance Trust, Ser 2018-A6, Cl NT

     

3.210%, 12/07/2024

     200,000        212,740    
     

 

 

 

TOTAL ASSET-BACKED SECURITY

     

(Cost $210,573)

        212,740    
     

 

 

 

MUNICIPAL BOND — 0.7%

     

New York City, Transitional Finance Authority, Future Tax Secured Revenue, RB

     

Callable 08/01/2028 @ $100

     

3.900%, 08/01/2031

     105,000        120,478    
     

 

 

 

TOTAL MUNICIPAL BOND

     

(Cost $114,776)

        120,478    
     

 

 

 

TOTAL INVESTMENTS — 98.5%

     

(Cost $15,567,581)

      $     16,035,745    
     

 

 

 

 

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

 

19


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

A list of the open forward contracts held by the Fund at September 30, 2020, is as follows:

 

Counterparty   Settlement
Date
    Currency to Deliver     Currency to Receive   Unrealized
Appreciation
(Depreciation)
 

HSBC

    12/16/20       USD       50,000       COP     184,701,506   $ (1,931)  

HSBC

    12/16/20       USD       90,000       ILS     306,769     (345)  

HSBC

    12/16/20       USD       130,000       PHP     6,314,364     (75)  

HSBC

    12/16/20       USD       75,124       EUR     64,000     45  

HSBC

    12/16/20       USD       75,460       EUR     64,000     (291)  

HSBC

    12/16/20       USD       32,000       TRY     254,511     216  

HSBC

    12/16/20       USD       143,000       TRY     1,108,908     (2,635)  

HSBC

    12/16/20       USD       20,000       IDR     304,033,919     275  

HSBC

    12/16/20       USD       170,000       IDR     2,543,455,131     (382)  

HSBC

    12/16/20       USD       198,000       CZK     4,454,038     (4,847)  

HSBC

    12/16/20       USD       48,000       HUF     14,947,170     152  

HSBC

    12/16/20       USD       151,000       HUF     46,037,658     (2,689)  

HSBC

    12/16/20       USD       215,089       NZD     320,000     (3,407)  

HSBC

    12/16/20       EUR       238,000       USD     281,242     1,707  

HSBC

    12/16/20       EUR       20,000       USD     23,380     (111)  

HSBC

    12/16/20       USD       268,000       SEK     2,353,430     (4,960)  

HSBC

    12/16/20       USD       75,000       RON     315,258     427  

HSBC

    12/16/20       USD       195,000       RON     806,744     (1,983)  

HSBC

    12/16/20       USD       299,000       RUB     23,002,376     (5,217)  

HSBC

    12/16/20       USD       368,000       PLN     1,388,393     (8,736)  

HSBC

    12/16/20       USD       370,000       BRL     1,970,215     (19,929)  

HSBC

    12/16/20       USD       373,000       CLP     286,560,355     (7,695)  

HSBC

    12/16/20 - 12/17/20       USD       40,000       MXN     902,079     438  

HSBC

    12/16/20 - 12/17/20       USD       349,000       MXN     7,513,123     (12,189)  

HSBC

    12/16/20       PLN       408,304       USD     108,000     2,346  

HSBC

    12/16/20       USD       340,370       AUD     480,000     3,502  

HSBC

    12/16/20       USD       87,853       AUD     120,000     (1,885)  

HSBC

    12/16/20       USD       470,000       INR     34,898,582     586  

HSBC

    12/16/20       USD       223,000       NOK     2,121,789     4,525  

HSBC

    12/16/20       USD       256,000       NOK     2,325,502     (6,631)  

HSBC

    12/16/20       TRY       507,201       USD     65,000     799  

HSBC

    12/16/20       GBP       330,000       USD     431,169     5,140  

HSBC

    12/16/20       GBP       237,000       USD     302,422     (3,545)  

HSBC

    12/16/20       USD       580,000       CAD     763,486     (6,416)  

HSBC

    12/16/20       ILS       618,692       USD     180,000     (816)  

HSBC

    12/16/20       USD       705,000       CHF     642,916     (5,330)  

HSBC

    12/16/20       USD       418,922       GBP     327,000     3,234  

HSBC

    12/16/20       USD       298,488       GBP     230,000     (1,559)  

HSBC

    12/16/20       AUD       630,000       USD     458,202     6,871  

HSBC

    12/16/20       AUD       90,000       USD     63,330     (1,146)  

HSBC

    12/16/20       USD       480,000       SGD     657,065     1,398  

HSBC

    12/16/20       USD       320,000       SGD     435,642     (827)  

HSBC

    12/16/20       USD       740,000       CNH     5,085,757     5,697  

HSBC

    12/16/20       USD       92,000       CNH     624,908     (373)  

HSBC

    12/16/20       BRL       426,345       USD     80,000     4,246  

HSBC

    12/16/20       BRL       450,369       USD     80,000     (22)  

HSBC

    12/16/20       USD       800,000       KRW     939,144,417     5,531  

HSBC

    12/16/20       USD       172,000       KRW     199,717,206     (697)  

 

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

 

20


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

Counterparty   Settlement
Date
    Currency to Deliver     Currency to Receive     Unrealized
Appreciation
(Depreciation)
 

HSBC

    12/16/20       CAD       671,296       USD       510,000     $ 5,676  

HSBC

    12/16/20       CAD       307,899       USD       230,000       (1,315)  

HSBC

    12/16/20       USD       550,000       THB       17,430,861       36  

HSBC

    12/16/20       USD       430,000       THB       13,447,731       (5,653)  

HSBC

    12/16/20       CHF       1,059,049       USD       1,165,000       12,462  

HSBC

    12/16/20       CHF       138,655       USD       150,000       (895)  

HSBC

    12/16/20       USD       352,000       JPY       37,255,249       1,626  

HSBC

    12/16/20       USD       863,000       JPY       90,432,674       (4,615)  

HSBC

    12/16/20       RON       705,417       USD       170,000       1,226  

HSBC

    12/16/20       RON       544,424       USD       130,000       (256)  

HSBC

    12/16/20       SGD       1,410,294       USD       1,030,000       (3,250)  

HSBC

    12/16/20       USD       1,350,000       TWD       39,122,339       16,679  

HSBC

    12/16/20       USD       120,000       TWD       3,424,932       (355)  

HSBC

    12/16/20       NZD       560,000       USD       379,165       8,722  

HSBC

    12/16/20       NZD       960,000       USD       629,765       (5,279)  

HSBC

    12/16/20       SEK       1,296,151       USD       148,000       3,131  

HSBC

    12/16/20       SEK       816,057       USD       90,000       (1,210)  

HSBC

    12/16/20       NOK       1,715,725       USD       189,000       5,019  

HSBC

    12/16/20       NOK       751,735       USD       80,000       (610)  

HSBC

    12/16/20       CNH       1,347,902       USD       198,000       365  

HSBC

    12/16/20       CNH       2,019,414       USD       294,000       (2,096)  

HSBC

    12/16/20       CZK       4,228,279       USD       188,000       4,638  

HSBC

    12/16/20       RUB       5,303,869       USD       69,000       1,260  

HSBC

    12/16/20 - 12/17/20       MXN       5,608,116       USD       259,000       7,598  

HSBC

    12/16/20 - 12/17/20       MXN       4,520,219       USD       200,000       (2,632)  

HSBC

    12/16/20       THB       33,358,690       USD       1,060,000       7,356  

HSBC

    12/16/20       THB       2,852,697       USD       90,000       (18)  

HSBC

    12/16/20       PHP       4,373,727       USD       90,000       6  

HSBC

    12/16/20       PHP       33,694,261       USD       690,000       (3,298)  

HSBC

    12/16/20       CLP       48,427,869       USD       63,000       1,265  

HSBC

    12/16/20       CLP       15,802,651       USD       20,000       (145)  

HSBC

    12/16/20       JPY       22,273,999       USD       213,000       1,575  

HSBC

    12/16/20       JPY       60,691,650       USD       572,000       (4,084)  

HSBC

    12/16/20       INR       37,726,955       USD       510,000       1,274  

HSBC

    12/16/20       INR       53,526,256       USD       720,000       (1,769)  

HSBC

    12/16/20       HUF       143,255,504       USD       469,000       7,501  

HSBC

    12/16/20       HUF       6,267,828       USD       20,000       (192)  

HSBC

    12/16/20       COP       753,485,969       USD       200,000       3,902  

HSBC

    12/16/20       COP       271,026,520       USD       70,000       (535)  

HSBC

    12/16/20       KRW       1,235,546,349       USD       1,042,000       (17,764)  

HSBC

    12/16/20       IDR       4,631,182,622       USD       310,000       1,156  

HSBC

    12/16/20       IDR       5,424,408,486       USD       360,000       (1,743)  

HSBC

    12/17/20       USD       120,000       ZAR       2,031,058       140  

HSBC

    12/17/20       USD       64,000       ZAR       1,061,136       (1,232)  

HSBC

    12/17/20       ZAR       1,059,408       USD       64,000       1,334  

HSBC

    12/17/20       ZAR       1,530,227       USD       90,000       (515)  
           

 

 

 
            $ (25,048)  
           

 

 

 

 

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

 

21


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

For the year ended September 30, 2020, the average forward currency contracts to deliver and to receive were $ (139,305) and $ 121,508, respectively.

Percentages are based on Net Assets of $16,286,097.

 

(A)

Securities sold within terms of a private placement memorandum, exempt from registration under Section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “accredited investors”. The total value of such securities as of September 30, 2020 was $2,139,807 and represents 13.1% of Net Assets.

(B)

Perpetual security with no stated maturity date.

AUD — Australian Dollar

BRL — Brazilian Real

CAD — Canadian Dollar

CHF — Swiss Franc

Cl — Class

CLP — Chilean Peso

CNH — Chinese Yuan Offshore

COP — Colombian Peso

CZK —Czech Koruna

EUR — Euro

FNMA — Federal National Mortgage Association

GBP — British Pound Sterling

HUF — Hungarian Forint

ICE — Intercontinental Exchange

IDR — Indonesian Rupiah

ILS — Israeli New Shekel

INR — Indian Rupee

JPY — Japanese Yen

KRW — Korean Won

LIBOR— London Interbank Offered Rate

LLC — Limited Liability Company

MTN — Medium Term Note

MXN — Mexican Peso

NOK — Norwegian Krone

NZD — New Zealand Dollar

PHP — Philippine Peso

PIK — Payment-in-Kind

PLN — Polish Zloty

RB — Revenue Bond

RON — Romanian Leu

RUB — Russian Ruble

SEK — Swedish Krona

Ser — Series

SGD — Singapore Dollar

THB — Thai Baht

TRY — Turkish Lira

 

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

 

22


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

SEPTEMBER 30, 2020

 

 

TWD— Taiwan Dollar

USD — U.S. Dollar

VAR — Variable Rate

ZAR — South African Rand

As of September 30, 2020, all of the Fund’s investments in securities and other financial instruments were considered Level 2, in accordance with the authoritative guidance of fair value measurements and disclosure under U.S. generally accepted accounting principles.

For the year ended September 30, 2020, there were no transfers in or out of Level 3.

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

 

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

 

23


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

  SECTOR WEIGHTINGS (Unaudited) †

 

LOGO

 

†  Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS

 

CORPORATE OBLIGATIONS — 84.0%

 

          Face Amount                     Value            

Communication Services — 5.3%

 

  

Diamond Sports Group

     

Callable 08/15/2022 @ $103
6.625%, 08/15/2027(A)

   $                 556,000      $             289,468    

Getty Images

     

Callable 03/01/2022 @ $105
9.750%, 03/01/2027(A)

     320,000        312,000    

Meredith

     

Callable 02/01/2021 @ $103
6.875%, 02/01/2026

     301,000        251,335    

Salem Media Group

     

Callable 11/02/2020 @ $103
6.750%, 06/01/2024(A)

     300,000        258,750    

Terrier Media Buyer

     

Callable 12/15/2022 @ $104
8.875%, 12/15/2027(A)

     260,000        261,950    

Townsquare Media

     

Callable 11/02/2020 @ $102
6.500%, 04/01/2023(A)

     708,000        648,705    

Urban One

     

Callable 11/02/2020 @ $100
7.375%, 04/15/2022(A)

     550,000        497,750    
     

 

 

 
        2,519,958    
     

 

 

 

 

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

 

24


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Consumer Discretionary — 14.3%

 

  

Arrow Bidco

     

Callable 03/15/2021 @ $105
9.500%, 03/15/2024(A)

   $                 867,000      $             719,610    

Carnival

     

Callable 08/01/2023 @ $105
10.500%, 02/01/2026(A)

     289,000        320,067    

CD&R Smokey Buyer

     

Callable 07/15/2022 @ $103
6.750%, 07/15/2025(A)

     500,000        527,500    

Clarios Global

     

Callable 05/15/2022 @ $104
8.500%, 05/15/2027(A)

     420,000        433,650    

Cooper-Standard Automotive

     

Callable 11/15/2021 @ $103
5.625%, 11/15/2026(A)

     995,000        696,500    

Core & Main Holdings

     

Callable 11/02/2020 @ $102
8.625% cash/9.375% PIK, 09/15/2024(A)

     400,000        403,000    

Ford Motor

     

8.500%, 04/21/2023

     550,000        599,500    

Houghton Mifflin Harcourt Publishers

     

Callable 02/15/2022 @ $105
9.000%, 02/15/2025(A)

     580,000        556,800    

LBC Tank Terminals Holding Netherlands BV

     

Callable 11/02/2020 @ $101
6.875%, 05/15/2023(A)

     280,000        277,900    

Mattel

     

Callable 05/01/2041 @ $100
5.450%, 11/01/2041

     570,000        533,016    

Party City Holdings

     

Callable 10/13/2020 @ $100
5.750%, VAR ICE LIBOR USD 6 Month+5.000%, 07/15/2025(A)

     205,178        149,780    

PM General Purchaser

     

Callable 10/01/2023 @ $105
9.500%, 10/01/2028(A)

     450,000        466,740    

Specialty Building Products Holdings

     

Callable 09/30/2022 @ $103
6.375%, 09/30/2026(A)

     5,000        5,088    

 

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

 

25


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Consumer Discretionary — continued

 

  

Staples

     

Callable 04/15/2022 @ $105
10.750%, 04/15/2027(A)

   $                 600,000      $             481,125    

Callable 04/15/2022 @ $104
7.500%, 04/15/2026(A)

     403,000        372,436    

Winnebago Industries

     

Callable 07/15/2023 @ $103
6.250%, 07/15/2028(A)

     250,000        263,750    
     

 

 

 
        6,806,462    
     

 

 

 

Consumer Staples — 6.3%

 

  

Algeco Global Finance

     

Callable 10/13/2020 @ $104
8.000%, 02/15/2023(A)

     735,000        729,488    

Clearwater Seafoods

     

Callable 11/02/2020 @ $105

6.875%, 05/01/2025(A)

     475,000        487,041    

Emeco Pty

     

Callable 10/15/2020 @ $105
9.250%, 03/31/2022

     397,000        415,361    

HLF Financing Sarl

     

Callable 08/15/2021 @ $104
7.250%, 08/15/2026(A)

     300,000        308,250    

Simmons Foods

     

Callable 11/02/2020 @ $103
5.750%, 11/01/2024(A)

     380,000        380,395    

Tms International Holding

     

Callable 10/19/2020 @ $104
7.250%, 08/15/2025(A)

     742,000        692,843    
     

 

 

 
        3,013,378    
     

 

 

 

Energy — 19.6%

 

  

Archrock Partners

     

Callable 04/01/2022 @ $105
6.875%, 04/01/2027(A)

     544,000        521,087    

Buckeye Partners

     

Callable 12/01/2027 @ $100
4.500%, 03/01/2028(A)

     110,000        106,012    

Conuma Coal Resources

     

Callable 11/02/2020 @ $105
10.000%, 05/01/2023(A)

     460,000        368,000    

CSI Compressco

     

Callable 04/01/2021 @ $106
7.500%, 04/01/2025(A)

     950,000        835,401    

 

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

 

26


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Energy — continued

 

  

Ensign Drilling

     

Callable 04/15/2021 @ $105
9.250%, 04/15/2024(A)

   $                 796,000      $             302,480    

Global Partners

     

Callable 08/01/2022 @ $104
7.000%, 08/01/2027

     590,000        601,286    

Natural Resource Partners

     

Callable 10/30/2021 @ $105
9.125%, 06/30/2025(A)

     720,000        632,189    

Patterson-UTI Energy

     

Callable 08/15/2029 @ $100
5.150%, 11/15/2029

     463,000        359,351    

Callable 11/01/2027 @ $100
3.950%, 02/01/2028

     185,000        142,985    

PowerTeam Services

     

Callable 02/04/2023 @ $105

9.033%, 12/04/2025(A)

     629,000        662,809    

Summit Midstream Holdings

     

Callable 11/02/2020 @ $104
5.750%, 04/15/2025

     1,218,000        695,265    

Callable 11/02/2020 @ $100
5.500%, 08/15/2022

     40,000        28,000    

SunCoke Energy Partners

     

Callable 11/02/2020 @ $106
7.500%, 06/15/2025(A)

     850,000        766,717    

Targa Resources Partners

     

Callable 02/01/2026 @ $102
4.875%, 02/01/2031(A)

     230,000        222,738    

TransMontaigne Partners

     

Callable 02/15/2021 @ $105
6.125%, 02/15/2026

     629,000        651,015    

Transocean Pontus

     

Callable 08/01/2021 @ $105
6.125%, 08/01/2025(A)

     230,880        206,453    

Transocean Poseidon

     

Callable 02/01/2022 @ $105
6.875%, 02/01/2027(A)

     647,000        518,558    

USA Compression Partners

     

Callable 04/01/2021 @ $105
6.875%, 04/01/2026

     580,000        574,925    

Callable 09/01/2022 @ $105
6.875%, 09/01/2027

     270,000        267,737    

Welltec

     

Callable 11/02/2020 @ $107
9.500%, 12/01/2022(A)

     990,000        871,200    
     

 

 

 
        9,334,208    
     

 

 

 

 

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

 

27


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Financials — 5.3%

 

  

Advisor Group Holdings

     

Callable 08/01/2022 @ $108
10.750%, 08/01/2027(A)

   $                 180,000      $             184,500    

AG Issuer

     

Callable 03/01/2023 @ $103
6.250%, 03/01/2028(A)

     320,000        318,400    

Allied Universal Holdco

     

Callable 07/15/2022 @ $103
6.625%, 07/15/2026(A)

     910,000        969,150    

Donnelley Financial Solutions

     

Callable 10/15/2021 @ $102
8.250%, 10/15/2024

     400,000        419,000    

VistaJet Malta Finance

     

Callable 06/01/2022 @ $105
10.500%, 06/01/2024(A)

     670,000        628,594    
     

 

 

 
        2,519,644    
     

 

 

 

Health Care — 0.9%

 

  

Global Medical Response

     

Callable 10/01/2021 @ $103
6.500%, 10/01/2025(A)

     280,000        277,928    

Varex Imaging

     

Callable 10/15/2023 @ $106
7.875%, 10/15/2027(A)

     160,000        165,600    
     

 

 

 
        443,528    
     

 

 

 

Industrials — 18.4%

 

  

Anagram International

     

Callable 08/15/2022 @ $103
10.000% cash/10.000% PIK, 08/15/2026(A)

     61,178        52,001    

Brand Industrial Services

     

Callable 11/02/2020 @ $106
8.500%, 07/15/2025(A)

     495,000        467,775    

Cimpress

     

Callable 06/15/2021 @ $105
7.000%, 06/15/2026(A)

     550,000        522,500    

Cleaver-Brooks

     

Callable 11/02/2020 @ $104
7.875%, 03/01/2023(A)

     830,000        800,950    

F-Brasile

     

Callable 08/15/2022 @ $104
7.375%, 08/15/2026(A)

     664,000        561,080    

 

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

 

28


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Industrials — continued

 

  

Gates Global

     

Callable 01/15/2022 @ $103
6.250%, 01/15/2026(A)

   $                 360,000      $             371,084    

Granite US Holdings

     

Callable 10/01/2022 @ $106
11.000%, 10/01/2027(A)

     580,000        594,500    

Griffon

     

Callable 03/01/2023 @ $103
5.750%, 03/01/2028

     370,000        386,217    

Grinding Media

     

Callable 11/02/2020 @ $104
7.375%, 12/15/2023(A)

     479,000        484,988    

HC2 Holdings

     

Callable 11/02/2020 @ $106
11.500%, 12/01/2021(A)

     297,000        282,892    

Hillman Group

     

Callable 11/02/2020 @ $100
6.375%, 07/15/2022(A)

     200,000        194,500    

JPW Industries Holding

     

Callable 11/02/2020 @ $107
9.000%, 10/01/2024(A)

     860,000        810,550    

Matthews International

     

Callable 12/01/2020 @ $104
5.250%, 12/01/2025(A)

     127,000        120,015    

Navios South American Logistics

     

Callable 08/01/2022 @ $108
10.750%, 07/01/2025(A)

     370,000        392,200    

New Enterprise Stone & Lime

     

Callable 07/15/2023 @ $105
9.750%, 07/15/2028(A)

     500,000        540,000    

Park-Ohio Industries

     

Callable 04/15/2022 @ $103
6.625%, 04/15/2027

     588,000        540,960    

Quad/Graphics

     

7.000%, 05/01/2022

     394,000        346,720    

Titan International

     

Callable 11/02/2020 @ $105
6.500%, 11/30/2023

     863,000        645,533    

Triumph Group

     

Callable 02/01/2023 @ $104
8.875%, 06/01/2024(A)

     206,000        219,390    

Callable 11/02/2020 @ $106
7.750%, 08/15/2025

     660,000        423,225    
     

 

 

 
        8,757,080    
     

 

 

 

 

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

 

29


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Information Technology — 2.4%

 

  

Avaya

     

Callable 09/15/2023 @ $103

6.125%, 09/15/2028(A)

   $                 470,000      $             479,212    

Exela Intermediate

     

Callable 11/02/2020 @ $105

10.000%, 07/15/2023(A)

     410,000        125,050    

Xerox Holdings

     

Callable 07/15/2028 @ $100

5.500%, 08/15/2028(A)

     541,000        533,007    
     

 

 

 
        1,137,269    
     

 

 

 

Materials — 10.6%

 

  

Arconic

     

Callable 02/15/2023 @ $103

6.125%, 02/15/2028(A)

     50,000        51,344    

Carpenter Technology

     

Callable 07/15/2023 @ $103

6.375%, 07/15/2028

     620,000        648,907    

Clearwater Paper

     

5.375%, 02/01/2025(A)

     330,000        345,874    

Consolidated Energy Finance

     

Callable 11/02/2020 @ $105

6.875%, 06/15/2025(A)

     520,000        473,200    

Callable 05/15/2021 @ $105

6.500%, 05/15/2026(A)

     120,000        105,097    

Koppers

     

Callable 11/02/2020 @ $105

6.000%, 02/15/2025(A)

     613,000        621,429    

Neon Holdings

     

Callable 04/01/2022 @ $105

10.125%, 04/01/2026(A)

     440,000        464,200    

OCI

     

Callable 10/15/2020 @ $103

6.625%, 04/15/2023(A)

     325,000        336,050    

Callable 11/01/2021 @ $103

5.250%, 11/01/2024(A)

     50,000        51,585    

Rain CII Carbon

     

Callable 11/02/2020 @ $105

7.250%, 04/01/2025(A)

     705,000        673,275    

Schweitzer-Mauduit International

     

Callable 10/01/2021 @ $105

6.875%, 10/01/2026(A)

     590,000        622,450    

 

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

 

30


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

CORPORATE OBLIGATIONS — continued

 

          Face Amount                     Value            

Materials — continued

 

  

Venator Finance Sarl

     

Callable 11/02/2020 @ $104

5.750%, 07/15/2025(A)

   $                 740,000      $             636,400    
     

 

 

 
        5,029,811    
     

 

 

 

Real Estate — 0.9%

 

  

CoreCivic

     

Callable 07/15/2027 @ $100

4.750%, 10/15/2027

     410,000        346,450    

Cushman & Wakefield US Borrower

     

Callable 05/15/2023 @ $103

6.750%, 05/15/2028(A)

     90,000        93,433    
     

 

 

 
        439,883    
     

 

 

 

TOTAL CORPORATE OBLIGATIONS

     

(Cost $41,481,864)

        40,001,221    
     

 

 

 
               

LOAN OBLIGATIONS — 12.5%

 

Communication Services — 0.6%

 

  

Radio One, Inc., Initial Term Loan, 1st Lien 5.000%, VAR LIBOR+4.000%, 04/18/2023

     329,147        275,167    
     

 

 

 

Consumer Discretionary — 4.3%

 

  

24 Hour Fitness Worldwide, Inc., DIP New Money Term Loan, 1st Lien

     

11.000%, VAR LIBOR+10.000%, 06/21/2021

     241,414        201,581    

24 Hour Fitness Worldwide, Inc., DIP Roll-Up Term Loan, 1st Lien

     

11.000%, VAR LIBOR+10.000%, 06/17/2021

     241,414        201,581    

24 Hour Fitness Worldwide, Inc., Term Loan, 1st Lien

     

3.647%, VAR LIBOR+3.500%, 05/30/2025

     656,961        19,709    

BW Gas & Convenience Holdings, LLC, Initial Term Loan, 1st Lien

     

6.400%, VAR LIBOR+6.250%, 11/13/2026

     703,612        703,612    

Party City Holdings, Inc., Term Loan

     

3.250%, VAR LIBOR+2.500%, 08/19/2022

     675,904        549,173    

 

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

 

31


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

LOAN OBLIGATIONS — continued

 

          Face Amount                     Value            

Consumer Discretionary — continued

 

  

PSS Industrial Group, Term Loan, 1st Lien

     

7.500%, VAR LIBOR+6.000%, 04/10/2025

   $                 564,808      $             382,188    
     

 

 

 
        2,057,844    
     

 

 

 

Consumer Staples — 0.9%

 

  

MRO Holdings, Inc., Initial Term Loan, 1st Lien

     

5.220%, VAR LIBOR+5.000%, 06/04/2026

     579,222        451,794    
     

 

 

 

Energy — 0.7%

 

  

WaterBridge Midstream Operating LLC, Initial Term Loan, 1st Lien

     

6.750%, VAR LIBOR+5.750%, 06/18/2026

     388,040        321,798    
     

 

 

 

Industrials — 3.9%

 

  

Brand Energy & Infrastructure Services, Inc. (fka FR Brand Acquisition Corp), Initial Term Loan, 1st Lien

     

5.250%, VAR LIBOR+4.250%, 06/21/2024

     149,229        138,572    

Forming Machining Industries Holdings, LLC, Initial Term Loan, 1st Lien

     

4.220%, VAR LIBOR+4.000%, 10/09/2025 (B)

     250,000        205,000    

Forming Machining Industries Holdings, LLC, Initial Term Loan, 2nd Lien

     

8.470%, VAR LIBOR+8.250%, 10/09/2026

     500,000        350,000    

NA Rail Hold Co. LLC, Initial Term Loan, 1st Lien

     

5.470%, VAR LIBOR+5.250%, 10/15/2026

     368,150        368,150    

One Sky Flight, LLC, Term Loan, 1st Lien

     

8.500%, VAR LIBOR+7.500%, 12/19/2024

     587,125        555,814    

Werner Finco LP (Werner Finco, Inc.), Initial Term Loan, 1st Lien

     

5.000%, VAR LIBOR+4.000%, 07/24/2024

     248,718        238,769    
     

 

 

 
        1,856,305    
     

 

 

 

 

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

 

32


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

LOAN OBLIGATIONS — continued

 

          Face Amount/     
Shares
               Value            

Information Technology — 0.2%

 

  

ConvergeOne Holdings, Corp., Initial Term Loan, 2nd Lien

8.647%, VAR LIBOR+8.500%, 01/14/2027

   $                 140,000      $             119,000    
     

 

 

 

Materials — 1.9%

 

  

Alchemy US Holdco 1, LLC, Initial Term Loan, 1st Lien

5.683%, VAR LIBOR+5.500%, 10/10/2025

     290,931        268,626    

5.645%, VAR LIBOR+5.500%, 10/10/2025

     376,756        347,870    

ASP Unifrax Holdings, Inc., Term Loan, 2nd Lien

8.750%, VAR LIBOR+8.500%, 12/14/2026

     350,000        284,665    
     

 

 

 
        901,161    
     

 

 

 

TOTAL LOAN OBLIGATIONS

     

(Cost $6,696,668)

        5,983,069    
     

 

 

 

COMMON STOCK — 0.1%

     

Consumer Discretionary — 0.1%

 

  

Party City Holdings

     11,517        29,944    
     

 

 

 

TOTAL COMMON STOCK

     

(Cost $–)

        29,944    
     

 

 

 

TOTAL INVESTMENTS — 96.6%

     

(Cost $48,178,532)

      $ 46,014,234    
     

 

 

 

Percentages are based on Net Assets of $47,630,969.

 

(A)

Securities sold within terms of a private placement memorandum, exempt from registration under Section 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “accredited investors”. The total value of such securities as of September 30, 2020 was $31,124,433 and represents 65.3% of Net Assets.

(B)

Unsettled Bank Loan. Interest rate may not be available.

 

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

 

33


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

SEPTEMBER 30, 2020

 

 

ICE — Intercontinental Exchange

LIBOR— London Interbank Offered Rate

LLC — Limited Liability Company

LP — Limited Partnership

PIK — Payment-in-Kind

USD — U.S. Dollar

VAR — Variable Rate

The following table summarizes the inputs used as of September 30, 2020 in valuing the Fund’s investments carried at value:

 

           Investments in
Securities
  Level 1     Level 2     Level 3     Total             
 

Corporate Obligations

  $     $ 40,001,221     $     $ 40,001,221  
 

Loan Obligations

          5,983,069             5,983,069  
 

Common Stock

    29,944                   29,944  
   

 

 

   

 

 

   

 

 

   

 

 

 
 

Total Investments in Securities

  $            29,944     $     45,984,290     $                   —     $     46,014,234  
   

 

 

   

 

 

   

 

 

   

 

 

 

 

For the year ended September 30, 2020, there were no transfers in or out of Level 3.

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

 

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

 

34


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
    

SEPTEMBER 30, 2020

 

 

  SECTOR WEIGHTINGS (Unaudited)†

 

LOGO

 

†  Percentages are based on total investments.

 

  SCHEDULE OF INVESTMENTS

  COMMON STOCK — 96.7%

          Shares                     Value            

Communication Services — 1.2%

 

  

Nexstar Media Group, Cl A

     1,040      $ 93,527    
     

 

 

 

Consumer Discretionary — 10.9%

 

  

Asbury Automotive Group *

     1,025        99,886    

Callaway Golf *

     6,080        116,371    

Deckers Outdoor *

     445        97,905    

Helen of Troy *

     525        101,598    

KB Home

     2,910        111,715    

Kontoor Brands *

     3,875        93,775    

Texas Roadhouse, Cl A *

     1,475        89,665    

Wyndham Hotels & Resorts

     1,858        93,829    

Zumiez *

                         2,920        81,235    
     

 

 

 
                    885,979    
     

 

 

 

Consumer Staples — 2.7%

 

  

Darling Ingredients *

     3,405        122,682    

Performance Food Group *

     2,810        97,282    
     

 

 

 
        219,964    
     

 

 

 

 

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

 

35


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
    

SEPTEMBER 30, 2020

 

 

  COMMON STOCK — continued

 

          Shares                     Value            

Energy — 3.0%

 

  

Cameco

     8,440      $         85,244    

Dril-Quip *

     1,365        33,798    

EQT *

     6,455        83,463    

Helmerich & Payne

                         2,740        40,141    
     

 

 

 
                    242,646    
     

 

 

 

Financials — 20.4%

 

  

Argo Group International Holdings

     3,375        116,201    

BancorpSouth Bank

     4,225        81,881    

Banner

     3,415        110,168    

Blackstone Mortgage Trust, Cl A ‡

     3,895        85,573    

Cadence BanCorp, Cl A

     6,460        55,491    

Enterprise Financial Services

     3,115        84,946    

Evercore, Cl A

     1,420        92,953    

Great Western Bancorp

     3,305        41,147    

Hanover Insurance Group

     865        80,601    

HomeStreet

     3,595        92,607    

Kemper

     1,390        92,894    

Peapack-Gladstone Financial

     3,140        47,571    

PennyMac Financial Services

     1,470        85,436    

ProAssurance

     6,255        97,828    

Radian Group

     5,550        81,086    

Seacoast Banking Corp of Florida *

     3,960        71,399    

South State

     853        41,072    

Sterling Bancorp

     7,520        79,110    

Webster Financial

     4,290        113,299    

Wintrust Financial

     2,400        96,120    
     

 

 

 
        1,647,383    
     

 

 

 

Health Care — 9.4%

 

  

Collegium Pharmaceutical *

     4,505        93,794    

Envista Holdings *

     3,570        88,107    

Haemonetics *

     1,075        93,794    

Integer Holdings *

     1,405        82,909    

Pacira BioSciences *

     1,365        82,064    

 

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

 

36


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
    

SEPTEMBER 30, 2020

 

 

  COMMON STOCK — continued

 

          Shares                     Value            

Health Care — continued

 

  

Premier, Cl A

     3,222      $ 105,778    

Syneos Health, Cl A *

     2,155        114,560    

United Therapeutics *

     990        99,990    
     

 

 

 
        760,996    
     

 

 

 

Industrials — 21.4%

 

  

Astec Industries

     2,235        121,249    

Brink’s

     1,259        51,732    

Clean Harbors *

     1,445        80,964    

Gibraltar Industries *

     1,895        123,440    

Hillenbrand

     3,700        104,932    

Hub Group, Cl A *

                         2,270                    113,943    

ICF International

     1,226        75,436    

ITT

     1,940        114,557    

Kennametal

     3,965        114,747    

Regal Beloit

     1,190        111,705    

Rexnord

     3,615        107,872    

Ryder System

     2,865        121,018    

SPX *

     2,535        117,573    

SPX FLOW *

     2,825        120,966    

Stericycle *

     1,585        99,950    

Textainer Group Holdings *

     5,365        75,968    

Werner Enterprises

     1,770        74,322    
     

 

 

 
        1,730,374    
     

 

 

 

Information Technology — 8.8%

 

  

Blackbaud *

     1,450        80,954    

Calix *

     4,830        85,877    

FormFactor *

     3,305        82,394    

J2 Global *

     1,465        101,407    

Lattice Semiconductor *

     2,950        85,432    

Novanta *

     845        89,012    

Perficient *

     2,555        109,201    

Viavi Solutions *

     6,930        81,289    
     

 

 

 
        715,566    
     

 

 

 

 

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

 

37


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
    

SEPTEMBER 30, 2020

 

 

  COMMON STOCK — continued

 

          Shares                     Value            

Materials — 3.7%

 

  

Allegheny Technologies *

     8,860      $ 77,259    

Arconic *

     3,665        69,818    

Avient

     2,760        73,030    

Ferro *

     6,360        78,864    
     

 

 

 
                    298,971    
     

 

 

 

Real Estate — 10.5%

 

  

Alexander & Baldwin *‡

                         9,475        106,215    

DiamondRock Hospitality *‡

     16,980        86,089    

Four Corners Property Trust ‡

     6,445        164,927    

Healthcare Realty Trust ‡

     5,530        166,564    

Jones Lang LaSalle *

     815        77,963    

Physicians Realty Trust ‡

     9,400        168,354    

STAG Industrial ‡

     2,680        81,713    
     

 

 

 
        851,825    
     

 

 

 

Utilities — 4.7%

     

IDACORP

     1,110        88,689    

Northwest Natural Holding

     1,840        83,517    

NorthWestern

     2,535        123,303    

ONE Gas

     1,170        80,742    
     

 

 

 
        376,251    
     

 

 

 

TOTAL COMMON STOCK

     

(Cost $8,094,785)

        7,823,482    
     

 

 

 
     

  EXCHANGE TRADED FUNDS — 0.4%

     

iShares Russell 2000 ETF

     98        14,679    

iShares Russell 2000 Value ETF

     205        20,363    
     

 

 

 

TOTAL EXCHANGE TRADED FUNDS

     

(Cost $33,980)

        35,042    
     

 

 

 

TOTAL INVESTMENTS — 97.1%

     

(Cost $8,128,765)

      $ 7,858,524    
     

 

 

 

 

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

 

38


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
    

SEPTEMBER 30, 2020

 

 

Percentages are based on Net Assets of $8,094,076.

 

*

Non-income producing security.

Real Estate Investment Trust

Cl — Class

ETF — Exchange Traded Fund

As of September 30, 2020, all of the Fund’s investments were considered Level 1, in accordance with the authoritative guidance of fair value measurements and disclosure under U.S. generally accepted accounting principles.

For the year ended September 30, 2020, there were no transfers in or out of Level 3.

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

 

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

 

39


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SEPTEMBER 30, 2020
    

    

 

 

 STATEMENTS OF ASSETS AND LIABILITIES

 

    Enhanced
Core Plus
Fund
    High Yield
Fund
    Small Cap
Value
Sustainability
Fund
 

Assets:

     

Investments, at Value (Cost $15,567,581, $48,178,532 and $8,128,765, respectively)

  $ 16,035,745     $ 46,014,234     $ 7,858,524  

Cash

    913,297       1,667,674       328,706  

Interest and Dividend Receivable

    146,599       988,039       7,214  

Unrealized Appreciation on Forward Foreign Currency Contracts

    141,082              

Receivable Due from Investment Adviser

    30,399       12,119       19,882  

Receivable for Investment Securities Sold

          82,720       68,485  

Prepaid Expenses

    20,298       12,368       11,100  
 

 

 

   

 

 

   

 

 

 

Total Assets

    17,287,420       48,777,154       8,293,911  
 

 

 

   

 

 

   

 

 

 

Liabilities:

     

Payable for Investment Securities Purchased

    781,582       1,056,450       153,519  

Unrealized Depreciation on Forward Foreign Currency Contracts

    166,130              

Audit Fees Payable

    24,600       27,600       24,600  

Payable Due to Administrator

    9,426       9,426       9,426  

Chief Compliance Officer Fees Payable

    653       1,885       340  

Trustees Fees Payable

    153       443       80  

Distribution Fees Payable (Investor Shares)

    16       153        

Payable for Capital Shares Redeemed

          18,628        

Other Accrued Expenses

    18,763       31,600       11,870  
 

 

 

   

 

 

   

 

 

 

Total Liabilities

    1,001,323       1,146,185       199,835  
 

 

 

   

 

 

   

 

 

 

Net Assets

  $   16,286,097     $   47,630,969     $     8,094,076  
 

 

 

   

 

 

   

 

 

 

Net Assets Consist of:

     

Paid-in Capital

  $ 15,826,515     $ 49,865,840     $ 8,887,639  

Total Distributable Earnings/(Loss)

    459,582       (2,234,871     (793,563
 

 

 

   

 

 

   

 

 

 

Net Assets

  $ 16,286,097     $ 47,630,969     $ 8,094,076  
 

 

 

   

 

 

   

 

 

 

 

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

 

40


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SEPTEMBER 30, 2020
      

 

    Enhanced
Core Plus
Fund
    High Yield
Fund
    Small Cap
Value
Sustainability
Fund
 

Institutional Shares

     

Net Assets

  $   16,219,305     $   46,918,168     $     8,093,978  

Shares Issued and Outstanding (unlimited authorization — no par value)

    1,575,022       5,036,182       895,861  

Net Asset Value, Offering and Redemption Price Per Share

  $ 10.30     $ 9.32     $ 9.03  
 

 

 

   

 

 

   

 

 

 

Investor Shares

     

Net Assets

  $ 66,792     $ 712,801     $ 98  

Shares Issued and Outstanding (unlimited authorization — no par value)

    6,490       76,559       11  

Net Asset Value, Offering and Redemption Price Per Share

  $ 10.29     $ 9.31     $ 9.05*  
 

 

 

   

 

 

   

 

 

 

 

*

Net Assets divided by Shares do not calculate to the stated Net Asset Value because Net Assets are shown rounded.

Amounts designated as “—” are $0.

 

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

 

41


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   FOR THE YEAR ENDED
    

SEPTEMBER 30, 2020

 

 

 STATEMENTS OF OPERATIONS

 

    Enhanced
Core Plus
Fund (1)
    High Yield
Fund
    Small Cap
Value
Sustainability
Fund
 

Investment Income:

     

Interest Income

  $ 467,487     $ 2,773,227     $ 1,582  

Dividend Income

          17,940       130,018  
 

 

 

   

 

 

   

 

 

 

Total Investment Income

    467,487       2,791,167       131,600  
 

 

 

   

 

 

   

 

 

 

Expenses:

     

Administration Fees (Note 4)

    114,765       115,080       115,080  

Investment Advisory Fees (Note 5)

    56,382       196,759       65,954  

Trustees’ Fees

    7,213       16,499       4,433  

Chief Compliance Officer Fees (Note 3)

    3,148       2,581       797  

Distribution Fees (Investor Shares)

    68       1,589        

Legal Fees

    69,034       42,160       19,866  

Offering Costs

    67,140       15,201       18,344  

Transfer Agent Fees (Note 4)

    48,758       58,960       44,754  

Audit Fees

    24,600       28,061       25,061  

Printing Fees

    12,048       19,847       5,572  

Registration Fees

    8,380       30,779       26,130  

Custodian Fees (Note 4)

    2,164       2,236       4,362  

Other Expenses

    23,543       40,859       8,073  
 

 

 

   

 

 

   

 

 

 

Total Expenses

    437,243       570,611       338,426  
 

 

 

   

 

 

   

 

 

 

Less:

     

Waiver of Investment Advisory Fees (Note 5)

    (56,382     (196,759     (65,954

Reimbursement by Investment Adviser

      (298,503     (103,826     (186,268

Fees Paid Indirectly (Note 4)

    (34     (59     (49
 

 

 

   

 

 

   

 

 

 

Net Expenses

    82,324       269,967       86,155  
 

 

 

   

 

 

   

 

 

 

Net Investment Income

    385,163       2,521,200       45,445  
 

 

 

   

 

 

   

 

 

 

Net Realized Gain/(Loss) on:

     

Investments

    23,252       248,318       (534,485

Forward Foreign Currency Contracts

    (24,335            

Foreign Currency Transactions

    (14,900            
 

 

 

   

 

 

   

 

 

 

Net Realized Gain/(Loss)

    (15,983     248,318       (534,485
 

 

 

   

 

 

   

 

 

 

Net Change in Unrealized Appreciation/(Depreciation) on:

     

Investments

    468,164       (2,124,579     (648,080

Forward Foreign Currency Contracts

    (25,048            
 

 

 

   

 

 

   

 

 

 

Net Change in Unrealized Appreciation (Depreciation)

    443,116       (2,124,579     (648,080
 

 

 

   

 

 

   

 

 

 

Net Realized and Unrealized Gain (Loss) on Investments, Forward Foreign Currency Contracts and Foreign Currency Transactions

    427,133         (1,876,261     (1,182,565
 

 

 

   

 

 

   

 

 

 

Net Increase (Decrease) in Net Assets Resulting from Operations

  $ 812,296     $ 644,939     $   (1,137,120
 

 

 

   

 

 

   

 

 

 

 

(1)

The Fund commenced operations on October 1, 2019

 

Amounts designated as “—” are $0 or have been rounded to $0.

 

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

 

42


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

    

 

 

 STATEMENTS OF CHANGES IN NET ASSETS

 

    Year Ended
September 30,
2020(1)
 

Operations:

 

Net Investment Income

    $ 385,163  

Net Realized Loss on Investments, Forward Foreign Currency Contracts and Foreign Currency Transactions

    (15,983

Net Unrealized Appreciation on Investments and Forward Foreign Currency Contracts

    443,116  
 

 

 

 

Net Increase in Net Assets Resulting from Operations

    812,296  
 

 

 

 

Distributions:

 

Institutional Shares

    (351,932

Investor Shares

    (782
 

 

 

 

Total Distributions

    (352,714
 

 

 

 

Capital Share Transactions:(2)

 

Institutional Shares:

 

Issued

    15,752,875  

Reinvestment of Dividends and Distributions

    31,153  

Redeemed

    (23,019
 

 

 

 

Increase from Institutional Shares Capital Share Transactions

    15,761,009  
 

 

 

 

Investor Shares:

 

Issued

    70,213  

Reinvestment of Dividends and Distributions

    764  

Redeemed

    (5,471
 

 

 

 

Increase from Investor Shares Capital Share Transactions

    65,506  
 

 

 

 

Net Increase in Net Assets from Capital Share Transactions

    15,826,515  
 

 

 

 

Total Increase in Net Assets

    16,286,097  
 

 

 

 

Net Assets:

 

Beginning of Year

     
 

 

 

 

End of Year

    $         16,286,097  
 

 

 

 

 

(1)

The Fund commenced operations on October 1, 2019.

(2)

For share transactions, see Note 6 in the Notes to Financial Statements.

 

Amounts designated as “—” are $0.

 

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

 

43


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

    

 

 

 STATEMENTS OF CHANGES IN NET ASSETS

 

    Year
Ended
  September  
30, 2020
    Period
Ended
  September    
30,  2019(1)
 

Operations:

   

Net Investment Income

  $ 2,521,200     $ 1,454,810  

Net Realized Gain on Investments

    248,318       497,206  

Net Change in Unrealized Depreciation on Investments

    (2,124,579     (39,719
 

 

 

   

 

 

 

Net Increase in Net Assets Resulting from Operations

    644,939       1,912,297  
 

 

 

   

 

 

 

Distributions:

   

Institutional Shares

    (3,298,985     (1,438,145

Investor Shares

    (53,705     (1,272
 

 

 

   

 

 

 

Total Distributions

    (3,352,690     (1,439,417
 

 

 

   

 

 

 

Capital Share Transactions:(2)

   

Institutional Shares:

   

Issued

    23,309,492       25,936,082  

Reinvestment of Dividends and Distributions

    1,306,698       622,931  

Redemption Fees(3)

    765        

Redeemed

    (1,969,126     (2,429
 

 

 

   

 

 

 

Increase from Institutional Shares Capital Share Transactions

    22,647,829       26,556,584  
 

 

 

   

 

 

 

Investor Shares:

   

Issued

    1,171,076       50,100  

Reinvestment of Dividends and Distributions

    53,704       1,272  

Redeemed

    (604,480     (10,245
 

 

 

   

 

 

 

Increase from Investor Shares Capital Share Transactions

    620,300       41,127  
 

 

 

   

 

 

 

Net Increase in Net Assets from Capital Share Transactions

    23,268,129       26,597,711  
 

 

 

   

 

 

 

Total Increase in Net Assets

    20,560,378       27,070,591  
 

 

 

   

 

 

 

Net Assets:

   

Beginning of Year/Period

    27,070,591        
 

 

 

   

 

 

 

End of Year/Period

  $ 47,630,969     $ 27,070,591  
 

 

 

   

 

 

 

 

(1)

The Fund commenced operations on December 3, 2018.

(2)

For share transactions, see Note 6 in the Notes to Financial Statements.

(3)

For redemption fees, see Note 2 in the Notes to Financial Statements.

 

Amounts designated as “—” are $0.

 

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

 

44


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
    

    

 

 

 STATEMENTS OF CHANGES IN NET ASSETS

 

     Year
Ended
September  
30, 2020
    Period
Ended
September    

30, 2019(1)
 

Operations:

    

Net Investment Income

   $ 45,445     $ 49,867  

Net Realized Gain (Loss) on Investments

     (534,485     712,823  

Net Change in Unrealized Appreciation (Depreciation) on Investments

     (648,080     377,839  
  

 

 

   

 

 

 

Net Increase (Decrease) in Net Assets Resulting from Operations

     (1,137,120     1,140,529  
  

 

 

   

 

 

 

Distributions:

    

Institutional Shares

     (792,953     (4,010

Investor Shares

     (9      
  

 

 

   

 

 

 

Total Distributions

     (792,962     (4,010
  

 

 

   

 

 

 

Capital Share Transactions:(2)

    

Institutional Shares:

    

Issued

     180,687       10,883,385  

Reinvestment of Dividends and Distributions

     792,953       4,010  

Redeemed

     (927,178     (2,046,327
  

 

 

   

 

 

 

Increase from Institutional Shares Capital Share Transactions

     46,462       8,841,068  
  

 

 

   

 

 

 

Investor Shares:

    

Issued

           100  

Reinvestment of Dividends and Distributions

     9        
  

 

 

   

 

 

 

Increase from Investor Shares Capital Share Transactions

     9       100  
  

 

 

   

 

 

 

Net Increase in Net Assets from Capital Share Transactions

     46,471       8,841,168  
  

 

 

   

 

 

 

Total Increase (Decrease) in Net Assets

     (1,883,611     9,977,687  
  

 

 

   

 

 

 

Net Assets:

    

Beginning of Year/Period

     9,977,687        
  

 

 

   

 

 

 

End of Year/Period

   $ 8,094,076     $ 9,977,687  
  

 

 

   

 

 

 

 

(1)

The Fund commenced operations on December 19, 2018.

(2)

For share transactions, see Note 6 in the Notes to Financial Statements.

 

Amounts designated as “—” are $0.

 

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

 

45


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

    

 

 

 FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Year

 

Institutional Shares

   Year
Ended
September 30,
2020*
 

Net Asset Value, Beginning of Year

   $ 10.00      
  

 

 

 

Income from Operations:

 

Net Investment Income(1)

     0.25      

Net Realized and Unrealized Gain

     0.28      
  

 

 

 

Total from Operations

     0.53      
  

 

 

 

Dividends and Distributions:

  

Net Investment Income

     (0.23)     

Net Realized Gain

     —^         
  

 

 

 

Total Dividends and Distributions

     (0.23)     
  

 

 

 

Net Asset Value, End of Year

   $ 10.30       
  

 

 

 

Total Return†

     5.38%    
  

 

 

 

Ratios and Supplemental Data

 

Net Assets, End of Year (Thousands)

   $ 16,219  

Ratio of Expenses to Average Net Assets

                 0.54%**  

Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)

     2.87%**  

Ratio of Net Investment Income to Average Net Assets

     2.53%**  

Portfolio Turnover Rate

     116%***  

 

*

Commenced operations on October 1, 2019.

**

Annualized.

***

Not Annualized.

^

Amount represents less than $0.005 per share.

Return is for the period indicated and has not been annualized. Total return would have been lower had certain expenses not been waived and assumed by the Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(1)

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

 

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

 

46


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   ENHANCED CORE PLUS FUND
    

    

 

 

 FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Year

 

Investor Shares

   Year
Ended
September 30,
2020*
 

Net Asset Value, Beginning of Year

   $ 10.00      
  

 

 

 

Income from Operations:

 

Net Investment Income(1)

     0.22      

Net Realized and Unrealized Gain

     0.28      
  

 

 

 

Total from Operations

     0.50      
  

 

 

 

Dividends and Distributions:

  

Net Investment Income

     (0.21)     

Net Realized Gain

     —^         
  

 

 

 

Total Dividends and Distributions

     (0.21)     
  

 

 

 

Net Asset Value, End of Year

   $ 10.29      
  

 

 

 

Total Return†

     5.08%  
  

 

 

 

Ratios and Supplemental Data

 

Net Assets, End of Year (Thousands)

   $ 67  

Ratio of Expenses to Average Net Assets

                 0.79%**  

Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)

     3.19%**  

Ratio of Net Investment Income to Average Net Assets

     2.20%**  

Portfolio Turnover Rate

     116%***  

 

*

Commenced operations on October 1, 2019.

**

Annualized.

***

Not Annualized.

^

Amount represents less than $0.005 per share.

Return is for the period indicated and has not been annualized. Total return would have been lower had certain expenses not been waived and assumed by the Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(1)

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

 

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

 

47


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
    

    

 

 

 FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Year/Period

 

Institutional Shares

   Year
Ended
September 30,
2020
     Period
Ended
September 30,
2019*
 

Net Asset Value, Beginning of Year/Period

   $             10.18          $             10.00      
  

 

 

    

 

 

 

Income (Loss) from Operations:

 

Net Investment Income(1)

     0.66            0.57      

Net Realized and Unrealized Gain (Loss)

     (0.64)           0.17      
  

 

 

    

 

 

 

Total from Operations

     0.02            0.74      
  

 

 

    

 

 

 

Dividends and Distributions:

     

Net Investment Income

     (0.70)           (0.56)     

Net Realized Gain

     (0.18)           —       
  

 

 

    

 

 

 

Total Dividends and Distributions

     (0.88)           (0.56)     
  

 

 

    

 

 

 

Net Asset Value, End of Year/Period

   $ 9.32          $ 10.18      
  

 

 

    

 

 

 

Total Return†

     0.55%        7.53%   
  

 

 

    

 

 

 

Ratios and Supplemental Data

 

Net Assets, End of Year/Period (Thousands)

   $ 46,918      $ 27,030  

Ratio of Expenses to Average Net Assets

     0.75%        0.75%**  

Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)

     1.59%        2.08%**  

Ratio of Net Investment Income to Average Net Assets

     7.04%        6.77%**  

Portfolio Turnover Rate

     90%          58%***  

 

*

Commenced operations on December 3, 2018.

**

Annualized.

***

Not Annualized.

Return is for the period indicated and has not been annualized. Total return would have been lower had certain expenses not been waived and assumed by the Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(1)

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

Amounts designated as “—” are $0 or have been rounded to $0.

 

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

 

48


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   HIGH YIELD FUND
      

 

 FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Year/Period

 

Investor Shares

   Year
Ended
September 30,
2020
     Period
Ended
September 30,
2019*
 

Net Asset Value, Beginning of Year/Period

   $             10.19          $             10.00      
  

 

 

    

 

 

 

Income (Loss) from Operations:

 

Net Investment Income(1)

     0.63            0.59      

Net Realized and Unrealized Gain (Loss)

     (0.65)           0.14      
  

 

 

    

 

 

 

Total from Operations

     (0.02)           0.73      
  

 

 

    

 

 

 

Dividends and Distributions:

     

Net Investment Income

     (0.68)           (0.54)     

Net Realized Gain

     (0.18)           —       
  

 

 

    

 

 

 

Total Dividends and Distributions

     (0.86)           (0.54)     
  

 

 

    

 

 

 

Net Asset Value, End of Year/Period

   $ 9.31          $ 10.19      
  

 

 

    

 

 

 

Total Return†

     0.11%        7.51%   
  

 

 

    

 

 

 

Ratios and Supplemental Data

 

Net Assets, End of Year/Period (Thousands)

   $ 713      $ 41  

Ratio of Expenses to Average Net Assets

     0.99%        1.00%**  

Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)

     1.77%        2.38%**  

Ratio of Net Investment Income to Average Net Assets

     6.99%        6.94%**  

Portfolio Turnover Rate

     90%          58%***  

 

*

Commenced operations on December 3, 2018.

**

Annualized.

***

Not Annualized.

Return is for the period indicated and has not been annualized. Total return would have been lower had certain expenses not been waived and assumed by the Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(1)

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

Amounts designated as “—” are $0 or have been rounded to $0.

 

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

 

49


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
      

 

 FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Year/Period

 

Institutional Shares

   Year
Ended
September 30,
2020
     Period
Ended
September 30,
2019*
 

Net Asset Value, Beginning of Year/Period

   $             11.14          $             10.00      
  

 

 

    

 

 

 

Income (Loss) from Operations:

 

Net Investment Income(1)

     0.05            0.04      

Net Realized and Unrealized Gain (Loss)

     (1.28)           1.10      
  

 

 

    

 

 

 

Total from Operations

     (1.23)           1.14      
  

 

 

    

 

 

 

Dividends and Distributions:

     

Net Investment Income

     (0.07)           —^          

Net Realized Gain

     (0.81)           —            
  

 

 

    

 

 

 

Total Dividends and Distributions

     (0.88)           —            
  

 

 

    

 

 

 

Net Asset Value, End of Year/Period

   $ 9.03          $ 11.14      
  

 

 

    

 

 

 

Total Return†

     (12.51)%        11.45%   
  

 

 

    

 

 

 

Ratios and Supplemental Data

 

Net Assets, End of Year/Period (Thousands)

   $ 8,094      $ 9,978  

Ratio of Expenses to Average Net Assets

     0.98%        0.98%**  

Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)

     3.85%        4.07%**  

Ratio of Net Investment Income to Average Net Assets

     0.52%        0.62%**  

Portfolio Turnover Rate

     136%          131%***  

 

*

Commenced operations on December 19, 2018.

**

Annualized.

***

Not Annualized.

^

Amount represents less than $0.005 per share.

Return is for the period indicated and has not been annualized. Total return would have been lower had certain expenses not been waived and assumed by the Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(1)

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

 

Amounts designated as “—” are $0 or have been rounded to $0.

 

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

 

50


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SMALL CAP VALUE SUSTAINABILITY FUND
    

    

 

 

 FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding

Throughout the Year/Period

 

Investor Shares    Year
Ended
September 30,
2020
     Period
Ended
September 30,
2019*
 

Net Asset Value, Beginning of Year/Period

   $             11.14          $             10.00      
  

 

 

    

 

 

 

Income (Loss) from Operations:

 

Net Investment Income(1)

     0.14            0.13      

Net Realized and Unrealized Gain (Loss)

     (1.35)           1.01      
  

 

 

    

 

 

 

Total from Operations

     (1.21)           1.14      
  

 

 

    

 

 

 

Dividends and Distributions:

     

Net Investment Income

     (0.07)           —^          

Net Realized Gain

     (0.81)           —            
  

 

 

    

 

 

 

Total Dividends and Distributions

     (0.88)           —            
  

 

 

    

 

 

 

Net Asset Value, End of Year/Period

   $ 9.05          $ 11.14      
  

 

 

    

 

 

 

Total Return†

     (12.32)%        11.45%   
  

 

 

    

 

 

 

Ratios and Supplemental Data

 

Net Assets, End of Year/Period (Thousands)

   $      $  

Ratio of Expenses to Average Net Assets

     0.00%‡        0.00%**  

Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)

     3.57%        3.52%**  

Ratio of Net Investment Income to Average Net Assets

     1.50%        1.48%**  

Portfolio Turnover Rate

     136%          131%***  

 

*

Commenced operations on December 19, 2018.

**

Annualized.

***

Not Annualized.

^

Amount represents less than $0.005 per share.

Return is for the period indicated and has not been annualized. Total return would have been lower had certain expenses not been waived and assumed by the Adviser during the period. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

The ratio rounds to 0.00% due to the relative net asset value of Investor Shares. Prospectively, it is expected the ratio of net expenses to average net asset would approximate 1.23% (4.32% excluding waivers) and 1.23% (4.10% excluding waivers, reimbursements and fees paid indirectly), for the period ended September 2019 and year ended September 30, 2020, respectively.

(1)

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

Amounts designated as “—” are $0 or have been rounded to $0.

 

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

 

51


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SEPTEMBER 30, 2020
    

    

 

 

 NOTES TO FINANCIAL STATEMENTS

 

1.

Organization:

The Advisors’ Inner Circle Fund III (the “Trust”) is organized as a Delaware statutory trust under a Declaration of Trust dated December 4, 2013. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with 34 Funds. The financial statements herein are those of the Mesirow Financial Funds (the “Funds”). The investment objective of the Mesirow Financial Enhanced Core Plus Fund (the “Enhanced Core Plus Fund”) is to seek to maximize total return through capital appreciation and current income consistent with preservation of capital. The investment objective of the Mesirow Financial High Yield Fund (the “High Yield Fund”) is to seek to provide a high level of current income consistent with the preservation of principal. The investment objective of the Mesirow Financial Small Cap Value Sustainability Fund (the “Small Cap Value Sustainability Fund”) is to seek to provide long-term capital appreciation with less volatility than the U.S. small cap value market. Each of the funds is classified as a diversified investment company. Mesirow Financial Investment Management, Inc. serves as the Funds’ investment adviser (the “Adviser”). The Funds currently offer Institutional and Investor Shares. The Enhanced Core Plus Fund, High Yield Fund and the Small Cap Value Sustainability Fund commenced operations on October 1, 2019, December 3, 2018 and December 19, 2018, respectively. The financial statements of the remaining Funds of the Trust are presented separately. The assets of each Fund are segregated, and a shareholder’s interest is limited to the Fund in which shares are held.

 

2.

Significant Accounting Policies:

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

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

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on the NASDAQ Stock Market (the “NASDAQ”)), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on valuation date (or at approximately 4:00 pm Eastern Standard Time if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. If available, debt securities are priced based upon valuations provided by independent, third-party pricing agents. Such values generally reflect the last reported sales price if the security is actively traded. The third-party pricing agents may also

 

52


THE ADVISORS’ INNER CIRCLE FUND III

   MESIROW FINANCIAL
   SEPTEMBER 30, 2020
    

    

 

 

value debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker supplied valuations, or other methodologies designed to identify the market value for such securities. Such methodologies generally consider such factors as security prices, yields, maturities, call features, ratings and developments relating to specific securities in arriving at valuations. On the first day a new debt security purchase is recorded, if a price is not available on the automated pricing feeds from our primary and secondary pricing vendors nor is it available from an independent broker, the security may be valued at its purchase price. Each day thereafter, the debt security will be valued according to the Trusts’ Fair Value Procedures until an independent source can be secured. Debt obligations with remaining maturities of sixty days or less may be valued at their amortized cost, which approximates market value provided that it is determined the amortized cost continues to approximate fair value. Should existing credit, liquidity or interest rate conditions in the relevant markets and issuer specific circumstances suggest that amortized cost does not approximate fair value, then the amortized cost method may not be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates.

Securities for which market prices are not “readily available” are valued in accordance with “Fair Value Procedures” established by the Funds’ Board of Trustees (the “Board”). The Funds’ Fair Value Procedures are implemented through a Fair Value Committee (the “Committee”) designated by the Board. Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures include: the security’s trading has been halted or suspended; the security has been de-listed from a national exchange; the security’s primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security’s primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government imposed restrictions. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee.

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

 

   

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

 

   

Level 2 — Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets,

 

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adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the Board, etc.); and

 

   

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

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

For the year ended September 30, 2020, there have been no significant changes to the Funds’ fair valuation methodology.

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

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

As of and during the year ended September 30, 2020, the Funds did not have a liability for any unrecognized tax benefits. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations. During the year ended September 30, 2020, the Funds did not incur any interest or penalties.

Security Transactions and Investment Income — Security transactions are accounted for on trade date. Costs used in determining realized gains and losses on the sale of investment securities are based on the specific identification method. Dividend income and expense are recorded on the ex-dividend date. Interest income is recognized on the accrual basis from settlement date and includes the amortization of premiums and the accretion of discount. Certain dividends from foreign securities will be recorded as soon as the Funds is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Discounts and premiums on fixed income securities are accreted and amortized using the effective interest method. Realized gains (losses) on paydowns of mortgage-backed and asset-backed securities are recorded as an adjustment to interest income.

 

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Foreign Currency Translation — The books and records of the Funds are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Funds does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statements of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Funds’ books and the U.S. dollar equivalent of the amounts actually received or paid.

Forward Foreign Currency Contracts — The Funds may enter into forward foreign currency exchange contracts to protect the value of securities held and related receivables and payables against changes in future foreign exchange rates. A forward currency contract is an agreement between two parties to buy and sell currency at a set price on a future date. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked-to-market daily using the current forward rate and the change in market value is recorded by the Funds as unrealized gain or loss. The Funds recognize realized gains or losses when the contract is closed, equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. Any realized or unrealized appreciation (depreciation) during the period are presented on the Statements of Operations. Risks may arise from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. Risks may also arise upon entering into these contracts from the potential inability of counterparties to meet the terms of their contracts and are generally limited to the amount of unrealized gain on the contracts at the date of default. Refer to the Schedules of Investments for details regarding open forward foreign currency contracts as of September 30, 2020.

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

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

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

Dividends and Distributions to Shareholders — The Enhanced Core Plus Fund distributes its net investment income quarterly and makes distributions of its net realized capital gains, if any, at least annually. The High Yield Fund distributes its net investment income monthly and makes distributions of its net realized capital gains, if

 

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any, at least annually. The Small Cap Value Sustainability Fund distributes its net investment income, and makes distributions of its net realized capital gains, if any, at least annually. If you own Fund shares on a Fund’s record date, you will be entitled to receive the distribution. All distributions are recorded on ex-dividend date.

Deferred Offering Costs — Offering costs of the Fund, including costs of printing the initial prospectus, legal, and registration fees, are being amortized to expense over a twelve month period. As of September 30, 2020, the Funds’ offering costs have been fully amortized.

Redemption Fees — The High Yield Fund imposes a 1.00% redemption fee on the value of the Institutional Shares and Investor shares redeemed fewer than 90 days from the date of purchase. The redemption fee is recorded as an increase to paid-in capital. The High Yield Fund, Institutional Shares imposed redemption fees of $765, for the year ended September 30, 2020.

 

3.

Transactions with Affiliates:

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

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

4.   Administration, Distribution, Shareholder Servicing, Custodian and Transfer Agent Agreements:

The Funds and the Administrator are parties to an Administration Agreement under which the Administrator provides administration services to the Funds. For these services, the Administrator is paid an asset based fee, which will vary depending on the number of share classes and the average daily net assets of the Funds. For the year ended September 30, 2020, the Enhanced Core Plus Fund, the High Yield Fund and the Small Cap Value Sustainability Fund paid $114,765, $115,080 and $115,080 for these services, respectively.

The Funds have adopted the Distribution Plan (the “Plan”) for the Investor Shares. Under the Plan, the Distributor or financial intermediaries may receive up to 0.25% of the average daily net assets of the Investor Shares as compensation for distribution and shareholder services. The Plan is characterized as a compensation plan since the distribution fee will be paid to the Distributor without regard to the distribution or shareholder service expenses incurred by the Distributor or the amount of payments made to financial intermediaries. The Trust intends to operate the Plan in accordance with its terms and with Financial Industry Regulatory Authority (“FINRA”) rules concerning sales charges.

Brown Brothers Harriman & Co. acts as custodian (the “Custodian”) for the Funds. The Custodian plays no role in determining the investment policies of the Funds or which securities are to be purchased or sold by the Funds.

 

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DST Systems, Inc., serves as the transfer agent and dividend disbursing agent for the Fund under a transfer agency agreement with the Trust.

The Funds may earn cash management credits which can be used to offset transfer agency expenses. For the year ended September 30, 2020, the Enhanced Core Plus Fund, the High Yield Fund and the Small Cap Value Sustainability Fund earned credits of $34, $59 and $49, respectively, which were used to offset transfer agent expenses. These amounts are labeled as “Fees Paid Indirectly” on the Statements of Operations.

 

5.

Investment Advisory Agreement:

Under the terms of an investment advisory agreement, the Adviser provides investment advisory services to the Enhanced Core Plus Fund, the High Yield Fund and the Small Cap Value Sustainability Fund at a fee calculated at an annual rate of 0.37%, 0.55% and 0.75%, respectively of the Funds’ average daily net assets.

For each Fund, the Adviser has contractually agreed to reduce its fees and/or reimburse expenses to the extent necessary to keep the Funds’ total annual Fund operating expenses (excluding interest, taxes, brokerage commissions, 12b-1 fees, shareholder servicing fees, acquired fund fees and expenses and non-routine expenses (collectively, “excluded expenses”)) for Institutional Shares and Investor Shares from exceeding certain levels as set forth below until January 31, 2021. This agreement may be terminated by: (i) the Board, for any reason at any time; or (ii) the Adviser, upon ninety (90) days’ prior written notice to the Trust, effective as of the close of business on January 31, 2021. In addition, the Advisor may receive from the Fund the difference between the total annual Fund operating expenses (not including excluded expenses) and the contractual expense limit to recoup all or a portion of its prior fee waivers or expense reimbursements made during the three-year period preceding the recoupment if at any point total annual Fund operating expenses (not including excluded expenses) are below the contractual expense limit (i) at the time of the fee waiver and/or expense reimbursement and (ii) at the time of the recoupment.

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

 

      Institutional
Shares
    Investor
Shares
 

Enhanced Core Plus Fund

     0.54     0.79

High Yield Fund

     0.75     1.00

Small Cap Value Sustainability Fund

     0.98     1.23

At September 30, 2020, the amount the Adviser may seek as reimbursement of previously waived fees and reimbursed expenses is as follows:

 

      2022      2023      Total  

Enhanced Core Plus Fund

   $      $   354,885      $   354,885  

High Yield Fund

         284,974            300,585            585,559  

Small Cap Value Sustainability Fund

     247,027        252,222        499,249  

 

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6.

Shares Transactions:

 

Enhanced Core Plus Fund   Year Ended
September 30,
2020(1)
 

Institutional Shares

 

Issued

    1,574,271  

Reinvestment of Dividends and Distributions

    3,140  

Redeemed

    (2,389
 

 

 

 

Net Institutional Shares Capital Share Transactions

    1,575,022  
 

 

 

 

Investor Shares

 

Issued

    6,961  

Reinvestment of Dividends and Distributions

    76  

Redeemed

    (547
 

 

 

 

Net Investor Shares Capital Share Transactions

    6,490  
 

 

 

 

Net Increase in Shares Outstanding

            1,581,512  
 

 

 

 

 

High Yield Fund   Year Ended
September 30,
2020
    Period Ended
September 30,
2019(2)
 

Institutional Shares

   

Issued

    2,471,339       2,592,166  

Reinvestment of Dividends and Distributions

    141,723       62,044  

Redeemed

    (230,852     (238
 

 

 

   

 

 

 

Net Institutional Shares Capital Share Transactions

    2,382,210       2,653,972  
 

 

 

   

 

 

 

Investor Shares

   

Issued

    131,204       4,883  

Reinvestment of Dividends and Distributions

    5,948       125  

Redeemed

    (64,596     (1,005
 

 

 

   

 

 

 

Net Investor Shares Capital Share Transactions

    72,556       4,003  
 

 

 

   

 

 

 

Net Increase in Shares Outstanding

            2,454,766               2,657,975  
 

 

 

   

 

 

 

 

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Small Cap Value Sustainability Fund   Year Ended
September 30,
2020
    Period Ended
September 30,
2019 (3)
 

Institutional Shares

   

Issued

    18,264       1,080,405  

Reinvestment of Dividends and Distributions

    71,223       416  

Redeemed

    (89,531     (184,916
 

 

 

   

 

 

 

Net Institutional Shares Capital Share Transactions

    (44     895,905  
 

 

 

   

 

 

 

Investor Shares

   

Issued

          10  

Reinvestment of Dividends and Distributions

    1        

Redeemed

           
 

 

 

   

 

 

 

Net Investor Shares Capital Share Transactions

    1       10  
 

 

 

   

 

 

 

Net Increase (Decrease) in Shares Outstanding

    (43     895,915  
 

 

 

   

 

 

 

 

(1)

The Fund commenced operations on October 1, 2019.

(2)

The Fund commenced operations on December 3, 2018.

(3)

The Fund commenced operations on December 19, 2018.

Amount designated as “-“ are $0 or have been rounded to $0.

 

7.

Investment Transactions:

The cost of security purchases and the proceeds from security sales other than short-term securities, for the year ended September 30, 2020, were as follows:

 

     

Purchases

 

   

Sales

 

 

Enhanced Core Plus Fund

   $     14,573,264     $ 1,816,558  

High Yield Fund

     42,904,866           26,768,394  

Small Cap Value Sustainability Fund

     11,573,719       12,227,248  

Additionally, the Enhanced Core Plus Fund had $16,823,110 and $14,722,552 in long-term U.S. government purchases and sales, respectively.

 

8.

Federal Tax Information:

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent. Permanent differences

 

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are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain, or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some time in the future. To the extent these differences are permanent, they are charged or credited to distributable earnings or paid-in-capital, as appropriate, in the period that the differences arise. The permanent difference in the current year are primarily attributable to different treatment for gains and losses on paydowns of mortgage and asset backed securities for tax purposes, distribution reclassification, foreign currency translations and reclassification of long term capital gain distribution on REITs. During the year ended September 30, 2020, there were no permanent differences charged or credited to distributable earnings or paid-in-capital.

The tax character of dividends and distributions paid during the year ended September 30, 2020 was as follows:

 

     Ordinary
Income
     Long-Term
Capital Gain
     Total  

Enhanced Core Plus Fund

 

2020

   $ 250,113      $     102,601      $ 352,714  

High Yield Fund

 

2020

         3,352,690                   3,352,690  

2019

     1,439,417               1,439,417  

Small Cap Value Sustainability Fund

 

2020

     792,962               792,962  

2019

     4,010               4,010  

The Enhanced Core Plus Fund did not commence operations until October 1, 2019.

As of September 30, 2020, the components of Distributable Earnings (Accumulated Losses) on a tax basis were as follows:

 

     Enhanced
Core Plus
Fund
    High Yield
Fund
     Small Cap
Value
Sustainability
Fund
 

Undistributed Ordinary Income

   $     $ 258,908       $ 31,269   

Current Year Loss Deferral

     (31,665     –          –    

Post October Losses

           (86,889)        (450,965)  

Unrealized Appreciation (Depreciation)

     491,250       (2,406,890)        (373,867)  

Other Temporary Differences

     (3     –          –    
  

 

 

   

 

 

    

 

 

 

Total Distributable Earnings (Accumulated Losses)

   $      459,582     $  (2,234,871)      $     (793,563)  
  

 

 

   

 

 

    

 

 

 

 

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Post-October losses represent losses realized on investment transactions from November 1, 2019 through September 30, 2020, that, in accordance with Federal income tax regulations, the funds elect to defer and treat as having arisen in the following fiscal year.

Deferred late-year losses represent ordinary losses realized on investment transactions from January 1, 2020 through September 30, 2020 and specified losses realized on investment transactions from November 1, 2019 through September 30, 2020 that, in accordance with Federal income tax regulations, the Funds elect to defer and treat as having arisen in the following fiscal year.

For Federal income tax purposes the difference between Federal tax cost and book cost primarily relates to interest from perpetual bonds, premium amortization of callable bonds, and wash sales. The Federal tax cost and aggregate gross unrealized appreciation and depreciation for the investments (including foreign currency and derivatives, if applicable) held by the Funds at September 30, 2020, were as follows:

 

    Federal
Tax Cost
    Aggregate
Gross
Unrealized
Appreciation
    Aggregate
Gross
Unrealized
(Depreciation)
    Net
Unrealized
Appreciation
(Depreciation)
 

Enhanced Core Plus Fund

  $ 15,555,212     $ 651,504     $ (160,254)     $ 491,250  

High Yield Fund

    48,421,126       1,121,966       (3,528,856)       (2,406,890)  

Small Cap Value Sustainability Fund

    8,232,391       634,055       (1,007,922)       (373,867)  

 

9.

Concentration of Risks:

As with all management investment companies, a shareholder in each Fund is subject to the risk that his or her investment could lose money. The Funds are subject to the principal risks noted below, any of which may adversely affect the Funds’ net asset value (“NAV”) and ability to meet its investment objective.

Asset-Backed Securities Risk (Enhanced Core Plus Fund and High Yield Fund) — Payment of principal and interest on asset-backed securities is dependent largely on the cash flows generated by the assets backing the securities. Securitization trusts generally do not have any assets or sources of funds other than receivables and related property they own, and asset-backed securities are generally not insured or guaranteed by the related sponsor or any other entity. Asset-backed securities may be more illiquid than more conventional types of fixed income securities that the Fund may acquire.

Bank Loans Risk (Enhanced Core Plus Fund and High Yield Fund) — Investments in bank loans (through both assignments and participations) are generally subject to the same risks as investments in other types of debt instruments, including, in many cases, investments in junk bonds. There may be limited public information available regarding bank loans and bank loans may be difficult to value. If the Fund holds a bank loan through another financial institution, or relies on a financial institution to administer the loan, its receipt of principal and interest on the loan may be subject to the credit risk of that financial institution. It is possible that any collateral securing a loan may be insufficient or unavailable to the Fund, and that the Fund’s rights to collateral may be limited by bankruptcy or insolvency laws. In addition, the secondary market for bank loans may be subject to irregular trading activity, wide bid/ask spreads, and extended trade settlement periods, which may cause the Fund to be unable to realize the full value of its investment in a bank loan.

 

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Bank loans may not be considered “securities,” and purchasers, such as the Fund, therefore may not be entitled to rely on the anti-fraud protections of the federal securities laws.

Below Investment Grade Securities (Junk Bonds) Risk (Enhanced Core Plus Fund and High Yield Fund) — Fixed income securities rated below investment grade (junk bonds) involve greater risks of default or downgrade and are generally more volatile than investment grade securities because the prospect for repayment of principal and interest of many of these securities is speculative. Because these securities typically offer a higher rate of return to compensate investors for these risks, they are sometimes referred to as “high yield bonds,” but there is no guarantee that an investment in these securities will result in a high rate of return.

Convertible Securities and Preferred Stocks Risk (Enhanced Core Plus Fund and High Yield Fund) — Convertible and preferred securities have many of the same characteristics as stocks, including many of the same risks. In addition, convertible securities may be more sensitive to changes in interest rates than stocks. Convertible securities may also have credit ratings below investment grade, meaning that they carry a higher risk of failure by the issuer to pay principal and/or interest when due.

Corporate Fixed Income Securities Risk (Enhanced Core Plus Fund and High Yield Fund) — Corporate fixed income securities respond to economic developments, especially changes in interest rates, as well as perceptions of the creditworthiness and business prospects of individual issuers.

Credit Risk (Enhanced Core Plus Fund and High Yield Fund) — The risk that the issuer of a security or the counterparty to a contract will default or otherwise become unable to honor a financial obligation.

Derivatives Risk (Enhanced Core Plus Fund and High Yield Fund) — The Fund’s use of futures, options and swaps is subject to market risk, leverage risk, correlation risk and liquidity risk. Leverage risk, liquidity risk and market risk are described below. Many over-the-counter (OTC) derivative instruments will not have liquidity beyond the counterparty to the instrument. Correlation risk is the risk that changes in the value of the derivative may not correlate perfectly with the underlying asset, rate or index. The Fund’s use of OTC options and swaps is also subject to credit risk and valuation risk. Valuation risk is described below. Credit risk is described above. Each of these risks could cause the Fund to lose more than the principal amount invested in a derivative instrument. Some derivatives have the potential for unlimited loss, regardless of the size of the Fund’s initial investment. The other parties to certain derivative contracts present the same types of credit risk as issuers of fixed income securities. The Fund’s use of derivatives may also increase the amount of taxes payable by shareholders. Both U.S. and non-U.S. regulators are in the process of adopting and implementing regulations governing derivatives markets, the ultimate impact of which remains unclear.

Duration Risk (Enhanced Core Plus Fund and High Yield Fund) — The longer-term securities in which the Fund may invest tend to be more volatile than shorter-term securities. A portfolio with a longer average portfolio duration is more sensitive to changes in interest rates than a portfolio with a shorter average portfolio duration.

 

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Emerging Markets Risk (Enhanced Core Plus Fund and High Yield Fund) — Emerging market countries are those countries that are: (i) characterized as developing or emerging by any of the World Bank, the United Nations, the International Finance Corporation, or the European Bank for Reconstruction and Development; (ii) included in an emerging markets index by a recognized index provider; or (iii) countries with similar developing or emerging characteristics as countries classified as emerging market countries pursuant to sub-paragraph (i) and (ii) above, in each case determined at the time of purchase. Emerging market countries may be more likely to experience political turmoil or rapid changes in market or economic conditions than more developed countries. Emerging market countries often have less uniformity in accounting and reporting requirements and unreliable securities valuation. It is sometimes difficult to obtain and enforce court judgments in such countries and there is often a greater potential for nationalization and/or expropriation of assets by the government of an emerging market country. In addition, the financial stability of issuers (including governments) in emerging market countries may be more precarious than in other countries. As a result, there will tend to be an increased risk of price volatility associated with the Fund’s investments in emerging market and countries, which may be magnified by currency fluctuations relative to the U.S. dollar.

Equity Market Risk (High Yield Fund and Small Cap Value Sustainability Fund) — The risk that stock prices will fall over short or extended periods of time.

Exchange-Traded Funds (ETFs) Risk (Enhanced Core Plus Fund, High Yield Fund and Small Cap Value Sustainability Fund) — The risks of owning shares of an ETF generally reflect the risks of owning the underlying securities the ETF is designed to track, although lack of liquidity in an ETF could result in its value being more volatile than the underlying portfolio securities. When the Fund invests in an ETF, in addition to directly bearing the expenses associated with its own operations, it will bear a pro rata portion of the ETF’s expenses.

Extension Risk (Enhanced Core Plus Fund and High Yield Fund) — The risk that rising interest rates may extend the duration of a fixed income security, typically reducing the security’s value.

Fixed Income Market Risk (Enhanced Core Plus Fund and High Yield Fund) — The prices of the Fund’s fixed income securities respond to economic developments, particularly interest rate changes, as well as to perceptions about the creditworthiness of individual issuers, including governments and their agencies. Generally, the Fund’s fixed income securities will decrease in value if interest rates rise and vice versa. In a low interest rate environment, risks associated with rising rates are heightened. Declines in dealer market-making capacity as a result of structural or regulatory changes could decrease liquidity and/or increase volatility in the fixed income markets. In the case of foreign securities, price fluctuations will reflect international economic and political events, as well as changes in currency valuations relative to the U.S. dollar. In response to these events, the Fund’s value may fluctuate and/or the Fund may experience increased redemptions from shareholders, which may impact the Fund’s liquidity or force the Fund to sell securities into a declining or illiquid market.

Foreign Currency Risk (Enhanced Core Plus Fund and High Yield Fund) — As a result of the Fund’s investments in securities denominated in, and/or receiving revenues in, foreign currencies, the Fund will be subject to currency risk. Currency risk is the risk that foreign

 

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currencies will decline in value relative to the U.S. dollar, in which case the dollar value of an investment in the Fund would be adversely affected.

Foreign Investment Risk (Enhanced Core Plus Fund and High Yield Fund) — Investing in issuers located in foreign countries poses distinct risks because political and economic events unique to a country or region will affect those markets and their issuers. These events will not necessarily affect the U.S. economy or similar issuers located in the United States. More specifically, investing in foreign issuers includes risks of adverse changes in foreign economic, political, regulatory and other conditions, changes in currency exchange rates or exchange control regulations (including limitations on currency movements and exchanges), differing accounting, auditing, financial reporting and legal standards and practices, differing securities market structures, and higher transaction costs. In certain countries, legal remedies available to investors may be more limited than those available with respect to investments in the U.S. In addition, the securities of some foreign companies may be less liquid and, at times, more volatile than securities of comparable U.S. companies. A Fund may also experience more rapid or extreme changes in value as compared to a fund that invests solely in securities of U.S. companies because the securities markets of many foreign countries are relatively small and consist of a limited number of companies representing a small number of industries. Investing in foreign issuers also poses the risk that the cost of buying, selling and holding foreign securities, including brokerage, tax and custody costs, may be higher than the costs involved in domestic transactions. In addition, investments in foreign countries are generally denominated in a foreign currency. As a result, changes in the value of those currencies compared to the U.S. dollar may affect (positively or negatively) the value of a Fund’s investments. These currency movements may happen separately from, and in response to, events that do not otherwise affect the value of the security in the issuer’s home country.

Hybrid Preferred Securities Risk (Enhanced Core Plus Fund) — Hybrid preferred securities may be issued by corporations, generally in the form of interest-bearing instruments with preferred securities characteristics, or by an affiliated trust or partnership of the corporation, generally in the form of preferred interests in subordinated business trusts or similarly structured securities. Although hybrid preferred security holders generally have claims to assets in a corporate liquidation that are senior to those of traditional preferred securities, the claims of such holders are generally still subordinate to those of senior debt holders.

Interest Rate Risk (Enhanced Core Plus Fund and High Yield Fund) — The risk that a rise in interest rates will cause a fall in the value of fixed income securities, including U.S. Government securities, in which the Fund invests. Although U.S. Government securities are considered to be among the safest investments, they are not guaranteed against price movements due to changing interest rates. A low interest rate environment may present greater interest rate risk because there may be a greater likelihood of rates increasing and rates may increase more rapidly.

Investment Style Risk (Enhanced Core Plus Fund, High Yield Fund and Small Cap Value Sustainability Fund) — The risk that the Fund’s investment strategy may underperform other segments of the equity markets or the equity markets as a whole.

Large Capitalization Risk (High Yield Fund) — The risk that larger, more established companies may be unable to respond quickly to new competitive challenges such as

 

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changes in technology and consumer tastes. Larger companies also may not be able to attain the high growth rates of successful smaller companies.

Leverage Risk (Enhanced Core Plus Fund and High Yield Fund) — The Fund’s use of borrowing, derivatives and when-issued, delayed delivery or forward commitment transactions may result in the Fund’s total investment exposure substantially exceeding the value of its portfolio securities and, in certain cases, the Fund’s investment returns depending substantially on the performance of securities that the Fund may not directly own. The use of leverage can amplify the effects of market volatility on the Fund’s share price and may also cause the Fund to liquidate portfolio positions when it would not be advantageous to do so in order to satisfy its obligations. In the case of borrowings, the Fund may experience losses if its borrowing costs exceed the investment returns on the securities purchased with the borrowed money. The Fund’s use of leverage may result in a heightened risk of investment loss.

Liquidity Risk (Enhanced Core Plus Fund, High Yield Fund and Small Cap Value Sustainability Fund) — The risk that certain securities may be difficult or impossible to sell at the time and the price that the seller would like. The seller may have to lower the price, sell other securities instead or forego an investment opportunity, any of which could have a negative effect on Fund management or performance.

Market Risk (Enhanced Core Plus Fund, High Yield Fund and Small Cap Value Sustainability Fund) — The risk that the market value of a security may move up and down, sometimes rapidly and unpredictably. Market risk may affect a single issuer, an industry, a sector or the bond market as a whole. In addition, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which a Fund invests, which in turn could negatively impact the Fund’s performance and cause losses on your investment in the Fund.

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

Mid-Capitalization Companies Risk (High Yield Fund) — The risk that mid-capitalization companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies. In particular, mid-capitalization companies may have limited product lines, markets and financial resources and may depend upon a relatively small management group. Therefore, mid-capitalization stocks may be more volatile than those of larger companies. Mid-capitalization stocks may be traded over-the-counter or listed on an exchange.

 

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Money Market Instruments Risk (Enhanced Core Plus Fund, High Yield Fund and Small Cap Value Sustainability Fund) — The value of money market instruments may be affected by changing interest rates and by changes in the credit ratings of the investments. An investment in a money market fund is not a bank deposit and is not insured or guaranteed by any bank, the FDIC or any other government agency. A money market fund’s sponsor has no legal obligation to provide financial support to the fund, and there should be no expectation that the sponsor will provide financial support to the fund at any time. Certain money market funds float their net asset value while others seek to preserve the value of investments at a stable net asset value (typically,$1.00 per share). An investment in a money market fund, even an investment in a fund seeking to maintain a stable net asset value per share, is not guaranteed and it is possible for the Fund to lose money by investing in these and other types of money market funds. If the liquidity of a money market fund’s portfolio deteriorates below certain levels, the money market fund may suspend redemptions (i.e., impose a redemption gate) and thereby prevent the Fund from selling its investment in the money market fund or impose a fee of up to 2% on amounts the Fund redeems from the money market fund (i.e., impose a liquidity fee). These measures may result in an investment loss or prohibit the Fund from redeeming shares when the Adviser would otherwise redeem shares. Money market funds and the securities they invest in are subject to comprehensive regulations. The enactment of new legislation or regulations, as well as changes in interpretation and enforcement of current laws, may affect the manner of operation, performance and/or yield of money market funds.

Mortgage-Backed Securities Risk (Enhanced Core Plus Fund and High Yield Fund) —Mortgage-backed securities are affected significantly by the rate of prepayments and modifications of the mortgage loans backing those securities, as well as by other factors such as borrower defaults, delinquencies, realized or liquidation losses and other shortfalls. Mortgage-backed securities are particularly sensitive to prepayment risk, which is described below, given that the term to maturity for mortgage loans is generally substantially longer than the expected lives of those securities; however, the timing and amount of prepayments cannot be accurately predicted. The timing of changes in the rate of prepayments of the mortgage loans may significantly affect the Fund’s actual yield to maturity on any mortgage-backed securities, even if the average rate of principal payments is consistent with the Fund’s expectation. Along with prepayment risk, mortgage-backed securities are significantly affected by interest rate risk, which is described above. In a low interest rate environment, mortgage loan prepayments would generally be expected to increase due to factors such as refinancing and loan modifications at lower interest rates. In contrast, if prevailing interest rates rise, prepayments of mortgage loans would generally be expected to decline and therefore extend the weighted average lives of mortgage-backed securities held or acquired by the Fund.

Municipal Securities Risk (Enhanced Core Plus Fund and High Yield Fund) — Municipal securities, like other fixed income securities, rise and fall in value in response to economic and market factors, primarily changes in interest rates, and actual or perceived credit quality. Rising interest rates will generally cause municipal securities to decline in value. Longer-term securities respond more sharply to interest rate changes than do shorter-term securities. A municipal security will also lose value if, due to rating downgrades or other factors, there are concerns about the issuer’s current or future ability to make principal or interest payments. State and local governments rely on taxes and, to some extent, revenues from private projects financed by municipal securities, to pay interest and principal on municipal debt.

 

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Poor statewide or local economic results or changing political sentiments may reduce tax revenues and increase the expenses of municipal issuers, making it more difficult for them to meet their obligations. Actual or perceived erosion of the creditworthiness of municipal issuers may reduce the value of the Fund’s holdings. As a result, the Fund will be more susceptible to factors that adversely affect issuers of municipal obligations than a mutual fund that does not have as great a concentration in municipal obligations.

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

Portfolio Turnover Risk (Small Cap Value Sustainability Fund) — The Fund is subject to portfolio turnover risk because it may buy and sell investments frequently. Such a strategy often involves higher expenses, including brokerage commissions, and may increase the amount of capital gains (in particular, short term gains) realized by the Fund. Shareholders may pay tax on such capital gains.

Prepayment Risk (Enhanced Core Plus Fund and High Yield Fund) — The risk that, in a declining interest rate environment, fixed income securities with stated interest rates may have the principal paid earlier than expected, requiring the Fund to invest the proceeds at generally lower interest rates.

Privately Issued Securities Risk (High Yield Fund) — Investment in privately placed securities may be less liquid than in publicly traded securities. Although these securities may be resold in privately negotiated transactions, the prices realized from these sales could be less than those originally paid by the Fund or less than what may be considered the fair value of such securities. Further, companies whose securities are not publicly traded may not be subject to the disclosure and other investor protection requirements that might be applicable if their securities were publicly traded.

Sector Emphasis Risk (Small Cap Value Sustainability Fund) — The securities of companies in the same business sector, if comprising a significant portion of the Fund’s portfolio, may in some circumstances react negatively to market conditions, interest rates and economic, regulatory or financial developments and adversely affect the value of the portfolio to a greater extent than if such securities comprised a lesser portion of the Fund’s portfolio or the Fund’s portfolio was diversified across a greater number of industry sectors.

Small Capitalization Companies Risk (High Yield Fund and Small Cap Value Sustainability Fund) — Small capitalization companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies. In particular, small capitalization companies may have limited product lines, markets and financial resources and may depend upon a relatively small management group. Therefore, small capitalization stocks may be more volatile than those of larger companies. Small capitalization stocks may be traded over-the-counter or listed on an exchange.

 

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Sustainability (ESG) Policy Risk (Small Cap Value Sustainability Fund) — The Fund’s ESG criteria exclude securities of certain issuers for non-financial reasons. Therefore, the Fund may forgo opportunities to buy certain securities when it might otherwise be advantageous to do so, or may sell securities for ESG reasons when it might be otherwise disadvantageous for it to do so. Accordingly, the Fund may underperform other funds that do not utilize an investment strategy that incorporates ESG criteria. Companies meeting the Fund’s ESG criteria may be out of favor in particular market cycles and perform less well than the market as a whole. The Fund will vote proxies in a manner which is consistent with its ESG criteria, which may not always be consistent with maximizing short-term performance of the issuer. There are significant differences in interpretations of what it means for a company to have positive ESG characteristics. While the Adviser believes its definitions are reasonable, the portfolio decisions it makes may differ with other investors’ or advisers’ views. A company’s ESG performance or the Adviser’s assessment of a company’s ESG performance may change over time, which could cause the Fund to temporarily hold securities that do not comply with the Fund’s ESG criteria.

Trust Preferred Securities Risk (Enhanced Core Plus Fund) — Trust preferred securities are preferred stocks issued by a special purpose trust subsidiary backed by subordinated debt of the corporate parent. The Adviser considers trust preferred securities to be debt securities. Trust preferred securities are subject to increased credit risk and market value volatility, as well as the risk that the Fund may have to liquidate other investments in order to satisfy the distribution requirements applicable to regulated investment companies if the trust preferred security or the subordinated debt is treated as an original issue discount obligation, and thereby causes the Fund to accrue interest income without receiving corresponding cash payments. There is also the risk that the underlying obligations, and thus the trust preferred securities, may be prepaid after a stated call date or as a result of certain tax or regulatory events, resulting in a lower yield to maturity.

U.S. Government Securities Risk (Enhanced Core Plus Fund and High Yield Fund) —Although U.S. Government securities are considered to be among the safest investments, they are not guaranteed against price movements due to changing interest rates. Obligations issued by some U.S. Government agencies are backed by the U.S. Treasury, while others are backed solely by the ability of the agency to borrow from the U.S. Treasury or by the agency’s own resources.

Valuation Risk (Enhanced Core Plus Fund, High Yield Fund and Small Cap Value Sustainability Fund) — The risk that a security may be difficult to value. The Fund may value certain securities at a price higher than the price at which they can be sold.

Value Style Risk (Small Cap Value Sustainability Fund) — Value investing focuses on companies with stocks that appear undervalued in light of factors such as the company’s earnings, book value, revenues or cash flow. If the Adviser’s assessment of market conditions, or a company’s value or prospects for exceeding earnings expectations, is wrong, the Fund could suffer losses or produce poor performance relative to other funds.

Warrants and Rights Risk (High Yield Fund) — Warrants and rights may be more speculative than other types of investments. The price of a warrant or right may be more volatile than the price of its underlying security, and a warrant or right may offer greater potential for capital appreciation as well as capital loss. A warrant or right ceases to have value if it is not exercised prior to its expiration date.

 

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When-Issued and Delayed Delivery Securities and Forward Commitments Risk (Enhanced Core Plus Fund and High Yield Fund) — When-issued and delayed delivery securities and forward commitments involve the risk that the security the Fund buys will lose value prior to its delivery.

 

10.

Other:

At September 30, 2020, the percentage of total shares outstanding held by shareholders of the Funds owning 10% or greater of the aggregate total shares outstanding was as follows:

 

     

No. of

    Shareholders    

 

    

%

    Ownership    

 

 

Enhanced Core Plus Fund

     

Institutional Shares

     1        89%  

Investor Shares

     1        99%  

High Yield Fund

     

Institutional Shares

     4        92%  

Investor Shares

     2        100%  

Small Cap Value Sustainability Fund

     

Institutional Shares

     2        87%  

Investor Shares

     1        100%  

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

 

11.

New Accounting Pronouncement:

In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820). The new guidance includes additions and modifications to disclosures requirements for fair value measurements. For public entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Management elected to early adopt the removal of certain disclosures and delay the adoption of additional disclosure until the effective date.

 

12.

Subsequent Events:

The Funds have evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no additional disclosures and/or adjustments were required to the financial statements as of September 30, 2020.

 

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 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of The Advisors’ Inner Circle Fund III and Shareholders of Mesirow Financial High Yield Fund, Mesirow Financial Small Cap Value Sustainability Fund and Mesirow Financial Enhanced Core Plus Fund

Opinions on the Financial Statements

We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of each of the funds indicated in the table below (three of the Funds constituting The Advisors’ Inner Circle Fund III, hereafter collectively referred to as the “Funds”) as of September 30, 2020, the related statements of operations and of changes in net assets for each of the periods indicated in the table below, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of September 30, 2020, the results of each of their operations and the changes in each of their net assets for each of the periods indicated in the table below, and each of the financial highlights for each of the periods indicated therein, in conformity with accounting principles generally accepted in the United States of America.

 

Fund   Statement of operations   Statement of changes in net
assets
Mesirow Financial High Yield Fund   For the year ended September 30, 2020   For the year ended September 30, 2020 and the period December 3, 2018 (commencement of operations) through September 30, 2019
Mesirow Financial Small Cap Value Sustainability Fund   For the year ended September 30, 2020   For the year ended September 30, 2020 and the period December 19, 2018 (commencement of operations) through September 30, 2019
Mesirow Financial Enhanced Core Plus Fund   For the year ended September 30, 2020   For the year ended September 30, 2020

Basis for Opinions

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

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We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of September 30, 2020 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

 

LOGO

Philadelphia, Pennsylvania

November 25, 2020

We have served as the auditor of one or more investment companies in Mesirow Financial Investment Management, Inc. since 2019.

 

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 TRUSTEES AND OFFICERS OF THE ADVISORS’ INNER CIRCLE FUND III (Unaudited)

Set forth below are the names, years of birth, positions with the Trust, length of term of office, and the principal occupations for the last five years of each of the persons currently serving as Trustees and Officers of the Trust. Unless otherwise noted, the business address of each Trustee is SEI Investments Company, One Freedom Valley Drive, Oaks Pennsylvania 19456. Trustees who are deemed not to be “interested persons” of the Trust are referred to as “Independent Trustees.” Mr. Doran is a Trustee who

 

Name and

Year of Birth

 

 

Position with

Trust and

Length of

Time Served1

 

 

Principal Occupations

in the Past Five Years

 

INTERESTED

 

TRUSTEES 2, 3

       

WILLIAM M. DORAN

(Born: 1940)

 

Chairman of the

Board of Trustees

(since 2014)

 

Self-Employed Consultant since 2003. Partner at Morgan, Lewis & Bockius LLP (law firm) from 1976 to 2003, counsel to the Trust, SEI Investments, SIMC, the Administrator and the Distributor. Secretary of SEI Investments since 1978.

 

INDEPENDENT

 

TRUSTEES3

       

JON C. HUNT

(Born: 1951)

 

Trustee and Lead

Independent Trustee

(since 2014)

 

Retired since 2013. Consultant to Management, Convergent Capital Management, LLC (“CCM”) from 2012 to 2013. Managing Director and Chief Operating Officer, CCM from 1998 to 2012.

 

THOMAS P. LEMKE

(Born: 1954)

 

Trustee

(since 2014)

 

Retired since 2013. Executive Vice President and General Counsel, Legg Mason, Inc. from 2005 to 2013.

 

 

JAY C. NADEL

(Born: 1958)

 

Trustee

(since 2016)

 

Self-Employed Consultant since 2004. Executive Vice President, Bank of New York Broker Dealer from 2002 to 2004. Partner/Managing Director, Weiss Peck & Greer/Robeco from 1986 to 2001.

 

 

RANDALL S. YANKER

(Born: 1960)

 

Trustee

(since 2014)

 

Co-Founder and Senior Partner, Alternative Asset Managers, L.P. since 2004.

 

 

1

Each Trustee shall hold office during the lifetime of this trust until the election and qualification of his or her successor, or until he or she sooner dies, resigns, or is removed in accordance with the Trust’s Declaration of Trust.

2

Denotes Trustees who may be deemed to be “interested” persons of the Fund as that term is defined in the 1940 Act by virtue of their affiliation with the Distributor and/or its affiliates.

3

Trustees oversee 34 funds in The Advisors’ Inner Circle Fund III.

 

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may be an “interested” person of the Trust as that term is defined in the 1940 Act by virtue of their affiliation with the Trust’s Distributor. The Trust’s Statement of Additional Information (“SAI”) includes additional information about the Trustees and Officers. The SAI may be obtained without charge by calling 1-833-637-4769. The following chart lists Trustees and Officers as of September 30, 2020.

 

Other Directorships

 

Held in the Past Five Years4

 

Current Directorships: Trustee of Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund, Delaware Wilshire Private Markets Tender Fund, Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, SEI Daily Income Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Institutional Managed Trust, SEI Asset Allocation Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Director of SEI Investments, SEI Investments (Europe), Limited, SEI Investments—Global Funds Services, Limited, SEI Investments Global, Limited, SEI Investments (Asia), Limited, SEI Global Nominee Ltd., SEI Investments – Unit Trust Management (UK) Limited and SEI Investments Co. Director of the Distributor. Former Directorships: Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Trustee of SEI Liquid Asset Trust to 2016. Trustee of Winton Series Trust to 2017. Trustee of The Advisors’ Inner Circle Fund, The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Winton Diversified Opportunities Fund (closed-end investment company) to 2018.

 

 

Current Directorships: Trustee of Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund, Delaware Wilshire Private Markets Tender Fund, Chiron Capital Allocation Fund Ltd., City National Rochdale Funds, Gallery Trust, Schroder Series Trust and Schroder Global Series Trust.

Former Directorships: Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Member of Independent Committee of Nuveen Commodities Asset Management to 2016. Trustee of Winton Series Trust to 2017. Trustee of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.

 

Current Directorships: Trustee of Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund, Delaware Wilshire Private Markets Tender Fund, Chiron Capital Allocation Fund Ltd., Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, JP Morgan Active Exchange-Traded Funds and Symmetry Panoramic Trust.

 

Former Directorships: Trustee of Munder Funds to 2014. Trustee of Victory Funds to 2015. Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Trustee of Winton Series Trust and AXA Premier VIP Trust to 2017. Trustee of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.

 

Current Directorships: Trustee of Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund, Delaware Wilshire Private Markets Tender Fund, Chiron Capital Allocation Fund Ltd., City National Rochdale Funds, Gallery Trust, Schroder Series Trust and Schroder Global Series Trust.

 

Former Directorships: Trustee of Rochdale Investment Trust to 2013. Trustee of Winton Series Trust to 2017. Director of Lapolla Industries, Inc. to 2017. Trustee of Winton Diversified Opportunities Funds (closed-end investment company) to 2018.

 

Current Directorships: Trustee of Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund, Delaware Wilshire Private Markets Tender Fund, Chiron Capital Allocation Fund Ltd., Gallery Trust, Schroder Series Trust and Schroder Global Series Trust. Independent Non-Executive Director of HFA Holdings Limited.

 

Former Directorships: Trustee of O’Connor EQUUS (closed-end investment company) to 2016. Trustee of Winton Series Trust to 2017. Trustee of Winton Diversified Opportunities Funds (closed-end investment company) to 2018.

 

 

4

Directorships of Companies required to report to the Securities and Exchange Commission under the Securities Exchange act of 1934 (i.e., “public companies”) or other investment companies under the 1940 act.

 

 

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Name and

Year of Birth

 

 

Position with

Trust and

Length of

Time Served

 

 

Principal Occupations

in the Past Five Years

 

OFFICERS

 

       

MICHAEL BEATTIE

(Born: 1965)

 

President

(since 2014)

 

 

Director of Client Service, SEI Investments Company, since 2004.

JAMES BERNSTEIN

(Born: 1962)

 

Vice President

and

Assistant Secretary

(since 2017)

 

Attorney, SEI Investments, since 2017.

 

Prior Positions: Self-employed consultant, 2017. Associate General Counsel & Vice President, Nationwide Funds Group and Nationwide Mutual Insurance Company, from 2002 to 2016. Assistant General Counsel & Vice President, Market Street Funds and Provident Mutual Insurance Company, from 1999 to 2002.

 

JOHN BOURGEOIS

(Born: 1973)

 

Assistant Treasurer

(since 2017)

 

 

Fund Accounting Manager, SEI Investments, since 2000.

STEPHEN CONNORS

(Born: 1984)

 

Treasurer, Controller

and Chief Financial

Officer

(since 2015)

 

 

Director, SEI Investments, Fund Accounting, since December 2014. Audit Manager, Deloitte & Touche LLP, from 2011 to 2014.

RUSSELL EMERY

(Born: 1962)

 

Chief Compliance

Officer

(since 2014)

 

Chief Compliance Officer of SEI Structured Credit Fund, LP since 2007. Chief Compliance Officer of The Advisors’ Inner Circle Fund, The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, The Advisors’ Inner Circle Fund III, Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, SEI Institutional Managed Trust, SEI Asset Allocation Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Daily Income Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Chief Compliance Officer of O’Connor EQUUS (closed-end investment company) to 2016. Chief Compliance Officer of SEI Liquid Asset Trust to 2016. Chief Compliance Officer of Winton Series Trust to 2017. Chief Compliance Officer of Winton Diversified Opportunities Fund (closed-end investment company) to 2018.

 

ERIC C. GRIFFITH

(Born: 1969)

 

Vice President and

Assistant Secretary

(since 2020)

 

 

Counsel at SEI Investments since 2019. Vice President and Assistant General Counsel, JPMorgan Chase & Co., from 2012 to 2018.

MATTHEW M. MAHER

(Born: 1975)

 

Vice President and

Assistant Secretary

(since 2018)

 

Counsel at SEI Investments since 2018. Attorney, Blank Rome LLP, from 2015 to 2018. Assistant Counsel & Vice President, Bank of New York Mellon, from 2013 to 2014. Attorney, Dilworth Paxson LLP, from 2006 to 2013.

 

ROBERT MORROW

(Born: 1968)

 

Vice President

(since 2017)

 

 

Account Manager, SEI Investments, since 2007.

ALEXANDER F. SMITH

(Born: 1977)

 

Vice President and

Assistant Secretary

(since 2020)

 

 

Counsel at SEI Investments since 2020. Associate Counsel & Manager, Vanguard, 2012 to 2020. Attorney, Stradley Ronon Stevens & Young, LLP, 2008 to 2012.

BRIDGET E. SUDALL

(Born: 1980)

 

Privacy Officer (since

2015)

Anit-Money

Laundering Officer

(since 2015)

 

 

Senior Associate and AML Officer, Morgan Stanley Alternative Investment Partners, from 2011 to 2015. Investor Services Team Lead, Morgan Stanley Alternative Investment Partners, from 2007 to 2011.

 

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Other Directorships

Held in the Past Five Years

 

None.

 

None.

 

None.

 

None.

 

None.

 

None.

 

None.

 

None.

 

None.

 

None.

 

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 DISCLOSURE OF FUND EXPENSES (Unaudited)

All mutual Funds have operating expenses. As a shareholder of a mutual Fund, your investment is affected by these ongoing costs, which include (among others) costs for Fund management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns.

Operating expenses such as these are deducted from the mutual Funds’ gross income and directly reduce your final investment return. These expenses are expressed as a percentage of the mutual Funds’ average net assets; this percentage is known as the mutual Funds’ expense ratio.

The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual Funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period from April 1, 2020 to September 30, 2020.

The table on the next page illustrates your Funds’ costs in two ways:

Actual Fund Return. This section helps you to estimate the actual expenses after fee waivers that your Fund incurred over the period. The “Expenses Paid During Period” column shows the actual dollar expense cost incurred by a $1,000 investment in the Fund, and the “Ending Account Value” number is derived from deducting that expense cost from the Funds’ gross investment return.

You can use this information, together with the actual amount you invested in the Fund, to estimate the expenses you paid over that period. Simply divide your ending starting account value by $1,000 to arrive at a ratio (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply that ratio by the number shown for your Fund under “Expenses Paid During Period.”

Hypothetical 5% Return. This section helps you compare your Funds’ costs with those of other mutual Funds. It assumes that the Fund had an annual 5% return before expenses during the year, but that the expense ratio (Column 3) for the period is unchanged. This example is useful in making comparisons because the Securities and Exchange Commission requires all mutual Funds to make this 5% calculation. You can assess your Funds’ comparative cost by comparing the hypothetical result for your Fund in the “Expenses Paid During Period” column with those that appear in the same charts in the shareholder reports for other mutual Funds.

 

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 DISCLOSURE OF FUND EXPENSES (Unaudited) – concluded

Note: Because the return is set at 5% for comparison purposes — NOT your Funds’ actual return — the account values shown may not apply to your specific investment.

 

         
      Beginning
Account
Value
4/01/20
     Ending
Account
Value
9/30/20
     Annualized
Expense
Ratios
     Expenses
Paid During
Period*
 

Enhanced Core Plus Fund

           

Actual Fund Return

           

Institutional Shares

   $ 1,000.00      $ 1,103.10        0.54%      $ 2.84  

Investor Shares

     1,000.00        1,101.00        0.79           4.15  

Hypothetical 5% Return

           

Institutional Shares

   $ 1,000.00      $ 1,022.30        0.54%      $ 2.73  

Investor Shares

     1,000.00        1,021.05        0.79           3.99  

High Yield Fund

           

Actual Fund Return

           

Institutional Shares

   $ 1,000.00      $ 1,181.80        0.75%      $ 4.09  

Investor Shares

     1,000.00        1,180.40        0.99          5.40  

Hypothetical 5% Return

           

Institutional Shares

   $ 1,000.00      $ 1,021.25        0.75%      $ 3.79  

Investor Shares

     1,000.00        1,020.05        0.99           5.00  

Small Cap Value Sustainability Fund

 

Actual Fund Return

           

Institutional Shares

   $ 1,000.00      $ 1,210.50        0.98%      $ 5.42  

Investor Shares

     1,000.00        1,213.10        1.23(1)        6.81  

Hypothetical 5% Return

           

Institutional Shares

   $     1,000.00      $     1,020.10        0.98%      $     4.95  

Investor Shares

     1,000.00        1,018.85        1.23(1)        6.21  

 

*

Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period shown).

 

(1) 

The share class is expected to run at the expense limit of 1.23% when assets are contributed.

 

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 APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)

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

A Board meeting was held on September 10, 2020 to decide whether to renew the Agreement for an additional one-year term. In preparation for the meeting, the Trustees requested that the Adviser furnish information necessary to evaluate the terms of the Agreement. Prior to the meeting, the Independent Trustees of the Funds met to review and discuss the information provided and submitted a request for additional information to the Adviser, and information was provided in response to this request. The Trustees used this information, as well as other information that the Adviser and other service providers of the Funds presented or submitted to the Board at the meeting and other meetings held during the prior year, to help them decide whether to renew the Agreement for an additional year.

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

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

At the Board meeting, the Trustees, including all of the Independent Trustees, based on their evaluation of the information provided by the Adviser and other service providers of the Funds, renewed the Agreement. In considering the renewal of the Agreement, the Board considered various factors that they determined were relevant, including: (i) the nature, extent and quality of the services provided by the Adviser; (ii) the investment performance of the Funds and the Adviser; (iii) the costs of the services provided and profits realized by the Adviser from its relationship with the Funds, including both direct and indirect benefits accruing to the Adviser and its affiliates; (iv) the extent to which economies

 

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of scale are being realized by the Adviser; and (v) whether fee levels reflect such economies of scale for the benefit of Fund investors, as discussed in further detail below.

Nature, Extent and Quality of Services Provided by the Adviser

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

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

Investment Performance of the Funds and the Adviser

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

Costs of Advisory Services, Profitability and Economies of Scale

In considering the advisory fees payable by the Funds to the Adviser, the Trustees reviewed, among other things, a report of the advisory fees paid to the Adviser. The Trustees also reviewed reports prepared by the Funds’ administrator comparing the Funds’ net and gross expense ratios and advisory fees to those paid by peer groups of mutual funds as classified by Lipper. The Trustees reviewed the management fees charged by the Adviser to other clients with comparable mandates. The Trustees considered any differences in management fees and took into account the respective demands, resources and complexity associated with the Funds and other client accounts as well as the

 

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extensive regulatory, compliance and tax regimes to which the Funds are subject. The Board concluded, within the context of its full deliberations, that the advisory fees were reasonable in light of the nature and quality of the services rendered by the Adviser.

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

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

Renewal of the Agreement

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

 

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 NOTICE TO SHAREHOLDERS (Unaudited)

For shareholders that do not have a September 30, 2020 tax year end, this notice is for informational purposes only. For shareholders with a September 30, 2020 tax year end, please consult your tax advisor as to the pertinence of this notice. For the fiscal period ended September 30, 2020, the Fund is designating the following items with regard to distributions paid during the period.

 

     Long Term
Capital Gain
Distribution
    Ordinary
Income
Distributions
    Total
Distributions
   

Dividends
Qualifying
for

Corporate
Dividend
Received
Deduction(1)

 
Enhanced Core Plus Fund     29.09%       70.91%       100.00%       0.00%  
High Yield Fund     0.00%       100.00%       100.00%       0.00%  
Small Cap Value Sustainability Fund     0.00%       100.00%       100.00%       14.28%  
     Qualifying
Dividend
Income(2)
    U.S.
Government
Interest(3)
    Interest
Related
Dividends(4)
    Qualified
Short-Term
Capital
Gain(5)
 
Enhanced Core Plus Fund     0.00%       4.75%       100.00%       100.00%  
High Yield Fund     0.00%       0.00%       75.21%       100.00%  
Small Cap Value Sustainability Fund     13.98%       0.00%       0.04%       100.00%  

(1) Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and is reflected as a percentage of ordinary income distributions (the total of short term capital gain and net investment income distributions).

(2) The percentage in this column represents the amount of “Qualifying Dividend Income” as created by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and is reflected as a percentage of ordinary income distributions (the total of short term capital gain and net investment income distributions). It is the intention of the Fund to designate the maximum amount permitted by law.

(3) “U.S. Government Interest” represents the amount of interest that was derived from direct U.S. Government obligations and distributed during the fiscal year. This amount is reflected as a percentage of ordinary income.

 

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(4) The percentage in this column represents the amount of “Interest Related Dividend” and is reflected as a percentage of ordinary income distributions. Interest related dividends is exempted from U.S. withholding tax when paid to foreign investors.

(5) The percentage of this column represents the amount of “Short-Term Capital Gain Dividends” and is reflected as a percentage of short term capital gain distributions that is exempted from U.S. withholding tax when paid to foreign investors.

The information reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2020. Complete information will be computed and reported in conjunction with your 2020 Form 1099-DIV.

 

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Mesirow Financial Funds

P.O. Box 219009

Kansas City, MO 64121-9009

1-833-637-4769

Investment Adviser:

Mesirow Financial Investment Management, Inc.

353 N. Clark Street

Chicago, Illinois 60654

Administrator:

SEI Investments Global Funds Services

One Freedom Valley Drive

Oaks, PA 19456

Distributor:

SEI Investments Distribution Co.

One Freedom Valley Drive

Oaks, PA 19456

Legal Counsel:

Morgan, Lewis & Bockius LLP

1701 Market Street

Philadelphia, PA 19103

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

MES-AR-001-0200


Item 2.    Code of Ethics.

The Registrant (also referred to as the “Trust”) has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, controller or principal accounting officer, and any person who performs a similar function. There have been no amendments to or waivers granted to this code of ethics during the period covered by this report.

Item 3.    Audit Committee Financial Expert.

(a)(1) The Registrant’s board of trustees has determined that the Registrant has at least one audit committee financial expert serving on the audit committee.

(a) (2) The Registrant’s audit committee financial experts are Thomas P. Lemke and Jay Nadel, and each of Mr. Lemke and Mr. Nadel is “independent” as that term is defined in Form N-CSR Item 3 (a)(2).

Item 4.    Principal Accountant Fees and Services.

Fees billed by PricewaterhouseCoopers LLP (“PwC”) related to The Advisors’ Inner Circle Fund III (the aforementioned “Trust”).

PwC billed the Trust aggregate fees for services rendered to the Trust for the two fiscal years as follows:

 

    

2020

 

 

2019

 

          

All fees and
services to
the Registrant 
that were pre-

approved

 

All fees and
services to
service
affiliates that 
were pre-

approved

 

All other fees 
and services
to service
affiliates that
did not
require pre-

approval

 

All fees and
services to
the Trust that 
were pre-

approved

 

All fees and
services to
service
affiliates that 
were pre-

approved

 

All other fees
and services
to service
affiliates that
did not
require pre-

approval

(a) 

   Audit Fees(1)   $581,815   $0   $607,218   $530,415   $0   $0

(b)

   Audit-Related Fees    $4,000   $0   $0   $0   $0   $0

(c)

   Tax Fees   $0   $0   $335,050   $0   $0   $60,100

(d)

   All Other Fees   $0   $0   $15,941   $0   $0   $10,000

Notes:

  (1)

Audit fees include amounts related to the audit of the Trust’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings.


(e)(1) The Trust’s Audit Committee has adopted and the Board of Trustees has ratified an Audit and Non-Audit Services Pre-Approval Policy (the “Policy”), which sets forth the procedures and the conditions pursuant to which services proposed to be performed by the independent auditor of the Funds may be pre-approved.

The Policy provides that all requests or applications for proposed services to be provided by the independent auditor must be submitted to the Registrant’s Chief Financial Officer (“CFO”) and must include a detailed description of the services proposed to be rendered. The CFO will determine whether such services: (1) require specific pre-approval; (2) are included within the list of services that have received the general pre-approval of the Audit Committee pursuant to the Policy; or (3) have been previously pre-approved in connection with the independent auditor’s annual engagement letter for the applicable year or otherwise. In any instance where services require pre-approval, the Audit Committee will consider whether such services are consistent with SEC’s rules and whether the provision of such services would impair the auditor’s independence.

Requests or applications to provide services that require specific pre-approval by the Audit Committee will be submitted to the Audit Committee by the CFO. The Audit Committee will be informed by the CFO on a quarterly basis of all services rendered by the independent auditor. The Audit Committee has delegated specific pre-approval authority to either the Audit Committee Chair or financial expert; provided, that the estimated fee for any such proposed pre-approved service does not exceed $100,000 and any pre-approval decisions are reported to the Audit Committee at its next regularly-scheduled meeting.

Services that have received the general pre-approval of the Audit Committee are identified and described in the Policy. In addition, the Policy sets forth a maximum fee per engagement with respect to each identified service that has received general pre-approval.

All services to be provided by the independent auditor shall be provided pursuant to a signed written engagement letter with the Registrant, the investment adviser, or applicable control affiliate (except that matters as to which an engagement letter would be impractical because of timing issues or because the matter is small may not be the subject of an engagement letter) that sets forth both the services to be provided by the independent auditor and the total fees to be paid to the independent auditor for those services.

In addition, the Audit Committee has determined to take additional measures on an annual basis to meet its responsibility to oversee the work of the independent auditor and to assure the auditor’s independence from the Registrant, such as reviewing a formal written statement from the independent auditor delineating all relationships between the independent auditor and the Registrant, and discussing with the independent auditor its methods and procedures for ensuring independence.

 

(e)(2)

Percentage of fees billed by PwC applicable to non-audit services pursuant to the “de minimis” exception of Rule 2-01(c)(7)(i)(C) were as follows:

 

              2020                    2019         

Audit-Related Fees

   N/A    N/A

Tax Fees

   N/A    N/A

All Other Fees

   N/A    N/A

 

(f)

Not applicable.

(g)          The aggregate non-audit fees and services billed by PwC for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal years were $350,991 and $70,100 for 2020 and 2019, respectively.


(h)          During the past fiscal year, all non-audit services provided by the Registrant’s principal accountant to either the Registrant’s investment adviser or to any entity controlling, controlled by, or under common control with the Registrant’s investment adviser that provides ongoing services to the Registrant were pre-approved by the Audit Committee of Registrant’s Board of Trustees. Included in the Audit Committee’s pre-approval was the review and consideration as to whether the provision of these non-audit services is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable to open-end management investment companies.

Item 6. Schedule of Investments

Schedule of Investments is included as part of the Report to Shareholders filed under Item 1 of this form.

Item 7.  Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end management investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable. Effective for closed-end management investment companies for fiscal years ending on or after December 31, 2005

Item 9.    Purchases of Equity Securities by Closed-End Management Company and Affiliated Purchasers.

Not applicable to open-end management investment companies.

Item 10.  Submission of Matters to a Vote of Security Holders.

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

Item 11.  Controls and Procedures.

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

(b) There has been no change in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17CFR §270.3a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable to open-end management investment companies.


Items 13. Exhibits.

(a)(1) A copy of the Registrant’s Code of Ethics, as required by Item 2 of this Form, accompanies this filing as an exhibit.

(a)(2) A separate certification for the principal executive officer and the principal financial officer of the Registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940, as amended (17 CFR §270.30a-2(a)), is filed herewith.

(b) Officer certifications as required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended (17 CFR §270.30a-2(b)) also accompany this filing as an exhibit.


SIGNATURES

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

 

(Registrant)

     

The Advisors’ Inner Circle Fund III

By (Signature and Title)

     

/s/ Michael Beattie                                

     

Michael Beattie, President

Date: December 9, 2020

     

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

 

By (Signature and Title)

     

/s/ Michael Beattie                                

     

Michael Beattie, President

Date: December 9, 2020

     

By (Signature and Title)

     

/s/ Stephen Connors                            

     

Stephen Connors,

     

Treasurer, Controller, and CFO

Date: December 9, 2020

     

    

Policy Statement: Sarbanes-Oxley effected sweeping corporate disclosure and financial reporting reform on public companies, including mutual funds, to address corporate malfeasance and assure investors that the companies in which the investors invest are accurately and completely disclosing financial information. Under Sarbanes-Oxley, all public companies (including the Funds) must either have a code of ethics for their senior financial officers, or disclose why the company does not have a code of ethics. Sarbanes-Oxley was intended to foster corporate environments which encourage employees to question and report unethical and potentially illegal business practices.

Each Fund has chosen to adopt a code of ethics (“Code of Ethics for Financial Officers”) to encourage the Fund’s Principal Executive Officer, Principal Financial, and Accounting Officer and Controller (the “Financial Officers”) for the purpose of promoting:

 

   

Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships.

 

   

Full, fair, accurate, timely, and understandable disclosure in reports and documents that a registrant files with, or submits to, the SEC and in other public communications made by the Funds.

 

   

Compliance with applicable laws and governmental rules and regulations.

 

   

Prompt internal reporting of violations of the Code of Ethics for Financial Officers to an appropriate person or persons identified in the Code of Ethics of Financial Officers.

 

   

Accountability for adherence to the Code of Ethics for Financial Officers.

Procedures: The Funds have adopted the following procedures regarding this matter:

A compliance officer is responsible for monitoring compliance with these procedures.

FINANCIAL OFFICER CODE OF ETHICS

 

I.

Introduction

The reputation and integrity of Series Trusts, (each a “Trust” and, collectively, the “Trusts”) are valuable assets that are vital to the each Trust’s success. The Trusts’ senior financial officers (“SFOs”) are responsible for conducting the Trusts’ business in a manner that demonstrates a commitment to the highest standards of integrity. The Trusts’ SFOs include the principal executive officer, the principal financial officer, comptroller or principal accounting officer, and any person who performs a similar function.

The Sarbanes-Oxley Act of 2002 (the “Act”) effected sweeping corporate disclosure and financial reporting reform on public companies, including mutual funds, to address corporate malfeasance and assure investors that the companies in which the investors invest are accurately and completely disclosing financial information. Under the Act, all public companies (including


the Trusts) must either have a code of ethics for their SFOs, or disclose why the company does not have a code of ethics. The Act was intended to foster corporate environments which encourage employees to question and report unethical and potentially illegal business practices. Each Trust has chosen to adopt this Financial Officer Code of Ethics (the “Code”) to encourage the Trust’s SFOs to act in a manner consistent with the highest principles of ethical conduct.

 

II.

Purposes of the Code

The purposes of this Code are:

 

  1.

To promote honest and ethical conduct by each Trust’s SFOs, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;

  2.

To assist each Trust’s SFOs in recognizing and avoiding conflicts of interest, including disclosing to an appropriate person any material transaction or relationship that reasonably could be expected to give rise to such a conflict;

  3.

To promote full, fair, accurate, timely, and understandable disclosure in reports and documents that the Trusts file with, or submit to, the SEC and in other public communications made by the Trusts;

  4.

To promote compliance with applicable laws, rules, and regulations;

  5.

To encourage the prompt internal reporting to an appropriate person of violations of this Code; and

  6.

To establish accountability for adherence to this Code.

 

III.

Questions about this Code

Each Trust’s compliance officer designated to oversee compliance with the Trust’s Code of Ethics adopted pursuant to Rule 17j-1 shall serve as Compliance Officer for the implementation and administration of this Code. You should direct your questions about this Code to the Compliance Officer.

 

IV.

Conduct Guidelines

Each Trust has adopted the following guidelines under which the Trust’s SFOs must perform their official duties and conduct the business affairs of the Trust.

 

  1.

Ethical and honest conduct is of paramount importance. Each Trust’s SFOs must act with honesty and integrity and avoid violations of this Code, including the avoidance of actual or apparent conflicts of interest with the Trust in personal and professional relationships.

  2.

SFOs must disclose material transactions or relationships. Each Trust’s SFOs must disclose to the Compliance Officer any actual or apparent conflicts of interest the SFO may have with the Trust that reasonably could be expected to give rise to any violations of this Code. Such conflicts of interest may arise as a result of material transactions or business or personal relationships to which the SFO may be a party. If it is not possible to disclose the matter to the Compliance Officer, the matter should be disclosed to the


 

Trust’s Chief Financial Officer, Chief Executive Officer, or another appropriate person. In addition to disclosing any actual or apparent conflicts of interest in which an SFO is personally involved, the Trusts’ SFOs have an obligation to report any other actual or apparent conflicts which the SFOs discover or of which the SFOs otherwise become aware. If you are unsure whether a particular fact pattern gives rise to a conflict of interest, or whether a particular transaction or relationship is “material,” you should bring the matter to the attention of the Compliance Officer.

  3.

Standards for quality of information shared with service providers of the Trusts. Each Trust’s SFOs must at all times seek to provide information to the Trust’s service providers (adviser, administrator, outside auditor, outside counsel, custodian, etc.) that is accurate, complete, objective, relevant, timely, and understandable.

  4.

Standards for quality of information included in periodic reports. Each Trust’s SFOs must at all times endeavor to ensure full, fair, timely, accurate, and understandable disclosure in the Trust’s periodic reports.

  5.

Compliance with laws. Each Trust’s SFOs must comply with the federal securities laws and other laws and rules applicable to the Trusts, such as the Internal Revenue Code.

  6.

Standard of care. Each Trust’s SFOs must at all times act in good faith and with due care, competence, and diligence, without misrepresenting material facts or allowing your independent judgment to be subordinated. Each Trust’s SFOs must conduct the affairs of the Trust in a responsible manner, consistent with this Code.

  7.

Confidentiality of information. Each Trust’s SFOs must respect and protect the confidentiality of information acquired in the course of their professional duties, except when authorized by the Trust to disclose this information or where disclosure is otherwise legally mandated. You may not use confidential information acquired in the course of your work for personal advantage.

  8.

Sharing of information and educational standards. Each Trust’s SFOs should share information with relevant parties to keep these parties informed of the business affairs of the Trust, as appropriate, and to maintain skills important and relevant to the Trust’s needs.

  9.

Promote ethical conduct. Each Trust’s SFOs at all times should proactively promote ethical behavior among peers in the SFOs work environment.

  10.

Standards for recordkeeping. Each Trust’s SFOs at all times must endeavor to ensure that the Trust’s financial books and records are thoroughly and accurately maintained to the best of the SFOs knowledge in a manner consistent with applicable laws and this Code.

 

V.

Waivers of this Code

You may request a waiver of a provision of this Code by submitting your request in writing to the Compliance Officer for appropriate review. For example, if a family member works for a service provider that prepares a Trust’s financial statements, you may have a potential conflict of interest in reviewing those statements and should seek a waiver of this Code to review the work. An executive officer of each Trust, or another appropriate person (such as a designated Board or Audit Committee member), will decide whether to grant a waiver. All waivers of this code must be disclosed to the applicable Trust’s shareholders and the designated Board to the extent required by SEC rules.


VI.

Affirmation of the Code

Upon adoption of the Code, each Trust’s SFOs must affirm in writing that the SFO has received, has read, and understands the Code, and annually thereafter must affirm that they have complied with the requirements of the Code. To the extent necessary, each Trust’s Compliance Officer will provide guidance on the conduct required by this Code and the manner in which violations or suspected violations must be reported and waivers must be requested.

 

VII.

Reporting Violations

In the event that an SFO discovers or, in good faith, suspects a violation of this Code, the SFO must immediately report the violation or suspected violation to the Compliance Officer. The Compliance Officer, in his or her discretion, may consult with another member of the Trust’s senior management or the Board in determining how to address the suspected violation. For example, a Code violation may occur when a periodic report or financial statement of a Trust omits a material fact, or is technically accurate but, in the view of the SFO, is written in a way that obscures the report’s or financial statement’s meaning.

SFOs who report violations or suspected violations in good faith will not be subject to retaliation of any kind. Reported violations will be investigated and addressed promptly and will be treated as confidential to the extent possible.

 

VIII.

Violations of the Code

Dishonest or unethical conduct or conduct that is illegal will constitute a violation of this Code, regardless of whether this Code specifically refers to such particular conduct. A violation of this Code may result in disciplinary action, up to and including removal as an SFO of the Trust. A variety of laws apply to the Trusts and their operations, including the Securities Act of 1933, the Investment Company Act of 1940, state laws relating to duties owed by Trust officers, and criminal laws. The Trusts will report any suspected criminal violations to the appropriate authorities, and will investigate, address, and report, as appropriate, non-criminal violations.

CERTIFICATION

Pursuant to Rule 30a-2(a) under the Investment Company Act of 1940

and Section 302 of the Sarbanes-Oxley Act of 2002

I, Michael Beattie, certify that:

 

1.

I have reviewed this report on Form N-CSR of the Advisors’ Inner Circle Fund III (the “Registrant”);

 

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), if any, 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)

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: December 9, 2020

 

/s/ Michael Beattie                                    

Michael Beattie

President


CERTIFICATION

Pursuant to Rule 30a-2(a) under the Investment Company Act of 1940

and Section 302 of the Sarbanes-Oxley Act of 2002

I, Stephen Connors, certify that:

 

1.

I have reviewed this report on Form N-CSR of the Advisors’ Inner Circle Fund III (the “Registrant”);

 

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), if any, 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)

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: December 9, 2020

 

/s/ Stephen Connors                            

Stephen Connors

Treasurer, Controller, and CFO

CERTIFICATION

Pursuant to 18 U.S.C. Section 1350,

As Adopted Pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

The undersigned, the President of the Advisors’ Inner Circle Fund III (the “Fund”), with respect to the Fund’s Form N-CSR for the period ended September 30, 2020, as filed with the Securities and Exchange Commission, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

 

  1.

such Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

  2.

the information contained in such Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Fund.

 

Dated: December 9, 2020

 

/s/ Michael Beattie                                

Michael Beattie

President


CERTIFICATION

Pursuant to 18 U.S.C. Section 1350,

As Adopted Pursuant to Section 906

of the Sarbanes-Oxley Act of 2002

The undersigned, the Treasurer, Controller, and CFO of the Advisors’ Inner Circle Fund III (the “Fund”), with respect to the Fund’s Form N-CSR for the period ended September 30, 2020, as filed with the Securities and Exchange Commission, hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

 

  1.

such Form N-CSR fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

  2.

the information contained in such Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Fund.

 

Dated: December 9, 2020

 

/s/ Stephen Connors                            

Stephen Connors

Treasurer, Controller, and CFO