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, PA 19456

(Address of principal executive offices) (Zip code)

 

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Name and address of agent for service)

 

 

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

Date of fiscal year end: October 31, 2020

Date of reporting period: October 31, 2020

 

 

 


Item 1.

Reports to Stockholders.

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

 


The Advisors’ Inner Circle Fund III

 

LOGO

MetLife Core Plus Fund

 

Annual Report   October 31, 2020

 

Beginning on March 1, 2021, as permitted by regulations adopted by the US 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.

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 a Fund, you can inform a Fund that you wish to continue receiving paper copies of your shareholder reports by calling 1-800-252-4993. 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 MetLife Funds if you invest directly with a Fund.

 

Investment Adviser:

MetLife Investment Management, LLC

 



THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

TABLE OF CONTENTS

 

 

 

Shareholders’ Letter

    1  

Schedule of Investments

    4  

Statement of Assets and Liabilities

    25  

Statement of Operations

    26  

Statements of Changes in Net Assets

    27  

Financial Highlights

    28  

Notes to Financial Statements

    30  

Report of Independent Registered Public Accounting Firm

    41  

Disclosure of Fund Expenses

    42  

Trustees and Officers of the Advisors’ Inner Circle Fund III

    44  

Notice to Shareholders

    48  

The Fund files its complete schedule of investments with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an exhibit to its report on Form N-PORT (Form N-Q for filings prior to March 31, 2020). The Fund’s Forms N-Q and N-PORT are available on the SEC’s website at http://www.sec.gov, and may be reviewed and copied at the SEC’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 Fund uses to determine how to vote proxies relating to fund securities, as well as information relating to how the Fund voted proxies relating to fund securities during the most recent 12-month period ended June 30, will be available (i) without charge, upon request, by calling 1-800-252-4993; and (ii) on the Commission’s website at http://www.sec.gov.


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

SHAREHOLDERS’ LETTER (unaudited)

Investment Objective

The investment objective of the MetLife Core Plus Fund (the “Fund”) is to seek to maximize capital appreciation and income.

Review

Rates exposure had minimal impact on performance. Ten-year U.S. Treasury rates fell dramatically over the course of the year. The ten-year began the year (11/1/2019) at 1.69%, fell as low as 0.55% in July, before ending October at 0.88%. The spread between the two year yield and the ten year yield (2s10s curve) widened over the course of the year from 17 basis points to 74. The portfolio remained close to duration neutral throughout the year.

Overall, investment grade corporates detracted from performance slightly during the year. The selloff in March due to the COVID-19 pandemic spared no industry, but was especially damaging to the Energy sector. The Financial sector performed better on the year, as many large banks came to market during the height of the selloff with new deals priced at historically attractive levels. Technology also outperformed during the year. High yield exposure contributed to performance during the period, with many names benefitting from Fed intervention in the market.

Our exposure to agency mortgages detracted from returns in 2020, with higher coupons outperforming lower coupons; specified pools were a slight detractor. CMBS was a significant underperformer, particularly in the single asset, single borrower (SASB) space. ABS also detracted from relative returns as the consumer came under pressure due to the COVID-19 pandemic.

Outlook

For the past year we’ve believed corporate valuations were stretched and expected corporate earnings, for the most part, to fall below expectations. Adding in the uncertainties in the market, we have preferred to remain positioned defensively and with a higher quality bias in corporate portfolios, driving alpha through active idiosyncratic positions and opportunities in the primary market. Further, while the Fed has stated numerous times that it is committed to do whatever it takes to support markets; given the current backdrop of high unemployment, vaccine uncertainty, and a contentious Presidential election, we are skeptical that the recovery currently priced-in will actually occur over the remainder of the year. Thus, we continue to believe the disconnect between fundamentals and valuations remains at levels much too pronounced to justify adding undue risk to portfolios at this time.

Since March, the Fed has been a consistent presence in the agency mortgage market. Our view remains unchanged. The Fed will continue to support the market so that borrowers can benefit from their “low for long” commitment.    While mortgage rates have hit all-time lows, the spread between where a borrower can take out a mortgage and where the 10-year Treasury currently trades is still wide. We expect this gap to continue to narrow, thereby allowing more borrowers the opportunity to refinance. Low mortgage rates also allow new home buyers to enter the market despite a residential real estate market that has remained robust in the face of COVID-19’s economic impacts. The outlook for non-agency MBS is

 

1


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

much more nuanced as forbearance and ultimately loss to the trust will impact lower rated tranches. We continue to believe that despite the economic stress in the market, AAA-rated tranches should benefit from conservative underwriting standards, with high FICOS and low LTVs for more seasoned securities, including substantial accumulated home price appreciation, lowering the current weighted average LTV of the pool. One area of concern is the newer RMBS issued utilizing less stringent documentation requirements. Non-qualifying mortgage securities continue to exhibit higher delinquencies than fully documented jumbo loans of a similar vintage. Finally, home price appreciation has been surprisingly resilient despite the economic backdrop. Supportive government policies combined with strong technicals in the housing market that still exist despite the pandemic, have allowed the housing market to continue to post gains despite the turbulence.

CMBS faces many more challenges as is relates to the economic impact of COVID-19. While the consumer has benefited from government stimulus and various forbearance programs so they can better manage debt loads, commercial real estate is still on an island, with assistance being more on a property-specific basis. We expect this dynamic to continue, especially for the hotel sector and retail-based commercial real estate. Commercial office space has yet to experience large scale problems due to the longer-term nature of office leases. However, the concerns around office usage given the changing nature of office work, specifically the acceptance of work from home programs and the technology to enable it, cast doubt around the amount of office space necessary in a post-pandemic world. Therefore, despite the strong rally down in credit within CMBS, we expect volatility to continue especially in pre-COVID deals with high exposures to retail and hospitality. Again, technicals have led the market while fundamentals continue to weigh on the sector.

The performance data quoted represents past performance. Past performance does not guarantee future results. The performance benchmark for the MetLife Core Plus Mutual Fund is the Bloomberg-Barclays US Aggregate Bond Index, which is a broad-based index that measures the investment grade, U.S. dollar denominated, fixed rate, taxable bond market.

The views present are MIM’s only, are subject to change, and may not reflect the manager’s current views. There can be no assurance that the views expressed above will prove accurate and should not be relied upon as a reliable indicator of future events. Any securities mentioned are for informational purposes only and do not represent a recommendation or an offer to buy, hold or sell any securities, and may not be held in client portfolios. Any performance or portfolio holdings cited here were current as of the date stated and are subject to change.

Definition of Comparative Index and Other Investment Terms

Alpha is a measure of performance on a risk-adjusted basis. Alpha takes the volatility (price risk) of a mutual fund and compares its risk adjusted performance to a benchmark index. The excess return of the fund relative to the return of the benchmark index is a fund’s alpha.

Bloomberg Barclays US Aggregate Bond Index is an index generally representing fixed-rate, investment-grade government bonds, corporate debt securities, mortgage-backed securities, and asset-backed securities with minimum maturity dates of at least one year.

Tranches are pieces of a pooled collection of securities, usually debt instruments, that are split up by risk or other characteristics in order to be marketable to different investors.

 

2


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

(Unaudited)

 

 

 

Comparison of Change in the Value of a $5,000,000 Investment in the MetLife Core Plus Fund, I Class Shares versus the Bloomberg Barclays US Aggregate Bond Index.

 

    

TOTAL RETURN

 

FOR THE YEAR ENDED OCTOBER 31, 2020

   One Year

Return

   Three Year

Return

   Five Year

Return

   Annualized
Inception to Date*

I Class Shares

   6.17%    5.14%    4.63%    3.92%

R Class Shares**

   2.05%    2.36%    2.90%    2.49%

Bloomberg Barclays US Aggregate Bond Index

   6.19%    5.06%    4.08%    3.69%

 

LOGO

* The MetLife Core Plus Fund, I Class and R Class Shares, commenced operations on December 31, 2014.

 

**

As R Class Shares only held seed money, Class R Shares did not incur distribution fees due to low net assets. If these fees were incurred the performance disclosed would have been lower.

^ The graph is based on only the I Class Shares.

The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a portfolio’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 comparative index on page 2.

 

3


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

 SECTOR WEIGHTING † (unaudited)

 

LOGO

† Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS  
MORTGAGE-BACKED SECURITIES — 36.4%  
     Face Amount      Value  

AGENCY MORTGAGE-BACKED OBLIGATIONS — 28.5%

 

FHLMC

     

5.500%, 06/01/41

   $ 5,916      $ 6,862  

4.500%, 05/01/48

     200,592        217,303  

4.000%, 08/01/44 to 09/01/48

     310,849        334,133  

3.500%, 08/01/30 to 08/01/49

     1,332,918        1,441,083  

3.000%, 01/01/47 to 08/01/50

     500,880        529,351  

2.500%, 10/01/31

     149,055        159,006  

FHLMC Multifamily Structured Pass-Through Certificates, Ser 1514, Cl A2

     

2.859%, 10/25/34

     50,000        56,338  

FHLMC Multifamily Structured Pass-Through Certificates, Ser 1516, Cl A1

     

1.238%, 01/25/35

     204,222        200,214  

FHLMC Multifamily Structured Pass-Through Certificates, Ser K023, Cl X1, IO

     

1.224%, 08/25/22 (A) (D)

     1,490,879        25,909  

FHLMC Multifamily Structured Pass-Through Certificates, Ser K081, Cl A2

     

3.900%, 08/25/28 (A)

     500,000        595,716  

 

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

 

4


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

MORTGAGE-BACKED SECURITIES — continued  
     Face Amount      Value  

AGENCY MORTGAGE-BACKED OBLIGATIONS — continued

 

FHLMC Multifamily Structured Pass-Through Certificates, Ser K092, Cl A2

     

3.298%, 04/25/29

   $ 336,000      $ 388,951  

FHLMC Multifamily Structured Pass-Through Certificates, Ser KLU1, Cl A4

     

2.854%, 01/25/31

     70,000        77,649  

FHLMC Multifamily Structured Pass-Through Certificates, Ser X3FX, Cl A2FX

     

3.000%, 06/25/27

     205,000        220,319  

FHLMC, Ser 2006-R006, Cl ZA

     

6.000%, 04/15/36

     12,155        14,520  

FHLMC, Ser 2010-3632, Cl PK

     

5.000%, 02/15/40

     41,334        46,216  

FHLMC, Ser 2012-271, Cl 30

     

3.000%, 08/15/42

     69,588        74,899  

FHLMC, Ser 2015-4479, Cl HA

     

3.750%, 05/15/39

     98,786        102,670  

FHLMC, Ser 2017-356, Cl 300

     

3.000%, 09/15/47

     286,307        301,738  

FNMA

     

6.000%, 09/01/39

     1,129        1,330  

5.500%, 04/01/36 to 07/01/40

     214,257        248,295  

5.000%, 02/01/31

     29,052        32,229  

4.500%, 04/01/35 to 08/01/48

     63,901        72,309  

4.000%, 06/01/42 to 09/01/49

     1,018,153        1,093,638  

3.500%, 07/01/30 to 05/01/50

     515,722        556,385  

3.130%, 07/01/25

     54,205        55,854  

3.040%, 01/01/28

     165,000        178,930  

3.000%, 12/01/31 to 12/01/49

     1,642,838        1,726,280  

2.550%, 07/01/26

     115,324        120,009  

2.500%, 10/01/30 to 10/01/50

     715,905        749,032  

FNMA, Ser 2001-T4, Cl A1

     

7.500%, 07/25/41

     1,979        2,382  

FNMA, Ser 2005-24, Cl ZE

     

5.000%, 04/25/35

     6,232        7,097  

FNMA, Ser 2012-121, Cl TB

     

7.000%, 11/25/42

     31,190        38,281  

FNMA, Ser 2012-411, Cl A3

     

3.000%, 08/25/42

     191,593        200,428  

FNMA, Ser 2019-M19, Cl A2

     

2.560%, 09/25/29

     549,827        599,595  

FNMA/FHLMC TBA

     

5.000%, 11/01/37

     290,000        318,637  

4.500%, 11/15/34

     2,354,346        2,546,050  

4.000%, 11/12/39

     2,121,997        2,266,641  

 

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

 

5


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

MORTGAGE-BACKED SECURITIES — continued  
     Face Amount      Value  

AGENCY MORTGAGE-BACKED OBLIGATIONS — continued

 

FNMA/FHLMC TBA

     

3.500%, 11/01/40

   $ 4,443,803      $ 4,692,955  

3.000%, 11/25/26 to 11/15/42

     4,408,412        4,608,259  

2.500%, 11/25/27 to 11/01/43

     2,369,618        2,468,201  

2.000%, 11/12/69

     789,000        813,810  

GNMA

     

5.500%, 07/20/43 to 09/20/43

     6,840        8,035  

4.690%, 06/20/62 (A)

     323        328  

4.503%, 01/20/67 (A)

     69,920        80,647  

4.500%, 03/15/42

     82,500        91,646  

3.000%, 04/20/45

     169,318        179,872  

GNMA, Ser 2010-H14, Cl BI, IO

     

1.417%, 07/20/60 (A)(D)

     5,733        149  

GNMA, Ser 2017-H16, Cl PT

     

4.514%, 05/20/66 (A)

     1,125        1,170  
     

 

 

 
        28,551,351  
     

 

 

 

NON-AGENCY MORTGAGE-BACKED OBLIGATIONS — 7.9%

 

1345 Avenue of the Americas & Park Avenue Plaza Trust, Ser 2005-1, Cl A3

     

5.278%, 08/10/35 (B)

     24,777        26,214  

Aventura Mall Trust, Ser 2018-AVM, Cl A

     

4.112%, 07/05/40 (A) (B)

     50,000        52,820  

Banc of America Commercial Mortgage Trust, Ser 2017-BNK3, Cl AS

     

3.748%, 02/15/50

     455,000        503,899  

Bayview Commercial Asset Trust, Ser 2004-3, Cl A1

     

0.704%, VAR ICE LIBOR USD 1 Month+0.555%, 01/25/35 (B)

     72,982        71,819  

Benchmark Mortgage Trust, Ser 2020-B20, Cl A5

     

2.034%, 10/15/53

     335,000        342,044  

BFLD, Ser 2019-DPLO, Cl A

     

1.238%, VAR ICE LIBOR USD 1 Month+1.090%, 10/15/34 (B)

     100,000        96,870  

BWAY Mortgage Trust, Ser 2015-1740, Cl A

     

2.917%, 01/10/35 (B)

     150,000        152,021  

BX Commercial Mortgage Trust, Ser 2019-XL, Cl A

     

1.068%, VAR ICE LIBOR USD 1 Month+0.920%, 10/15/36 (B)

     99,676        99,614  

CG-CCRE Commercial Mortgage Trust, Ser 2014-FL2, Cl A

     

2.002%, VAR ICE LIBOR USD 1 Month+1.854%, 11/15/31 (B)

     19,015        18,081  

Citigroup Commercial Mortgage Trust, Ser 2015-P1, Cl A5

     

3.717%, 09/15/48

     550,000        609,178  

 

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

 

6


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

MORTGAGE-BACKED SECURITIES — continued  
     Face Amount      Value  

NON-AGENCY MORTGAGE-BACKED OBLIGATIONS — continued

 

COMM Mortgage Trust, Ser 2013-LC6, Cl AM

     

3.282%, 01/10/46

   $ 775,000      $ 804,150  

COMM Mortgage Trust, Ser 2014-UBS2, Cl A5

     

3.961%, 03/10/47

     497,000        539,615  

COMM Mortgage Trust, Ser 2014-UBS3, Cl AM

     

4.012%, 06/10/47

     30,000        32,485  

COMM Mortgage Trust, Ser 2020-CBM, Cl A2

     

2.896%, 02/10/37 (B)

     145,000        144,509  

CORE Mortgage Trust, Ser 2019-CORE, Cl A

     

1.028%, VAR ICE LIBOR USD 1 Month+0.880%, 12/15/31 (B)

     30,000        29,816  

Credit Suisse Commercial Mortgage Trust, Ser 2007-C2, Cl B

     

5.635%, 01/15/49 (A) (B)

     162,556        160,906  

CSAIL Commercial Mortgage Trust, Ser 2015-C3, Cl A2

     

3.033%, 08/15/48

     29,607        29,664  

CSAIL Commercial Mortgage Trust, Ser 2015-C3, Cl A3

     

3.447%, 08/15/48

     125,000        132,954  

CSAIL Commercial Mortgage Trust, Ser 2020-C19, Cl AS

     

2.971%, 03/15/53

     70,000        74,616  

CSAIL Commercial Mortgage Trust, Ser 2020-C19, Cl C

     

3.735%, 03/15/53 (A)

     60,000        57,968  

CSMC OA, Ser 2014-USA, Cl A2

     

3.953%, 09/15/37 (B)

     200,000        202,777  

DBCCRE Mortgage Trust, Ser 2014-ARCP, Cl A

     

4.238%, 01/10/34 (B)

     200,000        212,736  

DBCCRE Mortgage Trust, Ser 2014-ARCP, Cl C

     

4.935%, 01/10/34 (A) (B)

     450,000        471,592  

FHLMC Whole Loan Securities Trust, Ser 2016-SC01, Cl 2A

     

3.500%, 07/25/46

     103,656        106,283  

FREMF Mortgage Trust, Ser 2013-K31, Cl C

     

3.631%, 07/25/46 (A) (B)

     25,000        26,146  

FWD Securitization Trust, Ser 2019-INV1, Cl A1

     

2.810%, 06/25/49 (A) (B)

     152,192        155,613  

Galton Funding Mortgage Trust, Ser 2018-1, Cl A43

     

3.500%, 11/25/57 (A) (B)

     20,182        20,356  

GE Commercial Mortgage Trust, Ser 2007-C1, Cl AM

     

5.606%, 12/10/49 (A)

     25,016        13,144  

GS Mortgage Securities Trust, Ser 2010-C1, Cl A2

     

4.592%, 08/10/43 (B)

     53,141        53,130  

 

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

 

7


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

MORTGAGE-BACKED SECURITIES — continued  
     Face Amount      Value  

NON-AGENCY MORTGAGE-BACKED OBLIGATIONS — continued

 

GS Mortgage Securities Trust, Ser 2012-GC6, Cl A3

     

3.482%, 01/10/45

   $ 321,785      $ 327,675  

JPMBB Commercial Mortgage Securities Trust, Ser 2014-C25, Cl B

     

4.347%, 11/15/47 (A)

     10,000        10,518  

JPMCC Commercial Mortgage Securities Trust, Ser 2017-JP5, Cl ASB

     

3.549%, 03/15/50

     200,000        218,073  

JPMDB Commercial Mortgage Securities Trust, Ser 2017-C5, Cl A3

     

3.597%, 03/15/50

     50,000        53,414  

JPMorgan Chase Commercial Mortgage Securities Trust, Ser 2018-BCON, Cl B

     

3.756%, 01/05/31 (A) (B)

     145,000        147,172  

Mello Warehouse Securitization Trust, Ser 2020-1, Cl A

     

1.049%, VAR ICE LIBOR USD 1 Month+0.900%, 10/25/53 (B)

     500,000        500,000  

Morgan Stanley Bank of America Merrill Lynch Trust, Ser 2014-C14, Cl C

     

4.942%, 02/15/47 (A)

     35,000        36,892  

Morgan Stanley Bank of America Merrill Lynch Trust, Ser 2015-C24, Cl C

     

4.342%, 05/15/48 (A)

     25,000        24,571  

Morgan Stanley Capital I Trust, Ser 2007-TOP27, Cl AJ

     

6.014%, 06/11/42 (A)

     97,590        97,725  

Morgan Stanley Capital I Trust, Ser 2011-C1, Cl C

     

5.516%, 09/15/47 (A) (B)

     105,000        105,402  

Morgan Stanley Dean Witter Capital I Trust, Ser 2001-TOP3, Cl E

     

7.683%, 07/15/33 (A) (B)

     16,145        16,296  

MortgageIT Trust, Ser 2005-1, Cl 1A1

     

0.789%, VAR ICE LIBOR USD 1 Month+0.640%, 02/25/35

     3,579        3,610  

MSCG Trust, Ser 2015-ALDR, Cl A2

     

3.462%, 06/07/35 (A) (B)

     130,000        127,373  

OBX Trust, Ser 2019-INV1, Cl A8

     

4.000%, 11/25/48 (A) (B)

     71,187        71,352  

OBX Trust, Ser 2020-EXP1, Cl 2A1A

     

0.899%, VAR ICE LIBOR USD 1 Month+0.750%,
02/25/60 (B)

     141,951        143,704  

 

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

 

8


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

MORTGAGE-BACKED SECURITIES — continued  
     Face Amount      Value  

NON-AGENCY MORTGAGE-BACKED OBLIGATIONS — continued

 

UBS-Barclays Commercial Mortgage Trust, Ser 2013-C6, Cl ASB

     

2.788%, 04/10/46

   $ 267,373      $ 272,723  

VNDO Mortgage Trust, Ser 2012-6AVE, Cl C

     

3.337%, 11/15/30 (A) (B)

     101,000        103,392  

Wells Fargo Commercial Mortgage Trust, Ser 2012-LC5, Cl C

     

4.693%, 10/15/45 (A)

     316,000        321,930  

WFRBS Commercial Mortgage Trust, Ser 2013-C12, Cl C

     

4.319%, 03/15/48 (A)

     50,000        50,135  

WFRBS Commercial Mortgage Trust, Ser 2013-UBS1, Cl A2

     

2.927%, 03/15/46

     221        221  

WFRBS Commercial Mortgage Trust, Ser 2014-C22, Cl B

     

4.371%, 09/15/57 (A)

     60,000        63,624  

WinWater Mortgage Loan Trust, Ser 2015-5, Cl A5

     

3.500%, 08/20/45 (A) (B)

     40,677        40,803  
     

 

 

 
        7,977,625  
     

 

 

 

TOTAL MORTGAGE-BACKED SECURITIES

     

(Cost $36,173,754)

        36,528,976  
     

 

 

 

CORPORATE OBLIGATIONS — 34.1%

 

COMMUNICATION SERVICES — 4.2%

 

AT&T

     

6.500%, 09/01/37

     160,000        219,124  

6.000%, 11/15/34

     20,000        25,057  

3.100%, 02/01/43

     330,000        315,396  

2.300%, 06/01/27

     250,000        260,375  

Charter Communications Operating

     

4.908%, 07/23/25

     260,000        299,545  

Comcast

     

3.700%, 04/15/24

     60,000        66,083  

3.400%, 04/01/30

     205,000        234,585  

Cox Communications

     

4.800%, 02/01/35 (B)

     100,000        124,059  

Discovery Communications

     

4.000%, 09/15/55 (B)

     115,000        116,881  

 

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

 

9


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

COMMUNICATION SERVICES — continued

 

Nokia

     

6.625%, 05/15/39

   $ 275,000      $ 345,125  

Sky

     

3.750%, 09/16/24 (B)

     200,000        222,848  

Sprint

     

7.875%, 09/15/23

     175,000        199,500  

Sprint Spectrum

     

5.152%, 03/20/28 (B)

     200,000        233,042  

3.360%, 09/20/21 (B)

     50,000        50,468  

T-Mobile USA

     

3.500%, 04/15/25 (B)

     180,000        197,210  

Verizon Communications

     

5.250%, 03/16/37

     60,000        81,816  

4.016%, 12/03/29

     251,000        296,863  

ViacomCBS

     

6.250%, VAR ICE LIBOR USD 3 Month+3.899%, 02/28/57

     225,000        244,687  

5.900%, 10/15/40

     45,000        55,466  

5.875%, VAR ICE LIBOR USD 3 Month+3.895%, 02/28/57

     80,000        80,800  

4.750%, 05/15/25

     380,000        436,185  

3.700%, 08/15/24

     105,000        114,551  
     

 

 

 
        4,219,666  
     

 

 

 

CONSUMER DISCRETIONARY — 2.3%

 

BMW US Capital

     

4.150%, 04/09/30 (B)

     95,000        111,575  

Enterprise Development Authority

     

12.000%, 07/15/24 (B)

     225,000        249,187  

Ford Motor

     

9.000%, 04/22/25

     330,000        388,870  

General Motors

     

4.875%, 10/02/23

     465,000        507,456  

General Motors Financial

     

3.450%, 04/10/22

     25,000        25,730  

Genuine Parts

     

1.875%, 11/01/30

     200,000        195,813  

Home Depot

     

2.700%, 04/15/30

     210,000        231,827  

Kohl’s

     

5.550%, 07/17/45

     30,000        27,148  

 

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

 

10


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

CONSUMER DISCRETIONARY — continued

 

Land O’ Lakes

     

7.250% (B) (C)

   $ 65,000      $ 60,450  

6.000%, 11/15/22 (B)

     60,000        63,768  

NVR

     

3.950%, 09/15/22

     65,000        68,501  

QVC

     

4.850%, 04/01/24

     50,000        52,125  

Tractor Supply

     

1.750%, 11/01/30

     100,000        98,293  

Volkswagen Group of America Finance

     

2.700%, 09/26/22 (B)

     200,000        207,223  
     

 

 

 
        2,287,966  
     

 

 

 

CONSUMER STAPLES — 2.3%

 

Altria Group

     

10.200%, 02/06/39

     40,000        66,919  

5.800%, 02/14/39

     65,000        82,767  

4.400%, 02/14/26

     430,000        494,807  

3.400%, 05/06/30

     60,000        65,191  

Anheuser-Busch InBev Worldwide

     

5.450%, 01/23/39

     190,000        245,875  

BAT Capital

     

3.215%, 09/06/26

     370,000        397,602  

Constellation Brands

     

4.400%, 11/15/25

     175,000        202,302  

Kraft Heinz Foods

     

5.000%, 06/04/42

     375,000        412,113  

3.875%, 05/15/27 (B)

     150,000        158,679  

Mondelez International

     

1.875%, 10/15/32

     100,000        98,441  

Reynolds American

     

8.125%, 05/01/40

     45,000        62,283  
     

 

 

 
        2,286,979  
     

 

 

 

ENERGY — 3.8%

 

Concho Resources

     

3.750%, 10/01/27

     105,000        116,361  

Devon Energy

     

7.875%, 09/30/31

     195,000        244,123  

 

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

 

11


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

ENERGY — continued

 

Energy Transfer Operating

     

5.250%, 04/15/29

   $ 365,000      $ 395,442  

Eni

     

4.000%, 09/12/23 (B)

     460,000        497,358  

Enterprise Products Operating

     

4.200%, 01/31/50

     355,000        383,851  

Galaxy Pipeline Assets Bidco

     

1.750%, 09/30/27 (B)

     205,000        203,719  

Hess

     

6.000%, 01/15/40

     240,000        266,192  

MPLX

     

4.800%, 02/15/29

     65,000        73,455  

Occidental Petroleum

     

3.500%, 08/15/29

     60,000        43,288  

2.900%, 08/15/24

     95,000        79,068  

2.700%, 08/15/22

     55,000        50,861  

Rockies Express Pipeline

     

4.950%, 07/15/29 (B)

     70,000        68,180  

Sabine Pass Liquefaction

     

5.750%, 05/15/24

     50,000        56,307  

5.000%, 03/15/27

     315,000        353,636  

Suncor Energy Ventures

     

4.500%, 04/01/22 (B)

     30,000        30,794  

Sunoco Logistics Partners Operations

     

4.000%, 10/01/27

     70,000        71,587  

Tennessee Gas Pipeline

     

8.375%, 06/15/32

     135,000        183,903  

2.900%, 03/01/30 (B)

     95,000        96,881  

Transocean Sentry

     

5.375%, 05/15/23 (B)

     135,000        86,737  

Valero Energy

     

1.200%, 03/15/24

     275,000        269,388  

WPX Energy

     

5.750%, 06/01/26

     240,000        246,480  
     

 

 

 
        3,817,611  
     

 

 

 

FINANCIALS — 8.9%

 

Ally Financial

     

1.450%, 10/02/23

     255,000        257,169  

American Express

     

3.700%, 08/03/23

     235,000        255,122  

 

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

 

12


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

FINANCIALS — continued

 

Apollo Management Holdings

     

5.000%, 03/15/48 (B)

   $ 90,000      $ 106,096  

4.400%, 05/27/26 (B)

     160,000        183,580  

4.000%, 05/30/24 (B)

     15,000        16,573  

Athene Global Funding

     

3.000%, 07/01/22 (B)

     65,000        66,969  

2.950%, 11/12/26 (B)

     325,000        341,726  

Athene Holding

     

4.125%, 01/12/28

     65,000        70,586  

Banco Santander Mexico Institucion de Banca Multiple

     

Grupo Financiero Santand
5.375%, 04/17/25 (B)

     150,000        168,002  

Bank of America

     

3.366%, VAR ICE LIBOR USD 3 Month+0.810%,
01/23/26

     370,000        403,654  

Bank of America MTN

     

4.000%, 01/22/25

     70,000        77,827  

2.884%, VAR ICE LIBOR USD 3 Month+1.190%,
10/22/30

     20,000        21,497  

Bank of Nova Scotia

     

4.900%, VAR US Treas Yield Curve Rate T Note
Const Mat 5 Yr+4.551% (C)

     120,000        125,256  

Barclays MTN

     

4.338%, VAR ICE LIBOR USD 3 Month+1.356%,
05/16/24

     375,000        403,358  

Blackstone

     

3.625%, 01/15/26 (B)

     150,000        147,876  

Canadian Imperial Bank of Commerce

     

0.950%, 10/23/25

     200,000        199,963  

Citadel

     

4.875%, 01/15/27 (B)

     80,000        85,543  

Citigroup

     

5.316%, VAR United States Secured Overnight
Financing Rate+4.548%, 03/26/41

     220,000        298,664  

Citigroup Capital III

     

7.625%, 12/01/36

     15,000        21,087  

Equitable Holdings

     

3.900%, 04/20/23

     235,000        252,759  

European Investment Bank MTN

     

1.500%, 01/26/24

     880,000        95,032  

 

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

 

13


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

FINANCIALS — continued

 

Farmers Exchange Capital III

     

5.454%, VAR ICE LIBOR USD 3 Month+3.454%,
10/15/54 (B)

   $ 165,000      $ 195,066  

Fifth Third Bank

     

2.875%, 10/01/21

     130,000        132,781  

Finance of America Funding

     

7.875%, 11/15/25 (B)

     240,000        237,600  

Goldman Sachs Group

     

3.800%, 03/15/30

     690,000        795,614  

3.272%, VAR ICE LIBOR USD 3 Month+1.201%, 09/29/25

     320,000        347,403  

1.450%, VAR ICE LIBOR USD 3 Month+1.170%, 05/15/26

     15,000        15,153  

HSBC Bank

     

7.650%, 05/01/25

     75,000        92,576  

HSBC Holdings

     

4.950%, 03/31/30

     290,000        352,970  

JPMorgan Chase

     

3.875%, 09/10/24

     225,000        249,380  

0.760%, VAR ICE LIBOR USD 3 Month+0.550%, 02/01/27

     115,000        106,578  

KKR Group Finance III

     

5.125%, 06/01/44 (B)

     120,000        146,740  

Kreditanstalt fuer Wiederaufbau MTN

     

1.000%, 10/12/21

     680,000        71,664  

Markel

     

6.000%, VAR US Treas Yield Curve Rate T Note Const Mat 5 Yr+5.662% (C)

     95,000        100,938  

Mercury General

     

4.400%, 03/15/27

     110,000        119,747  

Morgan Stanley MTN

     

4.100%, 05/22/23

     40,000        43,300  

3.875%, 04/29/24

     445,000        491,785  

Mutual of Omaha Insurance

     

4.297%, VAR ICE LIBOR USD 3 Month+2.640%,
07/15/54 (B)

     73,000        75,662  

Natwest Group

     

3.875%, 09/12/23

     200,000        215,890  

Santander Holdings USA

     

4.450%, 12/03/21

     125,000        129,843  

3.450%, 06/02/25

     275,000        296,134  

Societe Generale MTN

     

2.625%, 01/22/25 (B)

     320,000        332,958  

 

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

 

14


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

FINANCIALS — continued

 

Validus Holdings

     

8.875%, 01/26/40

   $ 115,000      $ 180,469  

Wells Fargo

     

7.950%, 11/15/29

     60,000        79,565  

3.069%, 01/24/23

     85,000        87,569  

3.068%, VAR United States Secured Overnight Financing Rate+2.530%, 04/30/41

     225,000        232,790  

Wells Fargo MTN

     

3.196%, VAR ICE LIBOR USD 3 Month+1.170%, 06/17/27

     225,000        245,068  
     

 

 

 
        8,973,582  
     

 

 

 

HEALTH CARE — 3.7%

 

AbbVie

     

3.600%, 05/14/25

     175,000        193,683  

Advocate Health & Hospitals

     

2.211%, 06/15/30

     395,000        403,797  

Anthem

     

3.500%, 08/15/24

     270,000        294,856  

AstraZeneca

     

2.375%, 06/12/22

     110,000        113,298  

Bayer US Finance

     

3.375%, 10/08/24 (B)

     30,000        32,467  

Bayer US Finance II

     

4.700%, 07/15/64 (B)

     160,000        179,942  

Bon Secours Mercy Health

     

3.464%, 06/01/30

     100,000        111,571  

Bristol-Myers Squibb

     

2.900%, 07/26/24

     65,000        70,145  

Cigna

     

2.400%, 03/15/30

     140,000        145,234  

CommonSpirit Health

     

4.350%, 11/01/42

     45,000        48,369  

4.187%, 10/01/49

     70,000        72,267  

Health Care Service A Mutual Legal Reserve

     

2.200%, 06/01/30 (B)

     200,000        204,375  

1.500%, 06/01/25 (B)

     90,000        91,949  

Mylan

     

3.950%, 06/15/26

     180,000        202,568  

 

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

 

15


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

HEALTH CARE — continued

 

Royalty Pharma

     

2.200%, 09/02/30 (B)

   $ 250,000      $ 246,061  

1.750%, 09/02/27 (B)

     85,000        84,316  

1.200%, 09/02/25 (B)

     250,000        248,734  

0.750%, 09/02/23 (B)

     105,000        104,959  

Smith & Nephew

     

2.032%, 10/14/30

     195,000        193,988  

Takeda Pharmaceutical

     

4.400%, 11/26/23

     210,000        232,929  

3.175%, 07/09/50

     160,000        162,500  

Teva Pharmaceutical Finance Netherlands III

     

2.800%, 07/21/23

     150,000        142,263  

UnitedHealth Group

     

2.000%, 05/15/30

     170,000        176,901  
     

 

 

 
        3,757,172  
     

 

 

 

INDUSTRIALS — 2.1%

 

AerCap Ireland Capital DAC

     

5.000%, 10/01/21

     190,000        195,515  

CCL Industries

     

3.050%, 06/01/30 (B)

     260,000        276,195  

CNH Industrial Capital

     

1.875%, 01/15/26

     265,000        265,922  

CoStar Group

     

2.800%, 07/15/30 (B)

     245,000        251,647  

Equifax

     

3.950%, 06/15/23

     370,000        399,731  

2.600%, 12/15/25

     30,000        32,191  

GE Capital International Funding Unlimited

     

4.418%, 11/15/35

     105,000        113,540  

General Electric

     

4.250%, 05/01/40

     75,000        79,054  

General Electric MTN

     

5.875%, 01/14/38

     225,000        270,995  

Raytheon Technologies

     

3.950%, 08/16/25

     175,000        199,630  
     

 

 

 
        2,084,420  
     

 

 

 

 

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

 

16


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

INFORMATION TECHNOLOGY — 2.4%

 

Avnet

     

4.875%, 12/01/22

   $ 90,000      $ 96,202  

Broadcom

     

4.150%, 11/15/30

     100,000        112,027  

3.150%, 11/15/25

     455,000        490,390  

Hewlett Packard Enterprise

     

4.650%, 10/01/24

     485,000        547,428  

Intel

     

4.750%, 03/25/50

     95,000        129,578  

Marvell Technology Group

     

4.200%, 06/22/23

     230,000        248,838  

Oracle

     

3.600%, 04/01/40

     290,000        323,487  

2.950%, 04/01/30

     120,000        132,109  

QUALCOMM

     

1.300%, 05/20/28 (B)

     305,000        301,319  
     

 

 

 
        2,381,378  
     

 

 

 

MATERIALS — 0.9%

 

Blue Cube Spinco

     

10.000%, 10/15/25

     70,000        73,912  

Industrias Penoles

     

4.150%, 09/12/29 (B)

     200,000        219,000  

Nacional del Cobre de Chile

     

4.250%, 07/17/42 (B)

     200,000        223,085  

Newcrest Finance Pty

     

3.250%, 05/13/30 (B)

     185,000        201,358  

Nutrition & Biosciences

     

1.230%, 10/01/25 (B)

     200,000        200,270  
     

 

 

 
        917,625  
     

 

 

 

REAL ESTATE — 1.3%

 

Newmark Group

     

6.125%, 11/15/23

     110,000        116,300  

Sabra Health Care

     

3.900%, 10/15/29

     195,000        196,261  

Scentre Group Trust

     

1 4.375%, 05/28/30 (B)

     75,000        83,287  

3.625%, 01/28/26 (B)

     185,000        197,763  

 

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

 

17


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

CORPORATE OBLIGATIONS — continued  
     Face Amount      Value  

REAL ESTATE — continued

 

Scentre Group Trust 2

     

4.750%, VAR US Treas Yield Curve Rate T Note Const Mat 5 Yr+4.379%, 09/24/80 (B)

   $ 200,000      $ 196,772  

Simon Property Group

     

3.800%, 07/15/50

     195,000        192,142  

2.450%, 09/13/29

     280,000        277,041  
     

 

 

 
        1,259,566  
     

 

 

 

UTILITIES — 2.2%

 

CenterPoint Energy

     

3.600%, 11/01/21

     70,000        72,178  

Dominion Energy

     

3.071%, 08/15/24

     110,000        118,774  

DTE Energy

     

1.050%, 06/01/25

     50,000        50,175  

Enel Finance International

     

4.625%, 09/14/25 (B)

     300,000        346,086  

Evergy

     

5.292%, 06/15/22

     115,000        122,158  

Oncor Electric Delivery

     

2.750%, 05/15/30

     295,000        327,467  

Pacific Gas and Electric

     

2.500%, 02/01/31

     150,000        141,819  

2.100%, 08/01/27

     125,000        120,684  

1.750%, 06/16/22

     215,000        215,020  

Public Service of Colorado

     

2.250%, 09/15/22

     110,000        112,820  

Vistra Operations

     

4.300%, 07/15/29 (B)

     415,000        449,762  

3.550%, 07/15/24 (B)

     110,000        117,211  
     

 

 

 
        2,194,154  
     

 

 

 

TOTAL CORPORATE OBLIGATIONS

     

(Cost $33,205,944)

        34,180,119  
     

 

 

 

U.S. TREASURY OBLIGATIONS — 18.3%

 

U.S. Treasury Bonds

     

1.375%, 08/15/50

     1,095,000        1,027,589  

1.250%, 05/15/50

     6,230,000        5,659,566  

1.125%, 08/15/40

     1,330,000        1,265,163  

 

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

 

18


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

U.S. TREASURY OBLIGATIONS — continued  
     Face Amount      Value  

U.S. Treasury Notes

     

0.625%, 08/15/30

   $ 5,287,000      $ 5,171,347  

0.375%, 09/30/27

     3,635,000        3,573,659  

0.250%, 09/30/25

     1,010,000        1,003,845  

0.125%, 10/15/23

     660,000        658,659  
     

 

 

 

TOTAL U.S. TREASURY OBLIGATIONS

     

(Cost $18,705,416)

        18,359,828  
     

 

 

 

ASSET-BACKED SECURITIES — 8.5%

 

AccessLex Institute, Ser 2006-1, Cl B

     

0.700%, VAR ICE LIBOR USD 3 Month+0.450%, 08/25/37

     23,391        20,910  

AccessLex Institute, Ser 2007-A, Cl A3

     

0.550%, VAR ICE LIBOR USD 3 Month+0.300%, 05/25/36

     149,864        145,061  

AmeriCredit Automobile Receivables Trust, Ser 2016-3, Cl C

     

2.240%, 04/08/22

     10,604        10,621  

Antares CLO, Ser 2020-1A, Cl A1

     

2.116%, VAR ICE LIBOR USD 3 Month+1.900%, 10/23/31 (B)

     285,000        285,000  

Chesapeake Funding II, Ser 2017-2A, Cl C

     

3.010%, 05/15/29 (B)

     100,000        100,675  

Chesapeake Funding II, Ser 2019-1A, Cl A1

     

2.940%, 04/15/31 (B)

     179,558        182,967  

Chesapeake Funding II, Ser 2020-1A, Cl A1

     

0.870%, 08/16/32 (B)

     224,520        225,373  

Chesapeake Funding II, Ser 2020-1A, Cl C

     

2.140%, 08/16/32 (B)

     100,000        100,182  

CNH Equipment Trust, Ser 2020-A, Cl A2

     

1.080%, 07/17/23

     375,000        376,664  

College Ave Student Loans, Ser 2019-A, Cl A2

     

3.280%, 12/28/48 (B)

     184,488        191,340  

Drive Auto Receivables Trust, Ser 2019-3, Cl A3

     

2.490%, 06/15/23

     99,809        100,214  

Drive Auto Receivables Trust, Ser 2020-1, Cl A2

     

1.990%, 12/15/22

     94,124        94,462  

Elmwood CLO II, Ser 2019-2A, Cl A

     

1.668%, VAR ICE LIBOR USD 3 Month+1.450%, 04/20/31 (B)

     450,000        449,478  

Exeter Automobile Receivables Trust, Ser 2020-2A, Cl A

     

1.130%, 08/15/23 (B)

     84,764        85,019  

 

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

 

19


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

ASSET-BACKED SECURITIES — continued  
     Face Amount      Value  

Exeter Automobile Receivables Trust, Ser 2020-3A, Cl A2

     

0.460%, 10/17/22

   $ 85,000      $ 85,019  

Foursight Capital Automobile Receivables Trust, Ser 2018-1, Cl A3

     

3.240%, 09/15/22 (B)

     3,578        3,583  

Hertz Fleet Lease Funding, Ser 2019-1, Cl E

     

4.620%, 01/10/33 (B)

     105,000        105,876  

Hilton Grand Vacations Trust, Ser 2020-AA, Cl A

     

2.740%, 02/25/39 (B)

     132,667        137,411  

Hyundai Auto Receivables Trust, Ser 2020-B, Cl A2

     

0.380%, 03/15/23

     410,000        410,230  

John Deere Owner Trust, Ser 2020-B, Cl A2

     

0.410%, 03/15/23

     100,000        100,085  

LCM XIII, Ser 2019-13A, Cl ARR

     

1.358%, VAR ICE LIBOR USD 3 Month+1.140%, 07/19/27 (B)

     250,000        248,124  

Magnetite XXVIII, Ser 2020-28A, Cl A

     

1.487%, VAR ICE LIBOR USD 3 Month+1.270%, 10/25/31 (B)

     250,000        250,000  

MF1, Ser 2020-FL4, Cl A

     

1.851%, VAR ICE LIBOR USD 1 Month+1.700%, 11/15/35 (B)

     200,000        200,039  

Mill City Mortgage Trust, Ser 2015-2, Cl A2

     

3.000%, 09/25/57 (A) (B)

     77,355        78,263  

MMAF Equipment Finance, Ser 2020-BA, Cl A3

     

0.490%, 08/14/25 (B)

     140,000        139,693  

MVW, Ser 2020-1A, Cl A

     

1.740%, 10/20/37 (B)

     108,942        110,603  

Navient Private Education Refi Loan Trust, Ser 2019-FA, Cl A2

     

2.600%, 08/15/68 (B)

     100,000        103,262  

Navient Private Education Refi Loan Trust, Ser 2020-BA, Cl A1

     

1.800%, 01/15/69 (B)

     51,807        52,018  

NovaStar Mortgage Funding Trust, Ser 2003-3, Cl A1

     

0.859%, VAR ICE LIBOR USD 1 Month+0.710%, 12/25/33

     13,916        13,614  

OBX Trust, Ser 2020-EXP3, Cl 2A1A

     

1.049%, VAR ICE LIBOR USD 1 Month+0.900%, 01/25/60 (B)

     109,297        109,288  

Ocean Trails CLO IV, Ser 2017-4A, Cl AR

     

1.154%, VAR ICE LIBOR USD 3 Month+0.900%, 08/13/25 (B)

     2,840        2,839  

 

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

 

20


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

ASSET-BACKED SECURITIES — continued  
     Face Amount      Value  

Octagon Investment Partners 50, Ser 2020-4A, Cl A1

     

1.358%, VAR ICE LIBOR USD 3 Month+1.300%, 10/15/33 (B)

   $ 365,000      $ 364,962  

Orange Lake Timeshare Trust, Ser 2018-A, Cl A

     

3.100%, 11/08/30 (B)

     173,349        177,340  

Orange Lake Timeshare Trust, Ser 2019-A, Cl A

     

3.060%, 04/09/38 (B)

     128,120        131,613  

PFS Financing, Ser 2018-F, Cl A

     

3.520%, 10/15/23 (B)

     791,000        814,218  

Prestige Auto Receivables Trust, Ser 2020-1A, Cl A2

     

0.520%, 02/15/24 (B)

     455,000        454,999  

SBA Small Business Investment, Ser 2018-10B, Cl 1

     

3.548%, 09/10/28

     87,773        93,380  

SLM Private Credit Student Loan Trust, Ser 2004-B, Cl A3

     

0.580%, VAR ICE LIBOR USD 3 Month+0.330%, 03/15/24

     10,983        10,887  

SoFi Consumer Loan Program Trust, Ser 2017-3, Cl A

     

2.770%, 05/25/26 (B)

     10,321        10,369  

SoFi Consumer Loan Program Trust, Ser 2017-6, Cl A2

     

2.820%, 11/25/26 (B)

     22,476        22,594  

SoFi Consumer Loan Program Trust, Ser 2018-2, Cl A2

     

3.350%, 04/26/27 (B)

     35,209        35,379  

SoFi Consumer Loan Program Trust, Ser 2019-4, Cl A

     

2.450%, 08/25/28 (B)

     101,560        102,696  

SoFi Professional Loan Program Trust, Ser 2020-C, Cl AFX

     

1.950%, 02/15/46 (B)

     88,858        90,432  

South Carolina Student Loan, Ser 2015-A, Cl A

     

1.649%, VAR ICE LIBOR USD 1 Month+1.500%, 01/25/36

     127,941        127,846  

Stack Infrastructure Issuer, Ser 2020-1A, Cl A2

     

1.893%, 08/25/45 (B)

     155,000        155,524  

Symphony CLO XIX, Ser 2018-19A, Cl A

     

1.190%, VAR ICE LIBOR USD 3 Month+0.960%, 04/16/31 (B)

     250,000        245,531  

Tidewater Auto Receivables Trust, Ser 2020-AA, Cl A2

     

1.390%, 08/15/24 (B)

     89,891        90,445  

Towd Point Mortgage Trust, Ser 2015-5, Cl A1B

     

2.750%, 05/25/55 (A) (B)

     26,779        27,002  

Towd Point Mortgage Trust, Ser 2018-2, Cl A1

     

3.250%, 03/25/58 (A) (B)

     63,699        66,620  

Towd Point Mortgage Trust, Ser 2019-4, Cl A1

     

2.900%, 10/25/59 (A) (B)

     164,521        174,396  

 

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

 

21


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

ASSET-BACKED SECURITIES — continued  
     Face Amount      Value  

Towd Point Mortgage Trust, Ser 2019-MH1, Cl A1

     

3.000%, 11/25/58 (A) (B)

   $ 72,898      $ 74,704  

Towd Point Mortgage Trust, Ser 2020-3, Cl A1

     

3.088%, 02/25/63 (A) (B)

     230,624        241,954  

Wheels SPV 2, Ser 2020-1A, Cl A2

     

0.510%, 08/20/29 (B)

     250,000        250,203  

Zais CLO 16, Ser 2020-16A, Cl A2

     

2.590%, VAR ICE LIBOR USD 3 Month+2.300%, 10/20/31 (B)

     250,000        249,679  
     

 

 

 

TOTAL ASSET-BACKED SECURITIES

     

(Cost $8,479,706)

        8,530,686  
     

 

 

 

U.S. GOVERNMENT AGENCY OBLIGATIONS — 0.9%

 

FNMA

     

0.875%, 08/05/30

     255,000        248,114  

0.500%, 06/17/25

     485,000        484,975  

Tennessee Valley Authority

     

0.750%, 05/15/25

     120,000        121,392  
     

 

 

 

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS

     

(Cost $856,874)

        854,481  
     

 

 

 

SOVEREIGN DEBT — 0.7%

 

Israel Government International Bond

     

2.750%, 07/03/30

     200,000        218,600  

Qatar Government International Bond

     

4.400%, 04/16/50(B)

     400,000        509,176  
     

 

 

 

TOTAL SOVEREIGN DEBT

     

(Cost $666,949)

        727,776  
     

 

 

 

MUNICIPAL BONDS — 0.4%

 

GEORGIA — 0.4%

     

Georgia State, Municipal Electric Authority, Ser 2010-A, RB

     

7.055%, 04/01/57

     208,000        295,609  

6.637%, 04/01/57

     30,000        43,229  
     

 

 

 

TOTAL MUNICIPAL BONDS

     

(Cost $322,656)

        338,838  
     

 

 

 

 

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

 

22


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

LOAN PARTICIPATIONS — 0.1%

 

     Face Amount      Value  

Hard Rock Northern Indiana, Delayed Term Loan

     

0.000%, 11/06/25 (E)

   $ 7,770      $ 7,291  

Hard Rock Northern Indiana, Term Loan, 1st Lien

     

0.000%, 11/06/25 (E)

     107,230        100,617  

Sungard AS, Term Loan

     

0.000%, 02/03/22 (E)

     4,245        3,736  

Sungard AS, Term Loan, 3rd Lien

     

0.000%, 11/03/22 (E)

     13,418        4,864  
     

 

 

 

TOTAL LOAN PARTICIPATIONS

     

(Cost $128,882)

        116,508  
     

 

 

 

COMMON STOCK — 0.0%

 

     Shares         

INFORMATION TECHNOLOGY — 0.0%

 

Sungard AS *

     190         
     

 

 

 

TOTAL COMMON STOCK

     

(Cost $4,750)

         
     

 

 

 

TOTAL INVESTMENTS — 99.4%

     

(Cost $98,544,931)

      $ 99,637,212  
     

 

 

 

Percentages are based on Net Assets of $100,285,040.

 

*

Non-income producing security.

(A)

Variable or floating rate security, the interest rate of which adjusts periodically based on changes in current interest rates and prepayments on the underlying pool of assets.

(B)

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 these securities at October 31, 2020 was $19,841,391 and represents 19.8% of Net Assets.

(C)

Perpetual security with no stated maturity date.

(D)

Securities considered illiquid. The total value of such securities as of October 31, 2020 was $26,058 and represented 0.0% of Net Assets.

(E)

Unsettled bank loan. Interest rate not available.

Cl — Class

CLO — Collateralized Loan Obligation

DAC — Designated Activity Company

FHLMC — Federal Home Loan Mortgage Corporation

FNMA — Federal National Mortgage Association

GNMA — Government National Mortgage Association

 

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

 

23


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

ICE — Intercontinental Exchange

IO — Interest Only - face amount represents notional amount

LIBOR — London Interbank Offered Rates

MTN — Medium Term Note

RB — Revenue Bond

Ser — Series

TBA — To Be Announced

USD — U.S. Dollar

VAR — Variable Rate

As of October 31, 2020, all of the Fund’s investments were considered Level 2 in accordance with the authoritative guidance on fair value measurements and disclosure under U.S. generally accepted accounting principles.

For the year ended October 31, 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.

 

24


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

STATEMENT OF ASSETS AND LIABILITIES

 

Assets:      

Investments, at Value (Cost $98,544,931)

  $ 99,637,212  

Cash

    19,616,932  

Foreign Currency, at Value (Cost $2,287)

    2,214  

Receivable for Investment Securities Sold

    535,270  

Dividends and Interest Receivable

    415,555  

Prepaid Expenses

    10,906  

Receivable from Investment Adviser

    9,636  

Reclaims Receivable

    4,868  
 

 

 

 

Total Assets

    120,232,593  
 

 

 

 

Liabilities:

 

Payable for Investment Securities Purchased

    19,850,880  

Payable due to Administrator

    9,342  

Payable due to Trustees

    4,674  

Chief Compliance Officer Fees Payable

    2,163  

Other Accrued Expenses

    80,494  
 

 

 

 

Total Liabilities

    19,947,553  
 

 

 

 

Net Assets

  $ 100,285,040  
 

 

 

 

NET ASSETS CONSIST OF:

 

Paid-in Capital

  $ 97,478,206  

Total Distributable Earnings

    2,806,834  
 

 

 

 

Net Assets

  $     100,285,040  
 

 

 

 

I Class Shares

 

Net Assets

  $ 100,285,033  

Outstanding Shares of Beneficial Interest (unlimited authorization — no par value)

    9,622,301  
 

 

 

 

Net Asset Value, Offering and Redemption Price Per Share

  $ 10.42  
 

 

 

 

R Class Shares

 

Net Assets

  $ 7  

Outstanding Shares of Beneficial Interest (unlimited authorization — no par value)

    1  
 

 

 

 

Net Asset Value, Offering and Redemption Price Per Share

  $ 9.57
 

 

 

 

 

*

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

 

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

 

25


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

For the Year Ended

October 31, 2020

 

 

 

STATEMENT OF OPERATIONS

 

Investment Income      

Interest

  $     1,384,481  

Less: Foreign Taxes Withheld

    (1,058
 

 

 

 

Total Investment Income

    1,383,423  
 

 

 

 

Expenses

 

Investment Advisory Fees - (Note 5)

    205,591  

Administration Fees - (Note 4)

    110,301  

Trustees’ Fees

    17,661  

Chief Compliance Officer Fees - (Note 3)

    6,768  

Transfer Agent Fees - (Note 4)

    59,868  

Pricing Fees

    53,489  

Legal Fees

    44,987  

Registration Fees

    36,848  

Audit Fees

    32,814  

Printing Fees

    24,705  

Custodian Fees - (Note 4)

    21,494  

Insurance and Other Expenses

    14,740  
 

 

 

 

Total Expenses

    629,266  
 

 

 

 

Less:

 

Investment Advisory Fees Waived

    (205,591

Reimbursement of Expense from Investment Adviser

    (191,344
 

 

 

 

Net Expenses

    232,331  
 

 

 

 

Net Investment Income

    1,151,092  
 

 

 

 

Net Realized Gain (Loss) on:

 

Investments

    1,750,849  

Futures Contracts

    (14,611

Foreign Currency Transactions

    (16
 

 

 

 

Net Realized Gain

    1,736,222  
 

 

 

 

Net Change in Unrealized Appreciation (Depreciation) on:

 

Investments

    (287,945

Futures Contracts

    16,664  

Foreign Currency Translation

    (47
 

 

 

 

Net Change in Unrealized Depreciation

    (271,328
 

 

 

 

Net Realized and Unrealized Gain on Investments, Futures Contracts and Foreign Currency Transactions

    1,464,894  
 

 

 

 

Net Increase in Net Assets Resulting from Operations

  $ 2,615,986  
 

 

 

 

 

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

 

26


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

 

 

 

STATEMENTS OF CHANGES IN NET ASSETS

 

    

Year Ended
October 31,
2020
 

 
      

Year Ended
October 31,
2019
 

 

Operations:

       

Net Investment Income

   $ 1,151,092        $ 1,210,212  

Net Realized Gain on Investments, Futures Contracts and Foreign Currency Transactions

     1,736,222          1,607,571  

Net Change in Unrealized Appreciation (Depreciation) on Investments, Futures Contracts and Foreign Currency Translation

     (271,328        1,714,833  
  

 

 

      

 

 

 

Net Increase in Net Assets Resulting from Operations

     2,615,986          4,532,616  
  

 

 

      

 

 

 

Distributions

       

I Class Shares

     (2,569,516        (1,152,614
  

 

 

      

 

 

 

Total Distributions

     (2,569,516        (1,152,614
  

 

 

      

 

 

 

Capital Share Transactions:

       

I Class Shares:

       

Issued

     53,833,623          24,525,657  

Reinvestment of Dividends

     2,569,516          1,152,613  

Redeemed

     (3,455,590        (1,803,205
  

 

 

      

 

 

 

Increase from I Class Shares Capital Share Transactions

     52,947,549          23,875,065  
  

 

 

      

 

 

 

R Class Shares:

       

Issued

               

Reinvestment of Dividends

               

Redeemed

              (100
  

 

 

      

 

 

 

Decrease from R Class Shares Capital Share Transactions

              (100
  

 

 

      

 

 

 

Net Increase in Net Assets from Capital Share Transactions

     52,947,549          23,874,965  
  

 

 

      

 

 

 

Total Increase in Net Assets

     52,994,019          27,254,967  
  

 

 

      

 

 

 

Net Assets:

       

Beginning of Year

     47,291,021          20,036,054  
  

 

 

      

 

 

 

End of Year

   $     100,285,040        $     47,291,021  
  

 

 

      

 

 

 

Shares Issued and Redeemed:

       

I Class Shares:

       

Issued

     5,142,735          2,534,083  

Reinvestment of Dividends

     254,060          114,707  

Redeemed

     (341,104        (180,525
  

 

 

      

 

 

 

Increase in Shares Outstanding from I Class Share Transactions

     5,055,691          2,468,265  
  

 

 

      

 

 

 

R Class Shares:

       

Issued

               

Reinvestment of Dividends

               

Redeemed

              (10
  

 

 

      

 

 

 

Decrease in Shares Outstanding from R Class Share Transactions

              (10
  

 

 

      

 

 

 

Net Increase in Shares Outstanding from Share Transactions

     5,055,691          2,468,255  
  

 

 

      

 

 

 

Amounts designated as “—” are $0 or round to $0.

 

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

 

27


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

 

 

 

 FINANCIAL HIGHLIGHTS

   Selected Per Share Data & Ratios
For a Share Outstanding Throughout the Years

 

    I Class Shares  
    Year
Ended
October 31,
2020
    Year
Ended
October 31,
2019
    Year
Ended
October 31,
2018
    Year
Ended
October 31,
2017
    Year
Ended
October 31,
2016
 

Net Asset Value, Beginning of Year

  $ 10.36     $ 9.55     $ 10.00     $ 10.11     $ 9.85  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income from Operations:

         

Net Investment Income(1)

    0.23       0.29       0.28       0.24       0.24  

Net Realized and Unrealized Gain (Loss) on Investments

    0.39       0.79       (0.45     (0.01     0.28  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total from Operations

    0.62       1.08       (0.17     0.23       0.52  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Dividends and Distributions from:

 

Net Investment Income

    (0.26     (0.27     (0.28     (0.26     (0.26

Net Realized Gains

    (0.30     —           —           (0.08     —      
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Dividends and Distributions

    (0.56     (0.27     (0.28     (0.34     (0.26
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net Asset Value, End of Year

  $ 10.42     $ 10.36     $ 9.55     $ 10.00     $ 10.11  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Return †

    6.17%       11.39%       (1.73)%       2.43%       5.32%  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ratios and Supplemental Data

         

Net Assets, End of Year (Thousands)

  $     100,285     $     47,291     $     20,036     $     13,000     $     10,518  

Ratio of Expenses to Average Net Assets (including waivers, reimbursements, excluding fees paid indirectly)

    0.45     0.45     0.45     0.45     0.45

Ratio of Expenses to Average Net Assets (excluding waivers, reimbursements and fees paid indirectly)

    1.22     1.38     3.26     3.69     3.97

Ratio of Net Investment Income to Average Net Assets

    2.24     2.91     2.84     2.41     2.43

Portfolio Turnover Rate†

    300     356     311     391     508

Amounts designated as “—” are $0 or round to $0.

(1)

Per share calculations were performed using average shares method.

Total return and portfolio turnover rate are for the period indicated and have not been annualized. Return shown does not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return would have been lower had the Adviser not waived its fee and/or reimbursed other expenses.

 

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

 

28


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

 

 

 

 FINANCIAL HIGHLIGHTS (continued)

Selected Per Share Data & Ratios
For a Share Outstanding Throughout the Years

 

    R Class Shares  
    Year
Ended
October 31,
2020
    Year
Ended
October 31,
2019
    Year
Ended
October 31,
2018
    Year
Ended
October 31,
2017
    Year
Ended
October 31,
2016
 

Net Asset Value, Beginning of Year

  $ 9.92     $ 9.52     $ 9.98     $ 10.12     $ 9.86  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income from Operations:

         

Net Investment Income (Loss)(1)

    (0.01     0.20       0.27       0.24       0.24  

Net Realized and Unrealized Gain (Loss) on Investments

    0.21       0.47       (0.45     (0.04     0.28  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total from Operations

    0.20       0.67       (0.18     0.20       0.52  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Dividends and Distributions from:

 

Net Investment Income

    (0.25     (0.27     (0.28     (0.26     (0.26

Net Realized Gains

    (0.30     —           —           (0.08     —      
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Dividends and Distributions

    (0.55     (0.27     (0.28)       (0.34     (0.26
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net Asset Value, End of Year

  $ 9.57     $ 9.92     $ 9.52     $ 9.98     $ 10.12  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Return †

            2.05%               7.05%               (1.83)%               2.13%               5.31%  
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ratios and Supplemental Data

         

Net Assets, End of Year (Thousands)

  $     $     $     $     $  

Ratio of Expenses to Average Net Assets (including waivers, reimbursements, excluding fees paid indirectly)‡

    0.45%       0.45%       0.45%       0.45%       0.45%  

Ratio of Expenses to Average Net Assets (excluding waivers, reimbursements and fees paid indirectly)

    1.22%       1.38%       3.26%       2.49%       3.97%  

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

    (0.11)%       2.05%       2.79%       2.43%       2.44%  

Portfolio Turnover Rate†

    300%       356%       311%       391%       508%  

Amounts designated as “—” are $0 or round to $0.

(1)

Per share calculations were performed using average shares method.

Total return and portfolio turnover rate are for the period indicated and have not been annualized. Return shown does not reflect the deductions of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Total return would have been lower had the Adviser not waived its fee and/or reimbursed other expenses.

The Share Class is expected to run at the expense limit of 0.70% when assets are contributed.

 

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

 

29


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

 NOTES TO FINANCIAL STATEMENTS

1. Organization:

The Advisors’ Inner Circle Fund III (the “Trust”) is organized as a Delaware statutory trust under an Agreement and 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 MetLife Core Plus Fund (the “Fund”). The Fund is diversified and its investment objective is to seek to maximize capital appreciation and income. The Fund invests in a portfolio of investment grade, U.S. fixed income securities of any maturity or duration. The Fund also may invest up to 20% of its net assets in any combination of high yield bonds (also known as “junk bonds”) and non-U.S. fixed income securities, including emerging market bonds. 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 Fund. The Fund is an investment company that applies the accounting and reporting guidance issued in Topic 946 by the U.S. Financial Accounting Standards Board (“FASB”).

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

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on valuation date (or at approximately 4:00 pm ET if a security’s primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. 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 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

 

30


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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 Trust’s 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.

Securities for which market prices are not “readily available” are valued in accordance with fair value procedures established by the Fund’s Board of Trustees (the “Board”). The Fund’s 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. As of October 31, 2020, there were no fair valued securities.

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

 

   

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

 

   

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

 

31


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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 October 31, 2020, there have been no significant changes to the Fund’s fair valuation methodology. For details of the investment classifications, refer to the Schedule of Investments.

Federal Income Taxes — It is the Fund’s intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended. Accordingly, no provision for Federal income taxes has been made in the financial statements.

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

As of and during the year ended, the Fund did not have a liability for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the year ended October 31, 2020, the Fund 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 is recorded on the ex-dividend date. Dividend income is recorded net of unrecoverable withholding tax. Interest income and expense is recorded on an accrual basis. Interest income is recognized on the accrual basis from settlement date and includes the amortization of premiums and the accretion of discount. Realized gains (losses) on paydowns of mortgage-backed and asset-backed securities are recorded as an adjustment to interest income.

Foreign Currency Translation — The books and records of the Fund 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 Fund 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 Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign

 

32


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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 Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid.

Expenses — Expenses that are directly related to the Fund are charged to the Fund. Other operating expenses of the Trust are prorated to the funds based on the number of funds and/or relative net assets.

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 Fund will distribute its net investment income quarterly. Distributions from net realized capital gains, if any, are declared and paid annually. All distributions are recorded on ex-dividend date.

Cash — Idle cash may be swept into various money market sweep accounts and is classified as cash equivalents on the Statement of Assets and Liabilities. The Fund maintains cash in bank deposit accounts which, at times, may exceed United States federally insured limits. Amounts invested are available on the same business day.

Futures Contracts — To the extent consistent with its investment objective and strategies, the Fund uses futures contracts for tactical hedging purposes as well as to enhance the Fund’s return. Initial margin deposits of cash or securities are made upon entering into futures contracts. Variation margin payments are paid or received, depending upon whether unrealized gains or losses are incurred. The cumulative appreciation (depreciation) of futures contracts is included on the Statement of Assets and Liabilities as net unrealized appreciation (depreciation) on futures contracts.

When the futures contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transaction and the amount invested in the futures contract. Net realized and unrealized gains or losses occurring during the holding period of futures contracts are found on the Statement of Operations as a component of net realized gain (loss) on futures contracts and net change in unrealized appreciation (depreciation) on futures contracts, respectively.

Risks of entering into futures contracts include the possibility that there will be an imperfect price correlation between the futures and the underlying securities. Second, it is possible that a lack of liquidity for futures contracts could exist in the secondary market, resulting in an inability to close a position prior to its maturity date. Third, the futures contract involves the risk that the Fund could lose more than the original margin deposit required to initiate a futures transaction. Finally, the risk exists that losses could exceed amounts disclosed on the Statement of Assets and Liabilities. As of October 31, 2020, the Fund did not hold any futures contracts.

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

 

33


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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.

A portion of the services provided by the CCO and his staff, whom are employees of the Administrator, 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, Shareholder Servicing, Custodian and Transfer Agent Agreements:

The Fund and the Administrator are parties to an Administration Agreement under which the Administrator provides management and administrative services to the Fund. For these services, the Administrator is paid an asset-based fee, which will vary depending on the number of share classes and the average daily net assets of the Fund. For the year ended October 31, 2020, the Fund paid $110,301 for these services.

The Fund has adopted a shareholder servicing plan that provides that the Fund may pay financial intermediaries for shareholder services in an annual amount not to exceed 0.25% based on the Fund’s R Class Shares’ average net assets. For the year ended October 31, 2020, the R Class Shares incurred no shareholder servicing fees.

The Trust and the Distributor are parties to a Distribution Agreement. The Distributor receives no fees under the Agreement.

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

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

5. Investment Advisory Agreement:

Under the terms of an investment advisory agreement, MetLife Investment Management, LLC, (the “Adviser”) provides investment advisory services to the Fund at a fee, which is calculated daily and paid monthly at an annual rate of 0.40% of the Fund’s average daily net assets. The Adviser has contractually agreed to reduce fees and/or reimburse expenses to the extent necessary to keep the total annual Fund operating expenses (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses and extraordinary expenses (collectively, “excluded expenses”)) from exceeding 0.45% of the Fund’s I Class Shares’ average daily net assets and 0.70% of the Fund’s R Class Shares’ average daily net assets until February 28, 2021. This Agreement may be terminated: (i) by the Board, for any reason at any time; or (ii) by the Adviser, upon ninety (90) days’ prior written notice to the Trust, effective as of the close of business on February 28, 2021. Refer to waiver of investment advisory fees on the Statement of Operations for fees waived for the year ended October 31, 2020. In addition, if at any point it becomes unnecessary for the Adviser to reduce fees or make expense reimbursements, the Adviser may retain the difference between the total annual operating expenses and the aforementioned expense limitations to recapture all or a portion of its prior expense limitation reimbursements made during the preceding three-year period. As of October 31, 2020, fees which were previously waived and/or reimbursed by the Adviser which may be subject to possible future

 

34


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

reimbursement to the Adviser were $363,981, expiring in 2021, $386,339, expiring in 2022, and $396,934, expiring in 2023. The Adviser is a wholly owned subsidiary of MetLife, Inc., a publicly held company.

6. Investment Transactions:

The cost of security purchases and the proceeds from security sales, other than short-term investments, for the year ended October 31, 2020, were as follows:

 

    
U.S.
    Government    
 
 
     Other        Total  

Purchases

   $     158,284,094      $     42,765,421      $     201,049,515      

Sales

     131,442,877        22,305,102        153,747,979      

7. Federal Tax Information:

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. 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. To the extent these differences are permanent in nature, they are charged or credited to distributable earnings (accumulated losses) or paid-in capital, as appropriate, in the period that the differences arise. The permanent differences primarily consist of foreign currency translations, and gains and losses on paydowns of mortgage and asset-backed securities for tax purposes. There are no permanent difference that is credited or charged to Paid-in Capital and Distributable Earnings as of October 31, 2020.

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

 

       Ordinary Income      Total

2020

   $    2,569,516    $    2,569,516        

2019

         1,152,614          1,152,614        

As of October 31, 2020, the components of distributable earnings on a tax basis were as follows:

 

Undistributed Ordinary Income

   $ 1,679,218  

Undistributed Long-Term Capital Gain

     91,179  

Unrealized Appreciation

     1,044,420  

Other Temporary Differences

     (7,983
  

 

 

 

Total Distributable Earnings

   $     2,806,834  
  

 

 

 

For Federal income tax purposes, capital losses incurred may be carried forward and applied against future capital gains. Such capital losses retain their character as either short-term or long-term capital losses. During the year ended October 31, 2020, the Fund did not utilize capital loss carryforwards to offset capital gains.

For Federal income tax purposes the difference between Federal tax cost and book cost primarily relates to wash sales, which cannot be used for Federal income tax purposes in

 

35


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

the current year and have been deferred for use in future years. The Federal tax cost and aggregate gross unrealized appreciation and depreciation for the investments held by the Fund at October 31, 2020, were as follows:

 

Federal
Tax
Cost
  Aggregate
Gross
Unrealized
    Appreciation    
    Aggregate
Gross
Unrealized
    Depreciation    
    Net
Unrealized
    Appreciation    
 
$98,592,729   $ 1,735,505     $ (691,085   $ 1,044,420  

8. Other:

At October 31, 2020, 94% of I Class Shares total shares outstanding were held by three record shareholders and 100% of R Class Shares total shares outstanding were held by one record related party shareholder, owning 10% or greater of the aggregate total shares outstanding. These are comprised of omnibus accounts that are held on behalf of various individual shareholders.

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.

9. Concentration of Risks:

As with all mutual funds, there is no guarantee that the Fund will achieve its investment objective. You could lose money by investing in the Fund. An investment in the Fund is not a bank deposit and is not insured or guaranteed by the FDIC or any government agency. The principal risks affecting shareholders’ investments in the Fund are set forth below.

Credit Risk — 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. A decline in the credit rating of an individual security held by the Fund may have an adverse impact on its price. Rating agencies might not always change their credit rating on an issuer or security in a timely manner to reflect events that could affect the issuer’s ability to make timely payments on its obligations.

Interest Rate Risk — The risk that the value of fixed income securities, including U.S. Government securities, will fall due to rising interest rates.

Liquidity Risk — Liquidity risk is the risk that certain securities may be difficult or impossible to sell at the time and the price that the Fund would like. The Fund may have to accept a lower price to sell a security, sell other securities to raise cash, or give up an investment opportunity, any of which could have a negative effect on Fund management or performance.

Market Risk — The risk that the market value of an investment may move up and down, sometimes rapidly and unpredictably. Markets for securities in which the Fund invests may decline significantly in response to adverse issuer, political, regulatory, market, economic or other developments that may cause broad changes in market value, public perceptions concerning these developments, and adverse investor sentiment or publicity. Similarly, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events

 

36


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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 the Fund invests, which in turn could negatively impact the Fund’s performance and cause losses on your investment in the Fund.

Issuer Risk — The risk that the value of a security may decline for a reason directly related to the issuer, such as management performance, financial leverage and reduced demand for the issuer’s goods or services.

Privately Issued Securities Risk — 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.

Unrated Securities Risk — Debt securities that are not rated by Moody’s, S&P or Fitch may not have an active trading market or may be difficult to value, which means the Fund might have difficulty selling them promptly at an acceptable price.

Call Risk — The risk that an issuer may exercise its right to redeem a fixed income security earlier than expected (a call). If an issuer calls a security that the Fund has invested in, the Fund may not recoup the full amount of its initial investment and may be forced to reinvest in lower-yielding securities, securities with greater credit risks or securities with other, less favorable features.

Prepayment Risk — The risk that, with declining interest rates, fixed income securities with stated interest rates may have the principal paid earlier than expected. Such sooner-than-expected principal payments may reduce the returns of the Fund because of loss of expected future interest payments on the principal amount paid back early and requires the Fund to invest the proceeds at generally lower interest rates.

Extension Risk — The risk that rising interest rates may extend the duration of a fixed income security, typically reducing the security’s value.

Asset-Backed Securities Risk — Payment of principal and interest on asset-backed securities is dependent largely on the cash flows generated by the assets backing the securities, and asset-backed securities may not have the benefit of any security interest in the related assets.

Mortgage-Backed Securities Risk — Mortgage-backed securities are affected by, among other things, interest rate changes and the possibility of prepayment of the underlying mortgage loans. Mortgage-backed securities are also subject to the risk that underlying borrowers will be unable to meet their obligations. TBA Transactions involve the additional risk that the value of the mortgage-backed securities to be purchased declines prior to settlement date or the counterparty does not deliver the securities as promised.

 

37


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

Derivatives Risk — The Fund’s use of futures contracts, forward contracts and swaps is subject to market risk, leverage risk, correlation risk and liquidity risk. Market risk and liquidity risk are described elsewhere in this section. Leverage risk is the risk that the use of leverage may 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. 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 forward contracts and swaps is also subject to credit risk and valuation risk. Credit risk is described elsewhere in this section. Valuation risk is the risk that the derivative may be difficult to value and/or valued incorrectly. Each of these risks could cause the Fund to lose more than the principal amount invested in a derivative instrument.

Fixed Income Market Risk — The prices of the Fund’s fixed income securities respond to regulatory and economic developments, particularly interest rate changes, as well as to perceptions about the creditworthiness of individual issuers, including governments and their agencies. 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. Events in the fixed income markets may lead to periods of volatility, liquidity issues and, in some cases, credit downgrades and increased likelihood of default.

Hedging Risk — The Fund may use derivative instruments for hedging purposes. Hedging through the use of these instruments does not eliminate fluctuations in the underlying prices of the securities that the Fund owns or intends to purchase or sell. While entering into these instruments tends to reduce the risk of loss due to a decline in the value of the hedged asset, such instruments also limit any potential gain that may result from the increase in value of the asset. There can be no assurance that any hedging strategy will be effective or that there will be a hedge in place at any given time.

Portfolio Turnover Risk — The Fund may buy and sell securities 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 and will indirectly incur additional expenses related to a fund with a higher portfolio turnover rate.

High Yield Bond Risk — High yield, or “junk,” bonds involve greater risks of default or downgrade and are more volatile than investment grade securities because the prospect for repayment of principal and interest of many of these securities is speculative. High-yield bonds also may be less liquid than higher quality investments.

Emerging Markets Securities Risk — Investments in emerging markets securities are considered speculative and subject to heightened risks in addition to the general risks of investing in foreign securities. Unlike more established markets, emerging markets may have governments that are less stable, markets that are less liquid and economies that are less developed. In addition, the securities markets of emerging market countries may consist of companies with smaller market capitalizations and may suffer periods of relative illiquidity; significant price volatility; restrictions on foreign investment; and possible restrictions on repatriation of investment income and capital. Furthermore, foreign investors may be required to register the proceeds of sales, and future economic or political crises could lead to price controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies.

 

38


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

Foreign Company Risk — Investing in foreign companies poses additional risks since political and economic events unique to a country or region will affect those markets and their issuers. These risks will not necessarily affect the U.S. economy or similar issuers located in the U.S. Securities of foreign companies may not be registered with the SEC and foreign companies are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publically available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Fund may be reduced by a withholding tax at the source, which would reduce income received from the securities comprising the Fund’s portfolio. Foreign securities may also be more difficult to value than securities of U.S. issuers.

Currency Risk — As a result of the Fund’s investments in securities or other investments denominated in, and/or receiving revenues in, foreign currencies, the Fund will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar or, in the case of hedging positions, that the U.S. dollar will decline in value relative to the currency hedged. In either event, the dollar value of an investment in the Fund would be adversely affected.

LIBOR Replacement Risk — The elimination of the London Inter-Bank Offered Rate (“LIBOR”) may adversely affect the interest rates on, and value of, certain Fund investments for which the value is tied to LIBOR. The U.K. Financial Conduct Authority has announced that it intends to stop compelling or inducing banks to submit LIBOR rates after 2021. However, it remains unclear if LIBOR will continue to exist in its current, or a modified, form. Alternatives to LIBOR are established or in development in most major currencies, including the Secured Overnight Financing Rate (“SOFR”), which is intended to replace U.S. dollar LIBOR. Markets are slowly developing in response to these new rates. Questions around liquidity impacted by these rates, and how to appropriately adjust these rates at the time of transition, remain a concern for the Fund. Accordingly, it is difficult to predict the full impact of the transition away from LIBOR on the Fund until new reference rates and fallbacks for both legacy and new products, instruments and contracts are commercially accepted.

The foregoing is not intended to be a complete discussion of the risks associated with investing in the Fund. A more complete description of risks associated with the Fund is included in the prospectus and statement of additional information.

10. New Accounting Pronouncements:

In March 2020, FASB issued ASU 2020-04, Reference Rate Reform: Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The main objective of the new guidance is to provide relief to companies that will be impacted by the expected change in benchmark interest rates at the end of 2021, when participating banks will no longer be required to submit LIBOR quotes by the FCA. The new guidance allows companies to, provided the only change to existing contracts are a change to an approved benchmark interest rate, account for modifications as a continuance of the existing contract without additional analysis. For new and existing contracts, the Fund may elect to apply the amendments as of March 12, 2020 through December 31, 2022. Management is currently assessing the impact of the ASU’s adoption to the Fund’s financial statements and various filings.

 

39


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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. The Funds early adopted this guidance as of November 1, 2019. The adoption of this guidance did not have a material impact on the financial statements.

11. Subsequent Events:

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

 

40


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders of MetLife Core Plus Fund and the Board of Trustees of The Advisors’ Inner Circle Fund III:

Opinion on the Financial Statements and Financial Highlights

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of MetLife Core Plus Fund, one of the funds constituting The Advisors’ Inner Circle Fund III (the “Fund”), as of October 31, 2020, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the four years in the period then ended, and the related notes. In our opinion, the financial statements and financial highlights present fairly, in all material aspects, the financial position of MetLife Core Plus Fund as of October 31, 2020, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the four years in the period then ended in conformity with accounting principles generally accepted in the United States of America. The financial highlights of the Fund, for the year ended October 31, 2016, were audited by other auditors whose report, dated December 22, 2016, expressed an unqualified opinion on those financial highlights.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements and financial highlights 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 Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits 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 and financial highlights are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, 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 and financial highlights. 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 and financial highlights. Our procedures included confirmation of securities owned as of October 31, 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.

Deloitte & Touche LLP

Philadelphia, Pennsylvania

December 24, 2020

We have served as the auditor of one or more of The Advisors’ Inner Circle Fund III investment companies since 2017.

 

41


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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 fund’s gross income and directly reduce your final investment return. These expenses are expressed as a percentage of the mutual fund’s average net assets; this percentage is known as the mutual fund’s 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 (May 1, 2020 to October 31, 2020).

The table on the next page illustrates your Fund’s 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 Fund’s 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 Fund’s 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 Fund’s 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.

 

42


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

DISCLOSURE OF FUND EXPENSES (unaudited) (continued)

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

 

      Beginning
Account
Value
5/1/20
     Ending
Account
Value
10/31/20
     Annualized
Expense
Ratios
    Expenses
Paid During
Period*
 
MetLife Core Plus Fund  
Actual Fund Return  

I Class Shares

   $     1,000.00      $     1,029.30        0.45   $     2.30  

R Class Shares

     1,000.00        1,007.80        0.45 (1)      2.27  

Hypothetical 5% Return

 

I Class Shares

   $ 1,000.00      $ 1,022.87        0.45   $ 2.29  

R Class Shares

     1,000.00        1,021.62        0.70       3.56  

* Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period shown).

(1) The share class is expected to run at the expense limit of 0.70% when assets are contributed.

 

43


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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.”

 

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
TRUSTEES
3

 

   

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.

 

44


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

Mr. Doran is a Trustee who may be an “interested” persons 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 1-800-252-4993. The following chart lists Trustees and Officers as of October 31, 2020.

 

    
    
Other Directorships

Held in the Past Five Years4

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

 

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 Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund, Delaware Wilshire Private Markets Tender Fund, JP Morgan Active Exchange-Traded Funds (33 Portfolios) and Symmetry Panoramic Trust (8 Portfolios).

 

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 City National Rochdale Funds, Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund and Delaware Wilshire Private Markets Tender Fund.

 

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

Current Directorships: Trustee of Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund and Delaware Wilshire Private Markets Tender Fund. 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 Fund (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.

 

45


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

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

 

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

(since 2017)

 

Secretary

(since 2020)

 

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, Frost Family of Funds, The Advisors’ Inner Circle Fund III, Gallery Trust, Schroder Series Trust, Schroder Global Series Trust, Delaware Wilshire Private Markets Master Fund, Delaware Wilshire Private Markets Fund, Delaware Wilshire Private Markets Tender Fund, 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.

 

46


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

    
    
Other Directorships

Held in the Past Five Years

    

None.

 

None.

 

 

None.

 

 

None.

 

 

None.

 

 

 

None.

 

 

None.

 

None.

 

None.

 

None.

 

 

47


THE ADVISORS’ INNER CIRCLE FUND III   

MetLife Core Plus Fund

October 31, 2020

 

 

 

NOTICE TO SHAREHOLDERS (unaudited)

For shareholders that do not have an October 31, 2020 tax year end, this notice is for informational purposes only. For shareholders with an October 31, 2020 tax year end, please consult your tax advisor as to the pertinence of this notice. For the fiscal year ended October 31, 2020, the Fund is designating the following items with regard to distributions paid during the year.

 

Long-Term
Capital Gain
Distributions

 

Ordinary
Income
Distributions

 

Total
Distributions

 

Qualifying for
Corporate
dividends
Received
Deduction (1)

 

Qualifying
Dividend
Income (2)

 

U.S.
Government
Interest (3)

 

Interest
Related
Dividend (4)

 

Short-Term
Capital Gain
Dividend (5)

0.00%

  100.00%   100.00%   0.00%   0.00%   4.23%   47.76%   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 each of the aforementioned funds 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. Generally, interest from direct U.S. Government obligations is exempt from state income tax. However, for shareholders who are residents of California, Connecticut and New York, the statutory threshold requirements were not satisfied to permit exemption of these amounts from state income.

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

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

 

48


MetLife Funds

P.O. Box 219009

Kansas City, MO 64121-9009

1-800-252-4993

Adviser:

MetLife Investment Management, LLC

One MetLife Way

Whippany, NJ 07981

Distributor:

SEI Investments Distribution Co.

One Freedom Valley Drive

Oaks, PA 19456

Administrator:

SEI Investments Global Funds Services

One Freedom Valley Drive

Oaks, PA 19456

Legal Counsel:

Morgan, Lewis & Bockius LLP

1701 Market Street

Philadelphia, PA 19103

Independent Registered Public Accounting Firm:

Deloitte & Touche

1700 Market Street

Philadelphia, PA 19103

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

MIM-AR-001-0100


Item 2.

Code of Ethics.

The Registrant 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”) relate to The Advisors’ Inner Circle Fund III (the “Trust”).

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

 

     2020      2019  
          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
     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        None      $ 607,218      $ 530,415        None        None  
(b)    Audit-Related Fees      4,000        None        None        None        None        None  
(c)    Tax Fees(2)      None        None      $ 505,050        None        None      $ 78,700  
(d)    All Other Fees      None        None      $ 15,941        None        None      $ 11,800  


Fees billed by Ernst & Young LLP (“E&Y”) relate to the Trust

E&Y billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

     2020      2019  
          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
     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)    $ 76,830        None        None      $ 56,231        None        None  
(b)    Audit-Related Fees      None        None        None        None        None        None  
(c)    Tax Fees      None        None        None        None        None        None  
(d)    All Other Fees      None        None        None        None        None        None  

Fees billed by Deloitte & Touche LLP (“D&T”) relate to the Trust

D&T billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows

 

     2020      2019  
          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
     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)    $ 26,000        None        None      $ 63,500        None        None  
(b)    Audit-Related Fees      None        None        None        None        None        None  
(c)    Tax Fees      None        None        None        None        None        None  
(d)    All Other Fees      None        None        None        None        None        None  


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.

 

  (2)

Tax return preparation fees for affiliates of the Funds.

(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 the Audit Committee’s responsibility to oversee the work of the independent auditor and to assure the auditor’s independence from the Registrant, such as (a) reviewing a formal written statement from the independent auditor delineating all relationships between the independent auditor and the Registrant, and (b) discussing with the independent auditor the independent auditor’s methods and procedures for ensuring independence.


(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (PwC):

 

     2020      2019  

Audit-Related Fees

     None        None  

Tax Fees

     None        None  

All Other Fees

     None        None  

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (E&Y):

 

     2020      2019  

Audit-Related Fees

     None        None  

Tax Fees

     None        None  

All Other Fees

     None        None  

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (D&T):

 

     2020      2019  

Audit-Related Fees

     None        None  

Tax Fees

     None        None  

All Other Fees

     None        None  

(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-ended October 31st were $520,991 and $90,500 for 2020 and 2019, respectively.

(g) The aggregate non-audit fees and services billed by E&Y 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-ended October 31st were $0 and $0 for 2020 and 2019, respectively.

(g) The aggregate non-audit fees and services billed by D&T 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-ended October 31st were $0 and $0 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 of these non-audit service were 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 to open-end management investment companies. 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 Rule 13a-15(b) or Rule 15d-15(b) under the Exchange Act (17 CFR § 240.13a-15(b) or § 240.15d-15(b)).

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


Items 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 Act (17 CFR § 270.30a-2(a)), is filed herewith.

(b) Officer certifications, as required by Rule 30a-2(b) under the Act (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: January 7, 2021      

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: January 7, 2021      

 

By (Signature and Title)*      

/s/ Stephen Connors

      Stephen Connors,
      Treasurer, Controller, and CFO
Date: January 7, 2021      

 

*

Print the name and title of each signing officer under his or her signature.

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: January 7, 2021

 

/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: January 7, 2021

 

/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 October 31, 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: January 7, 2021

 

/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 October 31, 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: January 7, 2021

 

/s/ Stephen Connors

Stephen Connors

Treasurer, Controller, and CFO