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 811-06400

 

 

The Advisors’ Inner Circle Fund

(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.

 


LOGO

CIBC Atlas Funds

Annual Report

October 31, 2020

CIBC Private Wealth Advisors, Inc.

CIBC Atlas Disciplined Equity Fund

AWEIX

CIBC Atlas Mid Cap Equity Fund

AWMIX

CIBC Atlas Income Opportunities Fund

AWIIX

CIBC Atlas All Cap Growth Fund

AWGIX

CIBC Atlas Equity Income Fund

AWYIX

CIBC Atlas International Growth Fund

AWWIX

Beginning on April 30, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Funds’ shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Funds or from your financial intermediary, such as a broker-dealer or bank. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. You may elect to receive shareholder reports and other communications from the Funds electronically by contacting your financial intermediary, or, if you are a direct investor, by calling 1-855-328-3863.

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can follow the instructions included with this disclosure, if applicable, or you can contact your financial intermediary to inform it that you wish to continue receiving paper copies of your shareholder reports. If you invest directly with the Funds, you can inform the Funds that you wish to continue receiving paper copies of your shareholder reports by calling 1-855-328-3863. 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 CIBC Atlas Funds if you invest directly with the Funds.


THE ADVISORS’ INNER CIRCLE FUND

  

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

 

 

TABLE OF CONTENTS

 

 

Letter to Shareholders

     1  

Schedules of Investments

  

CIBC Atlas Disciplined Equity Fund

     18  

CIBC Atlas Mid Cap Equity Fund

     22  

CIBC Atlas Income Opportunities Fund

     26  

CIBC Atlas All Cap Growth Fund

     35  

CIBC Atlas Equity Income Fund

     38  

CIBC Atlas International Growth Fund

     41  

Statements of Assets and Liabilities

     46  

Statements of Operations

     49  

Statements of Changes in Net Assets

     51  

Financial Highlights

     57  

Notes to Financial Statements

     65  

Report of Independent Registered Public Accounting Firm

     88  

Disclosure of Fund Expenses

     91  

Approval of Investment Advisory Agreement

     93  

Review of Liquidity Risk Management Program

     97  

Trustees and Officers of The Advisors’ Inner Circle Fund

     98  

Notice to Shareholders

     106  

The Funds file their complete schedules 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 Funds’ 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 Funds use to determine how to vote proxies relating to fund securities, as well as information relating to how the Funds voted proxies relating to fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-855-328-3863; and (ii) on the Commission’s website at http://www.sec.gov.


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

SHAREHOLDERS’ LETTER

Dear CIBC Atlas Funds Investors,

If an investor simply observed the S&P 500’s total return as of the Funds’ fiscal year ending October 31, 2020, the return could be looked upon as average, however the year was anything but. The 9.7% total return for the period is a remarkable achievement in the context of a global pandemic, varying degrees of global economic shut downs and a U.S. Presidential election cycle.

The dominant issue for the year was undoubtedly the onset of the COVID-19, first impacting the Chinese and subsequently the global economy. By March much of the world had temporarily closed their economies in the hopes of containing further spread of the virus however at great cost. To offset that cost, the Federal Reserve swiftly pivoted to a zero interest rate policy in the U.S., while opening emergency liquidity facilities and also reinstituted an aggressive balance sheet expansion to combat liquidity squeezes in the areas most impacted by the pandemic. Low rates are expected to persist for some time.

Also in March, the equity volatility onslaught triggered multiple “circuit breakers” on the New York Stock Exchange, which were events not seen since the Great Financial Crisis. Clearly, when an economy of over 300 million people closes, nothing good can come of corporate profits and the market discounted the earnings impacts in a record amount of time. Consensus earnings estimates fell by approximately 20% before recouping some of the expected growth as the economy slowly reopened. Consensus earnings expectations for next year remain elevated at the time of this writing and in the hopes of a successful global vaccination program and a slow and potentially bumpy return to normalcy.

Lastly, 2020 was a highly contested and publicized Presidential Election year, with initially a large number of Democratic candidates winnowed to the eventual nominee, Joe Biden. Odds of outcomes waxed and waned throughout the campaign process, however in the end and several days after election day, Joe Biden was declared the eventual winner. At the time of this writing, Congress will remain divided however there will be run-off elections that could impact the Senate composition early in 2021. With the Congress essentially set, market participants eagerly await potential and further fiscal stimulus in an effort to combat the impacts of the pandemic on both

 

1


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

individuals and businesses. The size and scope of any fiscal support packages will be a key input in the upcoming year.

Despite the policy, macroeconomic, interest rate and earnings volatility, the CIBC Atlas Funds remain fully committed to the philosophy of fundamental, active investing while maintaining an opportunistic, high-quality bias for our investors. We would like to take this opportunity to thank you for your investment and support in the CIBC Atlas Funds amidst one of the more memorable years in recent memory.

Following is a discussion of each fund’s performance and strategy for the fiscal year.

CIBC Atlas Disciplined Equity Fund

The S&P 500 Index return of 9.71% in the one year period ending 10/31/2020 could be characterized by normal, yet the period was anything but. The first quarter of the period saw a steady upward trajectory, followed by a free fall in mid to late February as it became clear that COVID 19 was real and spreading globally. Record monetary and fiscal stimulus after the quickest bear market in history combined to propel the market back to all time highs in early September. Since, the market has been range bound as investors vacillate between focusing on a potential vaccine and a return to normal and the current wave of increasing coronavirus cases.

For the year Information Technology, Consumer Discretionary and Communications Services led the market while Energy, Financials and REITs lagged. Generally speaking leaders were beneficiaries of COVID and laggards’ fundamentals were hurt by the pandemic.

The CIBC Atlas Disciplined Equity Fund returned 10.89%, 118 basis points ahead of the benchmark S&P 500 Index. Healthcare was the leading sector. Holdings, Danaher and Thermo Fisher were standout performer due do strong core fundamentals enhanced by COVID demand for tests and testing equipment. Energy outperformed on a relative basis as a result of the underweight and a focus on high quality companies within the sector. Underweights in Utilities and REITs as well as good stock selection aided performance. Amazon.com, Dollar General and T-Mobile were also positive contributors.

The fund underperformed in Information Technology with an underweight in Apple and an overweight in IT services where growth was negatively impacted by COVID. In Industrials, Raytheon Technologies hurt performance

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

with significant exposure to aerospace, arguably the industry most impacted by the pandemic. Cash was also a minor headwind.

We remain committed to our strategy of investing in quality companies with strong free cash flow generation and attractive value.

CIBC Atlas Mid Cap Equity Fund

The Russell Mid-Cap Growth index returned 21.14% for the twelve months ending 10/31/20. The Information Technology sector was the largest contributor to benchmark performance driving over half of the total return. Conversely, the Energy sector was the biggest detractor of benchmark performance as the sector fell 29.34%.

The CIBC Atlas Mid-Cap Equity Fund returned 6.58% for the same period. Our stock selection in the Information Technology and Healthcare sectors were the largest drivers of the underperformance as several of the most expensive Software and Biotech companies outperformed while more reasonably valued IT service and managed care firms underperformed. Results were helped modestly by stock selection in the Real Estate, Financials, and Materials sectors while allocation and selection aided performance in the Energy sector.

The two biggest contributors to performance came from EPAM Systems (“EPAM”) and Autodesk. EPAM is a software engineering focused IT services firm that is benefitting from the increased demand for digital transformations. The Covid-19 pandemic has only accelerated the urgency of these digital transformations as many companies are looking for new ways to interact and transact digitally and we remain confident EPAM will continue to grow at above average rates as a result. Autodesk is a vertical software firm focused on the digital design of construction and architecture projects. These end markets are in the process of becoming digitized and new services such as building information modeling will contribute to their growth for years to come.

The two worst performers were Euronet Worldwide (“Euronet”) and Ross Stores. Euronet is a provider of ATM services in Europe and relies heavily on cross border fees from tourists to support their business. As a result of the Covid-19 pandemic, global borders have been shut and Euronet’s business has struggled. While we believe that travel will eventually rebound, we have little conviction of the timing of that rebound and decided to exit our position. Ross Stores is a off-price retail concept that has underperformed due to its lack of an e-commerce site, the shutdown of all non-essential retailers in the United States from the end of March 2020 till the middle of May 2020, and consumer

 

3


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

wallet shift away from apparel into areas like home furnishings and décor. Over the long run we continue to believe that the value oriented nature of the concept will again be attractive to the consumer as they become comfortable returning to physical stores and we continue to hold our position.

We continue our ongoing focus in investing in high quality companies with above average growth prospects while maintaining discipline on the price we are paying for these businesses.

CIBC Atlas Income Opportunities Fund

The Fund’s blended benchmark (Bloomberg Barclays U.S. Government/ Credit Index) gained 9.30% in the year ending October 31, 2020. Equities outperformed bonds, as measured by the 9.71% gain in the S&P 500 Index and the 7.07% gain in the Barclays Government Credit Index.

The CIBC Atlas Income Opportunities fund gained 5.07% in the twelve months ending October 31, 2020; trailing the blended benchmark return of 9.31% by 424 basis points. Both the Fund’s debt and equity holdings underperformed the respective asset class benchmarks. The Fund’s cash holdings detracted from overall fund performance relative to the benchmark.

The index returns would imply a relatively normal market environment, but it was anything but normal.

The first quarter of the period saw a steady upward trajectory in equities, followed by a free fall in mid to late February as it became clear that COVID-19 was spreading globally. Record monetary and fiscal stimulus after the quickest bear market in history combined to propel the market back to all-time highs in early September. Since, the equity market has been range bound as investors vacillate between focusing on a potential vaccine and a return to normal and the current wave of increasing coronavirus cases. Aggressive monetary policy and slowing economic growth resulted in a decline in the 10 year US treasury yield to 0.87% at period end. High yield credit spreads increased 120 basis points over the period but reached an intra period high of approximately 1100 basis points at the height of the market turmoil in late March before contracting in the last half of the fiscal year.

Equities underperformed the S&P 500 Index as traditional value and income groups underperformed faster growth and momentum stocks during the year. The spread between growth and value stocks as measured by the Russell 1000 Growth and Russell 1000 Value Indexes was nearly 37%. Lower

 

4


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

interest rates can help boost valuations for longer duration growth equities. Most dividend strategies have some degree of a tilt towards value given that a typical dividend paying company generates cash in excess of what it needs to fund growth opportunities. This stands in contrast to a pure growth company that may reinvest all of its excess cash into growth projects. As portfolio managers, we do not make a specific determination to allocate to “growth” or “value” stocks, rather our process seeks to identify quality dividend paying companies trading at attractive valuations with positive secular growth dynamics. Thus, both growth and value considerations are embedded in our investment process.

By sector, Financials, Consumer Discretionary and Health Care were the largest detractors from relative performance. Boeing, Golub Capital BDC and US Bank were the biggest laggards during the year.

The Utilities, Real Estate and Consumer Staples sectors positively contributed to overall performance. QUALCOMM, Hannon Armstrong Sustainable Infrastructure Capital, and IDEX Corporation had the most significant individual positive contribution to performance.

Performance within the fixed income category was driven by the aforementioned reduction in Treasury yields and expansion of credit spreads. Short-term yields fell in-step with the Federal Reserve’s move to a zero interest rate policy . Longer-term Treasury yields fell by a smaller amount to reflect market pricing of future inflation and supply risks. The Fed extended extraordinary liquidity facilities for higher quality corporate and municipal issuers. Lower tier borrowers were left without explicit support, which led to divergences in return based on quality. The Fund’s holdings of investment grade corporate and Government securities contributed to performance with leadership from Treasuries and longer duration technology, communication, and home improvement corporate bonds. Higher allocations to corporate credit and exposure to lower quality issuers detracted from relative performance.

We continue to manage the Fund to take advantage of opportunities arising from both macro developments and changes in company fundamentals. We focus on investing in both the debt and equity of high quality companies with

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

attractive free cash flow characteristics that generate an above average level of current income.

CIBC Atlas All Cap Growth Fund

The Russell 3000 Growth Total Return Index returned 28.2% over the 12 month period ending October 31, 2020. Information Technology, Consumer Discretionary and Communication Services were the best performing sectors during the period, while Energy and Industrials were the worst. The Financials, Health Care, Materials and Real Estate sectors all posted positive returns, but underperformed the index over the period.

The CIBC Atlas All Cap Growth Fund returned 22.7% during the same period, underperforming the benchmark Russell 3000 Growth Total Return Index. The sectors which contributed most to the fund’s underperformance during the period were Information Technology, Communication Services and Materials. The fund’s Technology holdings outperformed the broad benchmark, but underperformed the benchmark’s Technology holdings, and as the Technology sector was the most heavily weighted in both the All Cap Growth Fund and the Russell 3000 Growth Total Return Index, this was most significant factor in the fund’s relative performance. The Materials sector’s contribution was due to the fund being overweight the sector, which underperformed during the period. The Communication Services sector’s poor relative performance was attributable primarily to one holding – Live Nation Entertainment Inc. –which was severely impacted by the COVID-19 pandemic.

On the other hand, the fund’s performance was buoyed by its holdings in the Consumer Discretionary, Industrials and Health Care sectors, which outperformed their counterparts in the benchmark. Most notably, the fund saw three Consumer Discretionary Holdings return greater than 50% on the period – Alibaba Group, Amazon.com Inc. and Lululemon Athletica Inc., in descending order of performance – and the sector as a whole returned 65% for the fund. Other out-performers bearing mention in the Industrials and Health Care sectors include household durable manufacturer Trex Co. and medical device firms Danaher Corp. and Thermo Fisher Scientific Inc.

We remain committed to our strategy of investing in high quality open ended growth companies at reasonable valuations.

CIBC Atlas Equity Income Fund

The Russell 1000 Index returned 10.87% for the year ending 10/31/2020. Four sectors – Technology, Consumer Discretionary, Communication Services, and Health Care – outperformed the market during the year. Five sectors posted

 

6


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

negative returns during the period – Utilities, Industrials, Financials, Real Estate and Energy.

The CIBC Atlas Equity Income Fund returned 3.45% for the same period, underperforming the benchmark Russell 1000. Dividend paying stocks were notably weak during the period, meaningfully underperforming the broader market. Among holdings that provided positive relative performance, the fund’s two holdings in the Utilities sector – renewable energy firms Brookfield Renewable Partners (BEP) and NextEra Energy Partners (NEP), which returned 68% and 28%, respectively – stood out. Some of the fund holdings in the Technology sector also achieved strong returns, including Apple (AAPL +77%), Taiwan Semiconductor Manufacturing (TSM +60%), and Microsoft (MSFT +43%).

The weakest relative results came from the Consumer Discretionary, Communication Services and Health Care sectors. Among the fund’s Consumer Discretionary holdings, the worst performers were mountain resort operator Vail Resorts (MTN -26%) and discount retailer TJX Companies (TJX -11%), both of which suffered as a result of the Covid pandemic. The fund’s lone holding in the Communication Services sector, Comcast Corp (CMCSA), returned -4% during the period, underperforming the rest of the sector. Among the fund’s Health Care holdings, pharmacy/drugstore chain CVS Corp (CVS -13%) and pharmaceutical firm Merck (MRK -11%), were the worst performers. On the whole, fund underperformance was driven by allocation as opposed to stock selection; despite the fund selecting well within each sector, the fund tended to be underweight sectors that outperformed and overweight sectors that underperformed during the period.

We remain committed to the approach of investing in high quality dividend growth stocks which offer a combination of current income and capital appreciation.

CIBC Atlas International Growth Fund

Fiscal 2020 was a year of extreme volatility with a partial resolution to the U.S. - China trade war early in the year significantly overshadowed by the COVID-19 pandemic. The pandemic resulted in an economic and market dislocation in fiscal second quarter not seen in decades. Investors scrambled to update market views as global economies shut down and GDP forecasts were slashed. The pandemic quickly identified winners and losers within the business world with technology sectors largely leading the way. The market snapback from COVID-19 lows in March was swifter than many expected, but investors remained in a state of high anxiety for most of the second half of

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

the year. Today, the COVID-19 pandemic continues to rage across the world, with flare-ups and hot spots occupying the daily news. While there have been pockets of strength in the economy and some sectors and companies have thrived, the real economic toll of the crisis may not yet be known, particularly for small businesses. Global central banks have flooded the world with stimulus, staunching the worst short run effects of the crisis but unemployment remains high and consumer spending has tailed off as stimulus payments have ended. China is the outlier, with their aggressive approach to the virus resulting in a more normalized economic environment today. Layering on to this already difficult situation, is the U.S. election and the uncertainty it holds for geopolitics and global trade. The CIBC Atlas International Growth strategy Fund’s has performed well relative to the benchmark despite this environment, as investors have sought out companies with the best quality and growth credentials in an environment of uncertainty and slowing growth.

During the period from October 31, 2019 to October 31, 2020, the CIBC Atlas International Growth Fund returned 2.81% on a net basis versus the MSCI All Country World Index (ex. U.S.) which returned -2.19% for a total out performance of 5.00%. On a sector basis, our best performing areas relative to the benchmark were Industrials and Consumer Discretionary. Our exposure to e-commerce and the consumer in China through retail, restaurants, and education resulted in outperformance. Our worst performing sectors were Consumer Staples and Energy. On a country basis, the fund benefitted from good performance in France, Japan, and China. The positive returns from France were driven by our exposure to the video game theme which thrived during lockdown. Luxury goods exposure was also surprisingly strong as the Chinese consumer was quick to return as COVID-19 risks eased through the summer. Our worst performing areas were Spain, Switzerland, the United Kingdom, and the United States. The weakness in Europe and the UK was largely explained by exposure to the banking and asset management sectors. The Fund can maintain small weights to the United States and our energy and travel-related holdings were detractors. On an active return basis, our top five stocks for the period were Tencent Holdings, Taiwan Semiconductor Manufacturing Co, MercadoLibre, Ritchie Bros. Auctioneers, and ASML. Our worst performing stocks during the period were Royal Dutch Shell, Lloyds Banking Group, Banco Santander, Suncor Energy, and HSBC Holdings.

Despite these uncertainties, there are bright spots on the horizon. Most notably, progress on a vaccine addressing COVID-19 has been rapid and impressive. Attractive relative valuations, easier comparisons, and easing COVID-19 headwinds should drive positive relative returns for investors. We are committed to investing in a select group of high-quality international

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

equities whose current valuations do not reflect the long-term potential of the companies. Thank you for your support.

The information contained herein represents the views of the manager at a specific point in time and is based on information believed to be reliable. It should not be regarded as investment advice or recommendation of specific securities. Holdings are subject to change. Securities mentioned do not make up the entire portfolio and, in the aggregate, may represent a small percentage of the portfolio. Past performance is not indicative of future results.

Mutual fund investing involves risk, including possible loss of principal. There is no assurance that the Funds will achieve their stated objectives. Bonds and bond funds are subject to interest rate risk and will decline in value as interest rates rise. Mortgage-backed securities (MBS) are subject to prepayment and extension risk and therefore react differently to changes in interest rates than other bonds. Small movements in interest rates may quickly and significantly reduce the value of certain MBS. High yield bonds involve greater risks of default or downgrade and are more volatile than investment grade securities. Investments in securities of MLPs involve risk that differ from investments in common stock including risks related to limited control and limited rights to vote on matters affecting the MLP. MLP common units and other equity securities can be affected by economic and other factors affecting the stock market in general, expectations of interest rates, investor sentiment towards MLPs or the energy sector, changes in a particular issuer’s financial condition, or unfavorable or unanticipated poor performance of a particular issuer. REIT investments are subject to changes in economic conditions, credit risk and interest rate fluctuations. The Income Opportunities Fund may invest in derivatives, which are often more volatile than other investments and may magnify the Fund’s gains or losses.

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

(Unaudited)

 

 

 

Definition of the Comparative Indices

The Russell 3000® Growth Total Return Index consists of the growth segment of the 3,000 companies in the Russell 3000® Index. The Russell 3000® Index is an unmanaged index which measures the performance of the 3,000 largest U.S. companies, based on total market capitalization, which represents approximately 98% in the investable U.S. equity market.

The Russell 1000® Index measures the performance of the large-cap segment of the U.S. equity universe. It includes over 90% of the total market capitalization of all listed U.S. stocks, and is considered a bellwether index for large cap investing.

The S&P 500 Index is an unmanaged index containing common stocks of 500 industrial, transportation, utility and financial companies, regarded as generally representative of the U.S. stock market. The return per the total return index reflects the reinvestment of income dividends and capital gain distributions, if any, but does not reflect fees, brokerage commissions, or other expenses of investing.

The Russell Mid-Cap Growth Index is an unmanaged capitalization-weighted index of medium and medium/small companies in the Russell 1000® Index chosen for their growth orientation. The Russell 1000® Index is an unmanaged price-only index of the 1,000 largest capitalized companies that are domiciled in the U.S. and whose common stocks are traded.

The Bloomberg Barclays U.S. Government/Credit Index is an unmanaged index that includes government and investment-grade corporate bonds with at least one year until maturity.

The MSCI ACWI ex-US Index captures large and mid cap representation across 22 of 23 Developed Markets (DM) countries (excluding the US) and 26 Emerging Markets (EM) countries.

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS DISCIPLINED EQUITY FUND

OCTOBER 31, 2020 (Unaudited)

 

 

 

Growth of a $250,000 Investment

 

    

AVERAGE ANNUAL TOTAL RETURN

FOR YEARS ENDED OCTOBER 31, 2020(1)

     1 Year        3 Years      5 Years      10 Years     

Inception to  

Date

CIBC Atlas Disciplined Equity Fund,  

Institutional Shares  

   10.89%      13.01%      12.06%      13.69%      9.73%  
S&P 500 Index      9.71%      10.42%      11.71%      13.01%      8.81%  

 

LOGO

 

(1)

On January 2, 2014, the Invesco Disciplined Equity Fund (the “Invesco Predecessor Fund”) was reorganized into The Advisors’ Inner Circle Fund AT Disciplined Equity Fund (“AT Disciplined Equity Fund”). Prior to September 21, 2009, the Fund operated as Atlantic Whitehall Equity Income Fund (the “Atlantic Whitehall Predecessor Fund”, collectively the “Predecessor Funds”) and the AT Disciplined Equity Fund assumed the historical performance of the Predecessor Funds. Information presented from September 21, 2009 through January 2, 2014 is that of the Invesco Predecessor Fund. Inception date of the Atlantic Whitehall Predecessor Fund was December 1, 2005. Information presented prior to September 21, 2009 is that of the Atlantic Whitehall Predecessor Fund. On June 25, 2018, the name of the AT Disciplined Equity Fund changed to CIBC Atlas Disciplined Equity Fund. See Note 1 in Notes to Financial Statements.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

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

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS DISCIPLINED EQUITY FUND

OCTOBER 31, 2020 (Unaudited)

 

 

 

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.

See definition of the comparative indices on page 10.

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS MID CAP EQUITY FUND

OCTOBER 31, 2020 (Unaudited)

 

 

 

Growth of a $250,000 Investment

 

    

            AVERAGE ANNUAL TOTAL RETURN             

FOR YEARS ENDED OCTOBER 31, 2020(1)(2) 

         1 Year              3 Years              5 Years         

Inception to    

Date    

CIBC Atlas Mid Cap Equity  

Fund, Institutional Shares  

   6.58%      9.30%      8.88%      9.40%  

Russell Mid-Cap Growth  

Index  

   21.14%      15.21%      14.15%      12.22%  

 

LOGO

 

(1)

Fund commenced operations on June 27, 2014.

 

(2)

On June 25, 2018, the name of the AT Mid Cap Equity Fund changed to CIBC Atlas Mid Cap Equity Fund. See Note 1 in Notes to Financial Statements.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

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

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.

See definition of the comparative indices on page 10.

 

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THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020 (Unaudited)

 

 

 

Growth of a $250,000 Investment

 

    

AVERAGE ANNUAL TOTAL RETURN FOR YEARS

ENDED OCTOBER 31, 2020(1)(2)

     1 Year     3 Years     5 Years    

Inception to  

Date  

CIBC Atlas Income Opportunities Fund, Institutional Shares      5.07%     7.53%     8.44%     6.72%  

60/40 Hybrid of the S&P 500 Index and Bloomberg  

Barclays U.S. Government/Credit Index  

   9.31%     8.90%     9.08%     8.21%  
S&P 500 Index      9.71%     10.42%     11.71%     10.59%  
Bloomberg Barclays U.S. Government/Credit Index      7.08%     5.61%     4.53%     4.04%  

 

LOGO

 

(1)

Fund commenced operations on June 27, 2014.

 

(2)

On June 25, 2018, the name of the AT Income Opportunities Fund changed to CIBC Atlas Income Opportunities Fund. See Note 1 in Notes to Financial Statements.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

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

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.

See definition of the comparative indices on page 10.

 

14


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS ALL CAP GROWTH FUND

OCTOBER 31, 2020 (Unaudited)

 

 

 

Growth of a $250,000 Investment

 

    

AVERAGE ANNUAL TOTAL RETURN

FOR YEARS ENDED OCTOBER 31, 2020(1)(2)

     1 Year      3 Years      5 Years      10 Years      Inception to Date  

CIBC Atlas All Cap Growth  

Fund, Institutional Shares  

   22.71%      18.58%      15.83%      12.45%      9.51%  

Russell 3000® Growth Total  

Return Index  

   28.20%      18.01%      16.84%      16.00%      11.28%  

 

LOGO

 

(1)

On February 12, 2018, the Geneva Advisors All Cap Growth Fund (the “All Cap Growth Predecessor Fund”) was reorganized into The Advisors’ Inner Circle Fund AT All Cap Growth Fund (the “AT All Cap Growth Fund”). Class R and Class I shares of the All Cap Growth Predecessor Fund were exchanged on a tax- free basis for Institutional Class shares of the AT All Cap Growth Fund. Information presented prior to February 12, 2018 is that of the All Cap Growth Predecessor Fund. Inception date of the All Cap Growth Predecessor Fund was September 28, 2007. On June 25, 2018, the name of the AT All Cap Growth Fund changed to CIBC Atlas All Cap Growth Fund.

 

(2)

For the period September 1, 2018 to October 31, 2018. Effective February 27, 2018, the CIBC Atlas All Cap Growth Fund changed its fiscal year end to October 31 (See Note 1 in Notes to Financial Statements).

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

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

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.

See definition of the comparative indices on page 10.

 

15


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS EQUITY INCOME FUND

OCTOBER 31, 2020 (Unaudited)

 

 

 

Growth of a $250,000 Investment

 

    

AVERAGE ANNUAL TOTAL RETURN

FOR YEARS ENDED OCTOBER 31, 2020(1)(2)

     1 Year        3 Years        5 Years        10 Years        Inception to Date    

CIBC Atlas Equity Income  

Fund, Institutional Shares  

   3.45%      10.29%      10.33%      10.38%      10.91%  
Russell 1000® Index      10.87%      10.63%      11.79%      13.05%      11.18%  

 

LOGO

 

(1)

On February 12, 2018, the Geneva Advisors Equity Income Fund (the “Equity Income Predecessor Fund”) was reorganized into The Advisors’ Inner Circle Fund AT Equity Income Fund (the “AT Equity Income Fund”). Class R and Class I shares of the Equity Income Predecessor Fund were exchanged on a tax- free basis for Institutional Class shares of the AT Equity Income Fund. Information presented prior to February 12, 2018 is that of the Equity Income Predecessor Fund. Inception date of the Equity Income Predecessor Fund was April 30, 2010. On June 25, 2018, the name of the AT Equity Income Fund changed to CIBC Atlas Equity Income Fund.

 

(2)

For the period September 1, 2018 to October 31, 2018. Effective February 27, 2018, the CIBC Atlas Equity Income Fund changed its fiscal year end to October 31 (See Note 1 in Notes to Financial Statements).

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

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

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.

See definition of the comparative indices on page 10.

 

16


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INTERNATIONAL

GROWTH FUND

OCTOBER 31, 2020 (Unaudited)

 

 

 

Growth of a $250,000 Investment

 

    

AVERAGE ANNUAL TOTAL RETURN

        FOR PERIOD ENDED OCTOBER 31,  2020(1)        

     1 year    Annualized Inception to Date

CIBC Atlas International Growth Fund,  

Institutional Shares  

       2.81%          4.69%
MSCI ACWI ex-US Index          (2.19)%          3.88%

 

LOGO

 

(1)

The Fund commenced operations on May 31, 2019.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, it may be worth less than its original cost. Past performance is no guarantee of future performance and should not be considered as a representation of the future results of the Fund. The Fund’s performance assumes the reinvestment of dividends and capital gains. Index returns assume reinvestment of dividends and, unlike a fund’s returns, do not reflect any fees or expenses. If such fees and expenses were included in the index returns, the performance would have been lower. Please note that one cannot invest directly in an unmanaged index.

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

Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. If the Adviser had not limited certain expenses, the Fund’s total return would have been lower.

See definition of the comparative indices on page 10.

 

17


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS DISCIPLINED EQUITY FUND

OCTOBER 31, 2020

 

 

 

 

SECTOR WEIGHTINGS (UNAUDITED)†

 

LOGO

 

 

Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS            
COMMON STOCK — 97.4%**        Shares          Value

COMMUNICATION SERVICES — 8.7%

     

Alphabet, Cl A *

     14,846      $ 23,992,769  

Alphabet, Cl C *

     25,190        40,833,242  

Comcast, Cl A

     297,189        12,553,264  

T-Mobile US *

     240,788        26,383,141  

Walt Disney *

     95,529        11,582,891  
     

 

 

 

        115,345,307  
     

 

 

 

CONSUMER DISCRETIONARY — 12.7%

     

Amazon.com *

     30,579        92,842,431  

Dollar General

     92,388        19,282,299  

Home Depot

     97,450        25,990,890  

TJX *

     356,049        18,087,289  

VF

     162,962        10,951,046    
     

 

 

 

        167,153,955  
     

 

 

 

CONSUMER STAPLES — 3.2%

     

Mondelez International, Cl A

     408,447        21,696,705  

PepsiCo

     151,229        20,157,313  
     

 

 

 

        41,854,018  
     

 

 

 

ENERGY — 1.2%

     

Chevron

     120,699        8,388,580  

 

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

 

18


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS DISCIPLINED EQUITY FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)        Shares          Value

ENERGY (continued)

  

Pioneer Natural Resources

     92,357      $ 7,347,923  
     

 

 

 

        15,736,503  
     

 

 

 

FINANCIALS — 9.8%

  

BlackRock, Cl A

     39,277        23,535,171  

Blackstone Group, Cl A

     396,469        19,989,967  

Charles Schwab

     595,694        24,488,981  

Intercontinental Exchange

     218,110        20,589,584  

JPMorgan Chase

     238,177        23,350,873  

US Bancorp

     440,239        17,147,309  
     

 

 

 

        129,101,885  
     

 

 

 

HEALTH CARE — 17.2%

  

Abbott Laboratories

     185,541        19,502,214  

AstraZeneca PLC ADR

     240,671        12,072,057  

Cigna

     75,905        12,673,858  

Danaher

     150,273        34,493,664  

Johnson & Johnson

     210,406        28,848,767  

Medtronic PLC

     184,980        18,603,439  

Stryker

     83,865        16,941,569  

Thermo Fisher Scientific

     66,073        31,260,458  

UnitedHealth Group

     118,443        36,141,697    

Zoetis, Cl A

     103,252        16,370,605  
     

 

 

 

        226,908,328  
     

 

 

 

INDUSTRIALS — 8.8%

  

Honeywell International

     164,745        27,174,688  

Otis Worldwide

     203,274        12,456,631  

Raytheon Technologies

     307,028        16,677,761  

Roper Technologies

     44,783        16,629,719  

Union Pacific

     136,481        24,183,068  

Waste Management

     183,364        19,786,809  
     

 

 

 

        116,908,676  
     

 

 

 

INFORMATION TECHNOLOGY — 28.3%

  

Adobe *

     54,656        24,436,698  

Analog Devices

     141,111        16,725,887  

 

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

 

19


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS DISCIPLINED EQUITY FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)        Shares          Value

INFORMATION TECHNOLOGY (continued)

     

Apple

     463,846      $ 50,494,276  

Automatic Data Processing

     120,414        19,020,595  

Cisco Systems

     633,060        22,726,854  

Fidelity National Information Services

     201,796        25,141,764  

Fiserv *

     226,188        21,594,168  

Microsoft

     395,770        80,131,552  

Oracle

     157,603        8,843,104  

QUALCOMM

     270,046        33,312,874  

salesforce.com *

     80,653        18,733,272  

Texas Instruments

     99,617        14,403,622  

Visa, Cl A

     206,938        37,602,704  
     

 

 

 

        373,167,370  
     

 

 

 

MATERIALS — 3.0%

     

Ecolab

     99,588        18,283,361  

Linde PLC

     94,504        20,823,011    
     

 

 

 

        39,106,372  
     

 

 

 

REAL ESTATE — 1.0%

     

American Tower, Cl A ‡

     58,586        13,454,275  
     

 

 

 

UTILITIES — 3.5%

     

American Electric Power

     115,260        10,365,332  

American Water Works

     102,228        15,386,336  

NextEra Energy

     286,400        20,967,344  
     

 

 

 

        46,719,012  
     

 

 

 

TOTAL COMMON STOCK
(Cost $700,108,475)

        1,285,455,701  
     

 

 

 

     

CASH EQUIVALENT — 2.6%

     

JPMorgan U.S. Government Money Market Fund, Cl Institutional, 0.010% (A)
(Cost $34,511,294)

     34,511,294        34,511,294  
     

 

 

 

TOTAL INVESTMENTS — 100.0%

 

       (Cost $734,619,769)

      $   1,319,966,995  
     

 

 

 

Percentages are based on Net Assets of $1,319,590,883.

 

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

 

20


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS DISCIPLINED EQUITY FUND

OCTOBER 31, 2020

 

 

 

*

Non-income producing security.

**

More narrow industries are utilized for compliance purposes, whereas broad sectors are utilized for reporting periods.

Real Estate Investment Trust

(A)

The rate reported is the 7-day effective yield as of October 31, 2020.

Cl — Class

PLC — Public Limited Company

As of October 31, 2020, all of the Fund’s investments were considered Level 1, 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 in Notes to Financial Statements.

 

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

 

21


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS MID CAP EQUITY FUND

OCTOBER 31, 2020

 

 

 

 

SECTOR WEIGHTINGS (UNAUDITED)†

 

LOGO

†    Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS            
COMMON STOCK — 98.1%**          Shares                  Value      

COMMUNICATION SERVICES — 0.6%

     

Liberty Broadband, Cl C *

     30,763      $ 4,359,425   
     

 

 

 

CONSUMER DISCRETIONARY — 11.4%

     

Aptiv PLC *

     81,482        7,862,198  

AutoZone *

     14,444        16,306,987  

Carter’s *

     64,061        5,217,768  

Dollar Tree *

     114,009        10,297,293  

Domino’s Pizza

     20,839        7,883,810  

Five Below *

     34,291        4,572,362  

Marriott International, Cl A *

     65,494        6,083,083  

O’Reilly Automotive *

     20,619        9,002,256  

Ross Stores *

     76,410        6,507,840  

Tractor Supply

     57,997        7,725,780  
     

 

 

 

            81,459,377  

CONSUMER STAPLES — 3.6%

     

Brown-Forman, Cl B

     63,289        4,411,876  

Church & Dwight

     100,778        8,907,768  

Monster Beverage *

     110,921        8,493,221  

Sprouts Farmers Market *

     226,364        4,312,234  
     

 

 

 

        26,125,099  

 

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

 

22


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS MID CAP EQUITY FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)          Shares                  Value      

FINANCIALS — 3.9%

     

Ameriprise Financial

     67,148      $ 10,799,413   

Intercontinental Exchange

     72,827        6,874,868  

MSCI, Cl A

     29,550        10,337,772  
     

 

 

 

        28,012,053  

HEALTH CARE — 19.3%

     

Alexion Pharmaceuticals *

     74,536        8,582,075  

Avantor *

     365,842        8,513,143  

Centene *

     180,275        10,654,252  

Charles River Laboratories International *

     39,142        8,912,634  

Cooper

     19,185        6,120,974  

Edwards Lifesciences *

     162,744        11,667,118  

Encompass Health

     159,877        9,802,059  

Exact Sciences *

     104,196        12,902,591  

Global Blood Therapeutics *

     86,223        4,559,472  

HCA Healthcare *

     56,453        6,996,785  

Humana

     24,257        9,685,335  

Jazz Pharmaceuticals PLC *

     39,363        5,672,208  

PRA Health Sciences *

     75,969        7,402,419  

ResMed

     60,533        11,618,704  

Teledoc Health

     30,548        6,001,312  

Teleflex

     26,903        8,561,342  
     

 

 

 

          137,652,423  

INDUSTRIALS — 14.9%

     

AMETEK

     65,935        6,474,817  

Cintas

     20,067        6,312,075  

CoStar Group *

     9,593        7,900,891  

HD Supply Holdings *

     156,459        6,236,456  

Hubbell, Cl B

     39,142        5,695,552  

IAA *

     134,297        7,599,867  

IDEX

     43,553        7,420,996  

IHS Markit

     127,130        10,281,003  

Kansas City Southern

     40,135        7,069,379  

L3Harris Technologies

     32,306        5,204,820  

Masco

     135,179        7,245,594  

 

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

 

23


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS MID CAP EQUITY FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)          Shares                  Value      

INDUSTRIALS (continued)

     

Pentair PLC

     67,038      $ 3,335,811   

Rexnord

     129,776        4,163,214  

Roper Technologies

     33,740        12,529,012  

TransUnion

     112,575        8,967,724  
     

 

 

 

          106,437,211  

INFORMATION TECHNOLOGY — 37.0%

     

Amphenol, Cl A

     109,488        12,354,626  

ANSYS *

     46,199        14,061,590  

Autodesk *

     78,836        18,569,031  

Cadence Design Systems *

     121,506        13,289,111  

CDW

     59,540        7,299,604  

Citrix Systems

     35,614        4,033,998  

Dynatrace *

     169,359        5,980,066  

Enphase Energy *

     30,016        2,944,270  

Entegris

     82,254        6,150,132  

EPAM Systems *

     79,167        24,458,645  

Everbridge *

     60,422        6,325,579  

FleetCor Technologies *

     32,416        7,161,018  

Genpact

     322,510        11,084,669  

Global Payments

     118,309        18,662,062  

Keysight Technologies *

     102,652        10,765,115  

KLA

     22,934        4,522,126  

Lam Research

     37,488        12,823,895  

Marvell Technology Group

     229,782        8,619,123  

Microchip Technology

     131,430        13,810,664  

PTC *

     135,950        11,403,486  

Skyworks Solutions

     55,020        7,773,776  

Smartsheet, Cl A *

     175,511        8,749,223  

Splunk *

     34,952        6,921,894  

Synopsys *

     51,932        11,106,178  

Twilio, Cl A *

     26,462        7,382,104  

Xilinx

     66,928        7,943,684  
     

 

 

 

        264,195,669  

 

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

 

24


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS MID CAP EQUITY FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)          Shares                  Value      

MATERIALS — 4.5%

     

Ashland Global Holdings

     52,484      $ 3,661,809   

Berry Global Group *

     139,369        6,498,776  

Crown Holdings *

     118,640        10,179,312  

FMC

     89,641        9,209,716  

Livent *

     247,754        2,663,356  
     

 

 

 

        32,212,969  

REAL ESTATE — 2.9%

     

CyrusOne ‡

     56,122        3,987,468  

SBA Communications, Cl A ‡

     58,548        17,000,583  
     

 

 

 

        20,988,051  

TOTAL COMMON STOCK
(Cost $473,298,975)

        701,442,277  
     

 

 

 

     

CASH EQUIVALENT — 1.7%

     

JPMorgan U.S. Government Money Market Fund, Cl Institutional, 0.010% (A)
(Cost $12,285,492)

     12,285,492        12,285,492  
     

 

 

 

TOTAL INVESTMENTS — 99.8%

 

       (Cost $485,584,467)

      $     713,727,769  
     

 

 

 

Percentages are based on Net Assets of $714,895,238.

*

Non-income producing security.

**

More narrow industries are utilized for compliance purposes, whereas broad sectors are utilized for reporting periods.

Real Estate Investment Trust

(A)

The rate reported is the 7-day effective yield as of October 31, 2020.

Cl — Class

PLC — Public Limited Company

As of October 31, 2020, all of the Fund’s investments were considered Level 1, 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 in Notes to Financial Statements.

 

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

 

25


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

 

SECTOR WEIGHTINGS (UNAUDITED)†

 

LOGO

 

†    Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS            
COMMON STOCK — 62.2%          Shares                  Value      

COMMUNICATION SERVICES — 4.4%

     

Alphabet, Cl A * (A)

     6,236      $ 10,078,062   

Comcast, Cl A

     120,235        5,078,726  

Facebook, Cl A * (A)

     9,800        2,578,478  

Verizon Communications

     77,836        4,435,874  
     

 

 

 

          22,171,140  

CONSUMER DISCRETIONARY — 7.0%

     

Amazon.com * (A)

     4,448        13,504,795  

Home Depot

     38,770        10,340,347  

Service International

     43,228        2,001,889  

Vail Resorts

     11,015        2,555,920  

VF

     108,419        7,285,757  
     

 

 

 

        35,688,708  

CONSUMER STAPLES — 2.1%

     

Kellogg

     40,997        2,578,302  

PepsiCo

     62,156        8,284,773  
     

 

 

 

        10,863,075  

ENERGY — 1.7%

     

Chevron

     76,898        5,344,411  

 

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

 

26


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)          Shares                  Value      

ENERGY (continued)

     

Pioneer Natural Resources

     38,600      $ 3,071,016   
     

 

 

 

        8,415,427  

FINANCIALS — 7.2%

     

Ares Capital

     467,572        6,466,521  

CME Group, Cl A

     19,984        3,011,988  

Hannon Armstrong Sustainable Infrastructure Capital ‡

     89,890        3,761,896  

JPMorgan Chase

     116,416        11,413,425  

Prudential Financial

     77,938        4,989,591  

US Bancorp

     184,982        7,205,049  
     

 

 

 

        36,848,470  

HEALTH CARE — 6.7%

     

Cigna (A)

     14,300        2,387,671  

Johnson & Johnson

     69,285        9,499,666  

Merck

     54,770        4,119,252  

Novartis ADR

     67,188        5,246,039  

Pfizer

     152,093        5,396,260  

UnitedHealth Group

     23,853        7,278,504  
     

 

 

 

          33,927,392  

INDUSTRIALS — 6.8%

     

IDEX

     33,000        5,622,870  

Lockheed Martin

     26,124        9,146,796  

Republic Services, Cl A

     28,000        2,468,760  

Triton International

     77,503        2,858,310  

Union Pacific

     45,372        8,039,465  

United Parcel Service, Cl B

     41,892        6,581,652  
     

 

 

 

        34,717,853  

INFORMATION TECHNOLOGY — 18.2%

     

Apple

     175,040        19,054,854  

Automatic Data Processing

     59,597        9,413,942  

Broadcom

     25,964        9,077,793  

Cisco Systems

     164,724        5,913,592  

Microchip Technology

     88,093        9,256,813  

Microsoft

     119,583        24,211,970  

 

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

 

27


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)          Shares                  Value      

INFORMATION TECHNOLOGY (continued)

     

QUALCOMM

     90,115      $ 11,116,586   

Visa, Cl A

     23,087        4,195,139  
     

 

 

 

        92,240,689  

MATERIALS — 2.0%

     

Linde PLC

     46,286        10,198,657  
     

 

 

 

REAL ESTATE — 3.3%

     

Crown Castle International ‡

     32,528        5,080,874  

Invitation Homes ‡

     88,207        2,404,523  

MGM Growth Properties, Cl A ‡

     182,642        4,830,881  

Weyerhaeuser ‡

     156,084        4,259,532  
     

 

 

 

        16,575,810  

UTILITIES — 2.8%

     

American Water Works

     28,776        4,331,076  

NextEra Energy

     88,460        6,476,157  

Xcel Energy

     52,675        3,688,830  
     

 

 

 

        14,496,063  

TOTAL COMMON STOCK
(Cost $238,193,245)

          316,143,284  
     

 

 

 

    

     
CORPORATE OBLIGATIONS — 23.5%      Face Amount         

COMMUNICATION SERVICES — 4.3%

     

AT&T

     

3.600%, 07/15/25

   $ 3,500,000        3,891,772  

Comcast

     

4.700%, 10/15/48

     4,500,000        6,004,653  

Diamond Sports Group

     

5.375%, 08/15/26(B)

     4,500,000        2,629,687  

Discovery Communications

     

3.800%, 03/13/24

     3,150,000        3,428,469  

Level 3 Financing

     

5.250%, 03/15/26

     2,000,000        2,064,800  

Sprint Spectrum

     

3.360%, 09/20/21(B)

     1,250,000        1,261,713  

 

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

 

28


THE ADVISORS’ INNER CIRCLE FUND

  

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

CORPORATE OBLIGATIONS (continued)     Face Amount             Value      

COMMUNICATION SERVICES (continued)

     

Verizon Communications

     

3.500%, 11/01/24

   $ 2,250,000      $ 2,482,710   
     

 

 

 

        21,763,804  

CONSUMER DISCRETIONARY — 2.0%

     

Amazon.com

     

3.150%, 08/22/27

     3,300,000        3,741,002  

Ford Motor Credit

     

3.336%, 03/18/21

     3,855,000        3,855,000  

Goodyear Tire & Rubber

     

5.125%, 11/15/23

     1,200,000        1,193,856  

Newell Brands

     

4.350%, 04/01/23

     1,000,000        1,043,722  

Tenneco

     

5.375%, 12/15/24

     630,000        520,726  
     

 

 

 

        10,354,306  

ENERGY — 3.2%

     

Cheniere Energy Partners

     

4.500%, 10/01/29

     5,000,000        5,097,600  

DCP Midstream Operating

     

6.750%, 09/15/37(B)

     1,500,000        1,425,000  

GasLog

     

8.875%, 03/22/22

     2,550,000        2,460,750  

Genesis Energy

     

6.000%, 05/15/23

     1,700,000        1,544,875  

Kinder Morgan MTN

     

7.800%, 08/01/31

     1,400,000        1,871,848  

Sabine Pass Liquefaction

     

5.750%, 05/15/24

     1,250,000        1,407,671  

5.625%, 03/01/25

     2,000,000        2,289,846  
     

 

 

 

          16,097,590  

FINANCIALS — 6.4%

     

Ally Financial

     

4.125%, 02/13/22

     4,250,000        4,427,831  

Bank of America

     

5.200%, VAR ICE LIBOR USD 3 Month+3.135% (C)

     2,000,000        1,991,895  

3.950%, 04/21/25

     5,750,000        6,418,176  

 

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

 

29


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

CORPORATE OBLIGATIONS (continued)      Face Amount        Value

FINANCIALS (continued)

     

Goldman Sachs Group MTN

     

1.972%, VAR ICE LIBOR USD 3 Month+1.750%, 10/28/27

   $   3,000,000      $ 3,125,174   

JPMorgan Chase

     

6.000%, VAR ICE LIBOR USD 3 Month+3.300% (C)

     1,500,000        1,533,750  

5.000%, VAR United States Secured Overnight

     

Financing Rate+3.380% (C)

     2,000,000        2,000,000  

4.625%, VAR ICE LIBOR USD 3 Month+2.580% (C)

     1,000,000        975,000  

Morgan Stanley

     

1.398%, VAR ICE LIBOR USD 3 Month+1.180%, 01/20/22

     6,000,000        6,012,864  

PNC Financial Services Group

     

6.750%, VAR ICE LIBOR USD 3 Month+3.678% (C)

     2,500,000        2,567,688  

Wells Fargo MTN

     

4.100%, 06/03/26

     3,000,000        3,393,375  
     

 

 

 

          32,445,753  

HEALTH CARE — 1.3%

     

Fresenius US Finance II

     

4.500%, 01/15/23(B)

     2,000,000        2,110,114  

HCA

     

5.375%, 02/01/25

     3,050,000        3,377,356  

5.000%, 03/15/24

     1,250,000        1,398,576  
     

 

 

 

        6,886,046  

INDUSTRIALS — 1.8%

     

Masco

     

4.450%, 04/01/25

     3,750,000        4,295,426  

Northrop Grumman

     

4.030%, 10/15/47

     1,500,000        1,807,938  

Quanta Services

     

2.900%, 10/01/30

     3,000,000        3,131,215  
     

 

 

 

        9,234,579  

INFORMATION TECHNOLOGY — 3.0%

     

Apple

     

3.850%, 08/04/46

     3,000,000        3,675,919  

CommScope Technologies

     

6.000%, 06/15/25(B)

     1,734,000        1,719,053  

NXP BV

     

4.625%, 06/01/23(B)

     1,295,000        1,419,865  

 

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

 

30


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

CORPORATE OBLIGATIONS (continued)      Face Amount        Value

INFORMATION TECHNOLOGY (continued)

     

salesforce.com

     

3.700%, 04/11/28

   $ 3,000,000      $ 3,523,451  

Western Union

     

2.850%, 01/10/25

     4,500,000        4,748,859   
     

 

 

 

            15,087,147  
     

 

 

 

MATERIALS — 0.4%

     

NOVA Chemicals

     

5.000%, 05/01/25(B)

     2,000,000        1,976,250  
     

 

 

 

REAL ESTATE — 0.5%

     

Boston Properties

     

2.750%, 10/01/26

     1,000,000        1,071,218  

Equinix Inc.

     

3.000%, 07/15/50

     1,500,000        1,466,657  
     

 

 

 

        2,537,875  
     

 

 

 

UTILITIES — 0.6%

     

AES

     

6.000%, 05/15/26

     3,000,000        3,143,460  
     

 

 

 

TOTAL CORPORATE OBLIGATIONS
(Cost $114,588,076)

        119,526,810  
     

 

 

 

     
U.S. TREASURY OBLIGATIONS — 7.3%      

U.S. Treasury Bonds

     

3.000%, 02/15/48

     8,000,000        10,531,250  

2.500%, 02/15/45

     6,000,000        7,176,328  
     

 

 

 

        17,707,578  
     

 

 

 

U.S. Treasury Inflation Protected Securities

     

0.500%, 01/15/28

     15,805,950        17,564,053  
     

 

 

 

U.S. Treasury Note

     

2.000%, 08/15/25

     1,500,000        1,615,840  
     

 

 

 

TOTAL U.S. TREASURY OBLIGATIONS
(Cost $30,956,047)

        36,887,471  
     

 

 

 

     
EXCHANGE TRADED FUNDS — 2.4%        Shares           

iShares National Muni Bond ETF

     53,290        6,134,745  

 

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

 

31


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

EXCHANGE TRADED FUNDS (continued)            Shares     Value

Nuveen AMT-Free Quality Municipal Income Fund,

    

Cl Institutional

     409,191     $ 5,863,707  
    

 

 

 

TOTAL EXCHANGE TRADED FUNDS
(Cost $10,933,458)

       11,998,452  
    

 

 

 

    
PREFERRED STOCK — 0.7%     

FINANCIALS — 0.4%

    

Wells Fargo, 7.500%

     1,700       2,292,892   
    

 

 

 

REAL ESTATE — 0.3%

    

Public Storage, 4.900% ‡

     50,000       1,284,500  
    

 

 

 

TOTAL PREFERRED STOCK
(Cost $3,142,538)

       3,577,392  
    

 

 

 

    
MUNICIPAL BOND — 0.6%    Face Amount      

Metropolitan Transportation Authority, Ser B-1, RB

    

5.000%, 05/15/22

   $ 3,000,000       3,042,810  
    

 

 

 

TOTAL MUNICIPAL BOND
(Cost $3,091,813)

       3,042,810  
    

 

 

 

    
CASH EQUIVALENT — 2.9%    Shares      

JPMorgan U.S. Government Money Market Fund,
Cl Institutional, 0.010% (D)
(Cost $14,993,433)

     14,993,433       14,993,433  
    

 

 

 

TOTAL INVESTMENTS — 99.6%

 

       (Cost $415,898,610)

     $     506,169,652  
    

 

 

 

    
WRITTEN EQUITY OPTIONS * — (0.1)%    Contracts     Value

TOTAL WRITTEN OPTIONS — (0.1)% (E)
(Premiums Received $816,200)

     (347   $ (554,302
    

 

 

 

 

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

 

32


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

A list of the exchange traded option contracts held by the Fund at October 31, 2020, is as follows:

 

Description                                 

     Contracts       Notional  
Amount
   Exercise 
Price
      Expiration 
Date
         Value    

WRITTEN OPTIONS — (0.1)%

            

Call Options

            

Alphabet*

     (62 )         $ (10,050,262 )       $1,600        11/21/20          $ (434,000 )  

Amazon.com*

     (44     (13,359,060     3,500        11/21/20        (75,900

Cigna*

     (143     (2,387,671     200        12/19/20        (27,742

Facebook*

     (98     (2,578,478     300        11/21/20        (16,660
    

 

 

 

       

 

 

 

Total Written Options

         $   (28,375,471             $   (554,302
    

 

 

 

       

 

 

 

Percentages are based on Net Assets of $508,104,074.

*

Non-income producing security.

Real Estate Investment Trust

(A)

Security, or portion thereof, has been pledged as collateral on written equity options.

(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 such securities as of October 31, 2020 was $12,541,682 which represents 2.5% of Net Assets.

(C)

Perpetual security with no stated maturity date.

(D)

The rate reported is the 7-day effective yield as of October 31, 2020.

(E)

Refer to table below for details on Options Contracts.

ADR — American Depositary Receipt

AMT — Alternative Minimum Tax

Cl — Class

ETF — Exchange-Traded Fund

ICE — Intercontinental Exchange

LIBOR— London Interbank Offered Rate

MTN — Medium Term Note

PLC — Public Limited Company

RB — Revenue Bond

USD — U.S. Dollar

VAR — Variable Rate

 

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

 

33


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

OCTOBER 31, 2020

 

 

 

The following is a summary of the inputs used as of October 31, 2020, when valuing the Fund’s investments and other financial instruments:

 

                                                                                       
Investments in Securities    Level 1     Level 2      Level 3      Total

 

 

Common Stock

   $ 316,143,284     $      $      $ 316,143,284    

Corporate Obligations

           119,526,810               119,526,810    

U.S. Treasury Obligations

           36,887,471               36,887,471    

Exchange Traded Funds

     11,998,452                     11,998,452    

Preferred Stock

     3,577,392                     3,577,392    

Municipal Bond

           3,042,810               3,042,810    

Cash Equivalent

     14,993,433                     14,993,433    
  

 

 

 

Total Investments in Securities

   $ 346,712,561     $ 159,457,091      $      $ 506,169,652    
  

 

 

 
Other Financial Instruments    Level 1     Level 2      Level 3      Total

 

 

Written Options

   $ (554,302   $      $      $ (554,302)    

Total Other Financial

          
  

 

 

 

Instruments

   $ (554,302   $      $      $ (554,302)    
  

 

 

 

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 in Notes to Financial Statements.

 

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

 

34


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS ALL CAP GROWTH FUND

OCTOBER 31, 2020

 

 

 

SECTOR WEIGHTINGS (UNAUDITED)†

 

LOGO

 

 

Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS            
COMMON STOCK — 98.5%**        Shares          Value
     

COMMUNICATION SERVICES — 3.8%

     

Netflix *

     2,994      $ 1,424,365  

Tencent Holdings ADR

     86,764        6,623,564   
     

 

 

 

        8,047,929  
     

 

 

 

CONSUMER DISCRETIONARY — 15.6%

     

Alibaba Group Holding ADR *

     26,056        7,939,003  

Amazon.com *

     5,376        16,322,342  

Chipotle Mexican Grill, Cl A *

     2,543        3,055,364  

DR Horton

     21,276        1,421,449  

Lululemon Athletica *

     12,702        4,055,622  
     

 

 

 

            32,793,780  
     

 

 

 

FINANCIALS — 5.9%

     

Intercontinental Exchange

     26,065        2,460,536  

S&P Global

     23,226        7,495,727  

Tradeweb Markets, Cl A

     44,739        2,437,381  
     

 

 

 

        12,393,644  
     

 

 

 

HEALTH CARE — 19.5%

     

Danaher

     28,883        6,629,804  

Edwards Lifesciences *

     68,793        4,931,770  

IDEXX Laboratories *

     16,842        7,154,818  

 

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

 

35


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS ALL CAP GROWTH FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)        Shares          Value

HEALTH CARE (continued)

  

Intuitive Surgical *

     7,745      $ 5,166,535  

Teleflex

     4,715        1,500,454  

Thermo Fisher Scientific

     16,347        7,734,093  

UnitedHealth Group

     4,835        1,475,352  

Vertex Pharmaceuticals *

     5,058        1,053,885  

Zoetis, Cl A

     34,232        5,427,484   
     

 

 

 

            41,074,195  
     

 

 

 

INDUSTRIALS — 15.4%

  

Cintas

     16,979        5,340,744  

CoStar Group *

     11,111        9,151,131  

Fastenal

     56,711        2,451,617  

IHS Markit

     43,208        3,494,231  

Roper Technologies

     13,443        4,991,924  

Trex *

     61,400        4,269,756  

United Rentals *

     14,942        2,664,009  
     

 

 

 

        32,363,412  
     

 

 

 

INFORMATION TECHNOLOGY — 30.3%

  

Adobe *

     13,106        5,859,693  

Advanced Micro Devices *

     20,013        1,506,779  

Amphenol, Cl A

     14,214        1,603,908  

ANSYS *

     9,549        2,906,429  

Apple

     48,590        5,289,507  

ASML Holding, Cl G

     4,206        1,519,249  

EPAM Systems *

     11,416        3,526,973  

Intuit

     9,317        2,931,873  

Mastercard, Cl A

     28,199        8,139,359  

Microsoft

     25,025        5,066,812  

Monolithic Power Systems

     20,682        6,609,967  

NVIDIA

     11,227        5,628,769  

PayPal Holdings *

     31,652        5,891,387  

Twilio, Cl A *

     13,467        3,756,889  

Tyler Technologies *

     9,042        3,475,564  
     

 

 

 

        63,713,158  
     

 

 

 

 

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

 

36


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS ALL CAP GROWTH FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)        Shares          Value

MATERIALS — 6.3%

     

Ecolab

     10,888      $ 1,998,928  

Martin Marietta Materials

     18,002        4,794,833  

Sherwin-Williams

     9,212        6,337,671   
     

 

 

 

            13,131,432  
     

 

 

 

REAL ESTATE — 1.7%

     

Equinix ‡

     1,850        1,352,794  

SBA Communications, Cl A ‡

     7,241        2,102,569  
     

 

 

 

        3,455,363  
     

 

 

 

TOTAL COMMON STOCK
(Cost $114,475,628)

        206,972,913  
     

 

 

 

     

CASH EQUIVALENT — 1.6%

     

JPMorgan U.S. Government Money Market Fund,
Cl Institutional, 0.010% (A)
(Cost $3,420,161)

     3,420,161        3,420,161  
     

 

 

 

TOTAL INVESTMENTS — 100.1%

 

       (Cost $117,895,789)

      $   210,393,074  
     

 

 

 

Percentages are based on Net Assets of $210,258,059.

*

Non-income producing security.

**

More narrow industries are utilized for compliance purposes, whereas broad sectors are utilized for reporting periods.

Real Estate Investment Trust

(A)

The rate reported is the 7-day effective yield as of October 31, 2020.

ADR — American Depositary Receipt

Cl — Class

As of October 31, 2020, all of the Fund’s investments were considered Level 1, 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 in Notes to Financial Statements.

 

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

 

37


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS EQUITY INCOME FUND

OCTOBER 31, 2020

 

 

 

SECTOR WEIGHTINGS (UNAUDITED)†

 

LOGO

 

 

Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS            
COMMON STOCK — 98.5%        Shares          Value

COMMUNICATION SERVICES — 1.9%

     

Comcast, Cl A

     60,023      $ 2,535,372   
     

 

 

 

CONSUMER DISCRETIONARY — 9.4%

     

Home Depot

     13,063        3,484,033  

McDonald’s

     6,592        1,404,096  

Starbucks

     25,244        2,195,218  

Target

     13,426        2,043,706  

TJX

     66,558        3,381,146  
     

 

 

 

            12,508,199  
     

 

 

 

ENERGY — 4.1%

     

Enterprise Products Partners (A)

     173,660        2,877,546  

Magellan Midstream Partners (A)

     73,968        2,628,823  
     

 

 

 

        5,506,369  
     

 

 

 

FINANCIALS — 12.8%

     

Blackstone Group, Cl A

     126,018        6,353,828  

Brookfield Asset Management, Cl A

     74,027        2,204,524  

CME Group, Cl A

     26,861        4,048,490  

JPMorgan Chase

     45,485        4,459,349  
     

 

 

 

        17,066,191  
     

 

 

 

 

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

 

38


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS EQUITY INCOME FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)        Shares          Value

HEALTH CARE — 16.9%

     

Abbott Laboratories

     66,442      $ 6,983,719  

AbbVie

     37,488        3,190,229  

Anthem

     11,189        3,052,359  

AstraZeneca PLC ADR

     68,808        3,451,409  

Becton Dickinson

     11,386        2,631,646  

CVS Health

     33,589        1,884,007  

Merck

     18,678        1,404,772  
     

 

 

 

            22,598,141  
     

 

 

 

INDUSTRIALS — 6.9%

     

Fastenal

     72,167        3,119,779  

Lockheed Martin

     8,287        2,901,527  

Union Pacific

     12,809        2,269,627  

United Parcel Service, Cl B

     5,900        926,949  
     

 

 

 

            9,217,882   
     

 

 

 

INFORMATION TECHNOLOGY — 23.6%

     

Accenture PLC, Cl A

     9,323        2,022,252  

Amphenol, Cl A

     9,466        1,068,144  

Apple

     70,285        7,651,225  

Broadridge Financial Solutions

     15,219        2,094,134  

Microchip Technology

     23,640        2,484,091  

Microsoft

     52,619        10,653,769  

Taiwan Semiconductor Manufacturing ADR

     27,096        2,272,541  

Texas Instruments

     22,954        3,318,919  
     

 

 

 

        31,565,075  
     

 

 

 

REAL ESTATE — 13.5%

     

American Campus Communities ‡

     63,039        2,361,441  

American Tower, Cl A ‡

     22,969        5,274,831  

Americold Realty Trust ‡

     61,416        2,225,102  

Camden Property Trust ‡

     10,454        964,277  

CyrusOne ‡

     28,374        2,015,973  

Equinix ‡

     2,384        1,743,276  

VICI Properties ‡

     152,316        3,495,652  
     

 

 

 

        18,080,552  
     

 

 

 

 

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

 

39


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS EQUITY INCOME FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)        Shares          Value

UTILITIES — 9.4%

     

Brookfield Infrastructure Partners (A)

     82,040      $ 3,519,516  

Brookfield Renewable, Cl A

     15,410        1,028,926  

Brookfield Renewable Partners (A)

     61,640        3,343,970  

NextEra Energy Partners

     73,772        4,632,881   
     

 

 

 

        12,525,293  
     

 

 

 

TOTAL COMMON STOCK
(Cost $80,707,177)

            131,603,074  
     

 

 

 

     

CASH EQUIVALENT — 1.4%

     

JPMorgan U.S. Government Money Market Fund,
Cl Institutional, 0.010% (B)
(Cost $1,849,531)

     1,849,531        1,849,531  
     

 

 

 

TOTAL INVESTMENTS — 99.9%

 

       (Cost $82,556,708)

      $ 133,452,605  
     

 

 

 

Percentages are based on Net Assets of $133,559,651.

Real Estate Investment Trust

(A)

Securities considered Master Limited Partnerships. At October 31, 2020, these securities amounted to $12,369,855 or 9.3% of Net Assets.

(B)

The rate reported is the 7-day effective yield as of October 31, 2020.

ADR — American Depositary Receipt

Cl — Class

PLC — Public Limited Company

As of October 31, 2020, all of the Fund’s investments were considered Level 1, 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 in Notes to Financial Statements.

 

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

 

40


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INTERNATIONAL

GROWTH FUND

OCTOBER 31, 2020

 

 

 

SECTOR WEIGHTINGS (UNAUDITED)†

 

LOGO

 

 

Percentages are based on total investments.

 

SCHEDULE OF INVESTMENTS  
COMMON STOCK — 96.8%        Shares          Value

ARGENTINA — 2.0%

     

MercadoLibre *

     3,319      $     4,029,432    
     

 

 

 

AUSTRALIA — 2.2%

     

BHP Group

     179,092        4,253,788  
     

 

 

 

CANADA — 5.7%

     

Brookfield Asset Management, Cl A

     65,270        1,943,741  

Canadian National Railway

     30,600        3,043,170  

Ritchie Bros Auctioneers

     77,470        4,697,006  

Suncor Energy

     137,611        1,553,628  
     

 

 

 

        11,237,545  
     

 

 

 

CHINA — 12.0%

     

Alibaba Group Holding ADR *

     26,906        8,197,989  

New Oriental Education & Technology Group ADR

     14,324        2,297,283  

Tencent Holdings

     107,000        8,152,666  

Yum China Holdings

     95,250        5,070,158  
     

 

 

 

        23,718,096  
     

 

 

 

DENMARK — 2.0%

     

Vestas Wind Systems

     23,544        4,017,780  
     

 

 

 

 

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

 

41


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INTERNATIONAL

GROWTH FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)   

 

    Shares    

     Value

FRANCE — 7.0%

     

Air Liquide

     30,269      $     4,424,812    

LVMH Moet Hennessy Louis Vuitton

     11,855        5,557,095  

Ubisoft Entertainment *

     43,974        3,872,955  
     

 

 

 

        13,854,862  

GERMANY — 6.6%

     

Continental

     24,855        2,639,308  

Deutsche Boerse

     14,624        2,149,921  

Siemens

     30,154        3,539,127  

Symrise, Cl A

     37,577        4,636,703  
     

 

 

 

        12,965,059  

HONG KONG — 2.6%

     

AIA Group

     535,500        5,084,135  
     

 

 

 

INDIA — 2.6%

     

HDFC Bank ADR *

     90,429        5,194,242  
     

 

 

 

IRELAND — 2.7%

     

ICON PLC *

     29,905        5,391,871  
     

 

 

 

JAPAN — 14.5%

     

Daikin Industries

     30,000        5,615,130  

FANUC

     17,500        3,715,959  

Nidec

     63,500        6,413,486  

Seven & i Holdings

     75,500        2,298,733  

Sony

     46,000        3,828,845  

Sysmex

     48,000        4,514,245  

Tokio Marine Holdings

     50,000        2,231,990  
     

 

 

 

        28,618,388  

MEXICO — 0.9%

     

Fomento Economico Mexicano ADR

     32,626        1,754,300  
     

 

 

 

NETHERLANDS — 2.8%

     

ASML Holding

     14,957        5,414,570  
     

 

 

 

 

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

 

42


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INTERNATIONAL

GROWTH FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)   

 

    Shares    

     Value

SINGAPORE — 1.4%

     

DBS Group Holdings

     187,218      $     2,797,549    
     

 

 

 

SPAIN — 4.4%

     

Amadeus IT Group

     73,466        3,512,555  

Banco Santander

     1,342,513        2,674,947  

Grifols ADR

     147,472        2,504,075  
     

 

 

 

        8,691,577  

SWEDEN — 3.0%

     

Assa Abloy, Cl B

     157,585        3,383,347  

Hexagon, Cl B

     33,747        2,467,759  
     

 

 

 

        5,851,106  

SWITZERLAND — 8.3%

     

Alcon

     59,252        3,361,844  

Chubb

     26,223        3,406,630  

Julius Baer Group

     76,809        3,433,149  

Novartis

     51,625        4,024,423  

Temenos

     19,840        2,130,431  
     

 

 

 

        16,356,477  

TAIWAN — 3.8%

     

Taiwan Semiconductor Manufacturing ADR

     89,436        7,500,997  
     

 

 

 

UNITED KINGDOM — 9.3%

     

BAE Systems PLC

     454,007        2,331,672  

Diageo PLC

     74,429        2,397,590  

InterContinental Hotels Group *

     53,706        2,726,562  

Lloyds Banking Group PLC

     7,192,726        2,609,947  

London Stock Exchange Group PLC

     32,821        3,518,920  

Royal Dutch Shell PLC, Cl B

     191,386        2,313,765  

Smith & Nephew PLC

     144,735        2,504,020  
     

 

 

 

        18,402,476  

UNITED STATES — 3.0%

     

Euronet Worldwide *

     34,234        3,041,348  

 

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

 

43


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INTERNATIONAL

GROWTH FUND

OCTOBER 31, 2020

 

 

 

COMMON STOCK (continued)        Shares          Value

UNITED STATES (continued)

     

Las Vegas Sands

     60,541      $     2,909,600    
     

 

 

 

        5,950,948  
     

 

 

 

TOTAL COMMON STOCK
(Cost $178,946,996)

        191,085,198  
     

 

 

 

CASH EQUIVALENT — 2.2%  

JPMorgan U.S. Government Money Market Fund, Cl Institutional, 0.010% (A)
(Cost $4,389,649)

     4,389,649        4,389,649  
     

 

 

 

TOTAL INVESTMENTS — 99.0%

 

       (Cost $183,336,645)

     
      $     195,474,847  
     

 

 

 

Percentages are based on Net Assets of $197,523,759.

*

Non-income producing security.

(A)

The rate reported is the 7-day effective yield as of October 31, 2020.

ADR — American Depositary Receipt

Cl — Class

PLC — Public Limited Company

The following is a summary of the inputs used as of October 31, 2020, when valuing the Fund’s investments:

 

Investments in Securities    Level 1      Level 2      Level 3      Total

Argentina

   $     4,029,432      $      $                 —      $     4,029,432      

Australia

            4,253,788               4,253,788  

Canada

     11,237,545                      11,237,545  

China

     15,565,430        8,152,666               23,718,096  

Denmark

            4,017,780               4,017,780  

France

            13,854,862               13,854,862  

Germany

            12,965,059               12,965,059  

Hong Kong

            5,084,135               5,084,135  

India

     5,194,242                      5,194,242  

Ireland

     5,391,871                      5,391,871  

Japan

            28,618,388               28,618,388  

Mexico

     1,754,300                      1,754,300  

Netherlands

            5,414,570               5,414,570  

Singapore

            2,797,549               2,797,549  

Spain

     2,504,075        6,187,502               8,691,577  

Sweden

            5,851,106               5,851,106  

Switzerland

     3,406,630        12,949,847               16,356,477  

 

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

 

44


THE ADVISORS’ INNER CIRCLE FUND

  

CIBC ATLAS INTERNATIONAL

GROWTH FUND

OCTOBER 31, 2020

 

 

 

Investments in Securities    Level 1      Level 2      Level 3      Total

Taiwan

   $ 7,500,997      $      $                     —      $ 7,500,997    

United Kingdom

            18,402,476               18,402,476  

United States

     5,950,948                      5,950,948  

Cash Equivalent

     4,389,649                      4,389,649  
  

 

 

    

 

 

    

 

 

    

 

 

 

Total Investments in Securities

   $     66,925,119      $     128,549,728      $      $   195,474,847  
  

 

 

    

 

 

    

 

 

    

 

 

 

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 in Notes to Financial Statements.

 

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

 

45


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

STATEMENTS OF ASSETS AND LIABILITIES

     
     CIBC Atlas
Disciplined
Equity Fund
   CIBC Atlas
Mid Cap
Equity Fund
   CIBC Atlas
Income
Opportunities
Fund

Assets:

        

Investments at Value (Cost $734,619,769, $485,584,467 and $415,898,610, respectively)

     $     1,319,966,995        $     713,727,769        $ 506,169,652  

Receivable for Capital Shares Sold

     1,198,755        1,382,875        546,299  

Dividends and Interest Receivable

     403,709        423,279        1,425,936  

Distribution Receivable

            218,792         

Receivable for Investment Securities Sold

                   1,452,395  

Cash Collateral Held at Prime Broker for

        

Written Options

                   1,325,900  

Reclaim Receivable

            2,547        71,336  

Prepaid Expenses

     7,987        14,616        14,218  
  

 

 

 

  

 

 

 

  

 

 

 

Total Assets

     1,321,577,446        715,769,878        511,005,736  
  

 

 

 

  

 

 

 

  

 

 

 

Liabilities:

        

Written Equity Options, at value (Premiums Received $—, $— and $816,200, respectively)

                   554,302  

Payable for Investment Securities Purchased

                   1,989,298  

Payable for Capital Shares Redeemed

     1,091,845        311,205        22,443  

Audit Fees Payable

     25,014        25,014        22,782  

Payable Due to Adviser

     760,531        477,304        265,107  

Payable Due to Administrator

     58,634        31,978        22,202  

Chief Compliance Officer Fees Payable

     2,700        1,477        1,024  

Payable Due to Trustees

     626        343        238  

Other Accrued Expenses

     47,213        27,319        24,266  
  

 

 

 

  

 

 

 

  

 

 

 

Total Liabilities

     1,986,563        874,640        2,901,662  
  

 

 

 

  

 

 

 

  

 

 

 

Net Assets

     $ 1,319,590,883        $ 714,895,238        $     508,104,074  
  

 

 

 

  

 

 

 

  

 

 

 

Net Assets Consist of:

        

Paid-in Capital

     $ 701,156,842        $ 468,691,087        $ 426,757,653  

Total Distributable Earnings

     618,434,041        246,204,151        81,346,421  
  

 

 

 

  

 

 

 

  

 

 

 

Net Assets

     $ 1,319,590,883        $ 714,895,238        $ 508,104,074  
  

 

 

 

  

 

 

 

  

 

 

 

Institutional Shares:

        

Outstanding Shares of Beneficial Interest

(unlimited authorization — no par value)

     55,709,675        41,232,740        39,956,004  
  

 

 

 

  

 

 

 

  

 

 

 

Net Asset Value, Offering and Redemption Price Per Share

     $ 23.69        $ 17.34        $ 12.72  
  

 

 

 

  

 

 

 

  

 

 

 

 

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

 

46


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

STATEMENTS OF ASSETS AND LIABILITIES

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

 

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

 

47


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

STATEMENTS OF ASSETS AND LIABILITIES

     CIBC Atlas All
Cap Growth
Fund
   CIBC Atlas
Equity Income
Fund
   CIBC Atlas
International
Growth Fund

Assets:

        

Investments at Value (Cost $117,895,789, $82,556,708 and $183,336,645, respectively)

     $     210,393,074        $     133,452,605        $     195,474,847  

Foreign Currency at Value (Cost $–, $– and $366,124, respectively)

                   360,267  

Receivable for Investment Securities Sold

     1,927,265                

Receivable for Capital Shares Sold

     865,595        421        1,591,795  

Dividends and Interest Receivable

     39,681        251,199        211,721  

Reclaim Receivable

     4,428        10,107        115,227  

Prepaid Expenses

     14,292        8,796        14,307  
  

 

 

 

  

 

 

 

  

 

 

 

Total Assets

     213,244,335        133,723,128        197,768,164  
  

 

 

 

  

 

 

 

  

 

 

 

Liabilities:

        

Payable for Investment Securities Purchased

     2,709,756                

Payable for Capital Shares Redeemed

     51,321        12,396        44,411  

Audit Fees Payable

     25,014        25,014        22,774  

Payable Due to Adviser

     179,081        111,118        139,230  

Payable Due to Administrator

     9,328        5,953        8,532  

Chief Compliance Officer Fees Payable

     429        276         

Payable Due to Trustees

     99        64        91  

Other Accrued Expenses

     11,248        8,656        29,367  
  

 

 

 

  

 

 

 

  

 

 

 

Total Liabilities

     2,986,276        163,477        244,405  
  

 

 

 

  

 

 

 

  

 

 

 

Net Assets

     $ 210,258,059        $ 133,559,651        $ 197,523,759  
  

 

 

 

  

 

 

 

  

 

 

 

Net Assets Consist of:

        

Paid-in Capital

     $ 101,828,901        $ 76,603,535        $ 186,392,885  

Total Distributable Earnings

     108,429,158        56,956,116        11,130,874  
  

 

 

 

  

 

 

 

  

 

 

 

Net Assets

     $ 210,258,059        $ 133,559,651        $ 197,523,759  
  

 

 

 

  

 

 

 

  

 

 

 

Institutional Shares:

        

Outstanding Shares of Beneficial Interest

(unlimited authorization — no par value)

     6,210,706        3,080,713        18,521,407  
  

 

 

 

  

 

 

 

  

 

 

 

Net Asset Value, Offering and Redemption Price Per Share

     $ 33.85        $ 43.35        $ 10.66  
  

 

 

 

  

 

 

 

  

 

 

 

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

 

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

 

48


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

FOR THE YEAR ENDED

OCTOBER 31, 2020

 

 

 

STATEMENTS OF OPERATIONS

     CIBC Atlas
Disciplined
Equity Fund
  CIBC Atlas Mid
Cap Equity
Fund
  CIBC Atlas
Income
Opportunities
Fund

Investment Income:

      

Dividends

     $ 18,412,387       $ 5,038,626       $ 8,343,465  

Interest

                 5,251,892  

Less: Foreign Taxes Withheld

           (17,748     (36,115
  

 

 

 

 

 

 

 

 

 

 

 

Total Investment Income

     18,412,387       5,020,878       13,559,242  
  

 

 

 

 

 

 

 

 

 

 

 

Expenses:

      

Investment Advisory Fees

     8,171,899       5,419,226       2,957,048  

Administration Fees

     646,898       374,778       255,669  

Trustees’ Fees

     37,371       22,307       14,958  

Chief Compliance Officer Fees

     7,504       4,775       3,625  

Transfer Agent Fees

     83,119       59,125       49,149  

Custodian Fees

     49,354       28,823       21,057  

Legal Fees

     42,248       24,955       16,866  

Registration and Filing Fees

     37,340       32,038       27,518  

Printing Fees

     29,761       17,960       11,900  

Audit Fees

     24,822       24,822       24,830  

Other Expenses

     48,306       30,699       26,497  
  

 

 

 

 

 

 

 

 

 

 

 

Total Expenses

     9,178,622       6,039,508       3,409,117  

Less:

      

Fees Paid Indirectly (Note 4)

     (438     (133     (73
  

 

 

 

 

 

 

 

 

 

 

 

Net Expenses

     9,178,184       6,039,375       3,409,044  
  

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income (Loss)

     9,234,203       (1,018,497     10,150,198  
  

 

 

 

 

 

 

 

 

 

 

 

Net Realized Gain (Loss) on Investments

     27,492,075       28,811,222       (9,370,756

Net Realized Gain on Written Equity Options

                 1,197,559  

Net Change in Unrealized Appreciation on Investments

     91,738,969       10,975,781       17,018,638  

Net Change in Unrealized Appreciation on Written Equity Options

                 144,071  
  

 

 

 

 

 

 

 

 

 

 

 

Net Realized and Unrealized Gain on Investments and Written Equity Options

     119,231,044       39,787,003       8,989,512  
  

 

 

 

 

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

     $   128,465,247       $   38,768,506         $   19,139,710  
  

 

 

 

 

 

 

 

 

 

 

 

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

 

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

 

49


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

FOR THE YEAR ENDED

OCTOBER 31, 2020

 

 

 

STATEMENTS OF OPERATIONS

     CIBC Atlas All
Cap Growth
Fund
  CIBC Atlas
Equity Income
Fund
  CIBC Atlas
International
Growth Fund

Investment Income:

      

Dividends

     $ 851,026       $ 2,497,324       $ 2,295,629  

Less: Foreign Taxes Withheld

     (7,939     (27,893     (142,634
  

 

 

 

 

 

 

 

 

 

 

 

Total Investment Income

     843,087       2,469,431       2,152,995  
  

 

 

 

 

 

 

 

 

 

 

 

Expenses:

      

Investment Advisory Fees

     1,564,960       1,076,702       1,025,857  

Administration Fees

     98,913       69,808       64,681  

Trustees’ Fees

     5,743       4,140       2,750  

Chief Compliance Officer Fees

     2,102       1,799        

Transfer Agent Fees

     35,994       33,350       32,511  

Registration and Filing Fees

     31,716       25,297       33,286  

Audit Fees

     24,822       24,822       24,822  

Custodian Fees

     7,488       5,430       90,545  

Printing Fees

     6,612       7,284       4,448  

Legal Fees

     6,469       4,628       4,259  

Interest Expense

     46              

Deferred Offering Costs (Note 2)

                 41,895  

Other Expenses

     8,982       6,965       8,324  
  

 

 

 

 

 

 

 

 

 

 

 

Total Expenses

     1,793,847       1,260,225       1,333,378  

Advisory Waiver Recapture (Note 5)

     305,953       220,525       66,939  

Less:

      

Fees Paid Indirectly (Note 4)

     (400     (262     (50
  

 

 

 

 

 

 

 

 

 

 

 

Net Expenses

     2,099,400       1,480,488       1,400,267  
  

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income (Loss)

     (1,256,313     988,943       752,728  
  

 

 

 

 

 

 

 

 

 

 

 

Net Realized Gain (Loss) on Investments

     17,165,530       7,979,162       (1,437,162

Net Realized Loss on Foreign Currency Transactions

                 (248,873

Net Change in Unrealized Appreciation (Depreciation) on Investments

     19,701,491       (6,337,521     10,786,071  

Net Change in Unrealized Depreciation on Foreign Currency Translation

                 (420
  

 

 

 

 

 

 

 

 

 

 

 

Net Realized and Unrealized Gain on Investments and Foreign Currency Transactions

     36,867,021       1,641,641       9,099,616  
  

 

 

 

 

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

       $     35,610,708         $     2,630,584         $     9,852,344  
  

 

 

 

 

 

 

 

 

 

 

 

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

 

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

 

50


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

 

 

 

STATEMENTS OF CHANGES IN NET ASSETS

     
     CIBC Atlas Disciplined Equity Fund
     Year Ended
October 31, 2020
  Year Ended
October 31, 2019

Operations:

    

Net Investment Income

   $ 9,234,203     $ 18,276,813  

Net Realized Gain on Investments

     27,492,075       15,845,498  

Net Change in Unrealized Appreciation on Investments

     91,738,969       115,367,905  
  

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

     128,465,247       149,490,216  
  

 

 

 

 

 

 

 

Distributions:

    

Institutional Shares

     (25,832,613     (78,097,005
  

 

 

 

 

 

 

 

Total Distributions

     (25,832,613     (78,097,005
  

 

 

 

 

 

 

 

Capital Share Transactions:

    

Institutional Shares

    

Issued

     153,443,384       156,659,974  

Reinvestment of Dividends and Distributions

     22,044,545       69,938,695  

Redeemed

     (148,807,314     (114,938,429
  

 

 

 

 

 

 

 

Net Increase in Net Assets from Capital Share Transactions

     26,680,615       111,660,240  
  

 

 

 

 

 

 

 

Total Increase in Net Assets

     129,313,249       183,053,451  

Net Assets:

    

Beginning of Year

     1,190,277,634       1,007,224,183  
  

 

 

 

 

 

 

 

End of Year

   $     1,319,590,883       $     1,190,277,634    
  

 

 

 

 

 

 

 

 

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

 

51


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

 

 

 

STATEMENTS OF CHANGES IN NET ASSETS

     
     CIBC Atlas Mid Cap Equity Fund
     Year Ended
October 31, 2020
  Year Ended
October 31, 2019

Operations:

    

Net Investment Loss

   $ (1,018,497   $ (631,646

Net Realized Gain (Loss) on Investments

     28,811,222       (102,922

Net Change in Unrealized Appreciation on Investments

     10,975,781       106,622,169  
  

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

     38,768,506       105,887,601  
  

 

 

 

 

 

 

 

Distributions:

    

Total Distributions

            
  

 

 

 

 

 

 

 

Capital Share Transactions:

    

Institutional Shares

    

Issued

     87,317,546       95,350,237  

Reinvestment of Dividends and Distributions

            

Redeemed

     (138,469,185     (81,531,001
  

 

 

 

 

 

 

 

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

     (51,151,639     13,819,236  
  

 

 

 

 

 

 

 

Total Increase (Decrease) in Net Assets

     (12,383,133     119,706,837  

Net Assets:

    

Beginning of Year

     727,278,371       607,571,534  
  

 

 

 

 

 

 

 

End of Year

   $     714,895,238       $     727,278,371    
  

 

 

 

 

 

 

 

 

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

 

52


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

 

 

 

STATEMENTS OF CHANGES IN NET ASSETS

     
     CIBC Atlas Income Opportunities Fund
     Year Ended
October 31, 2020
  Year Ended
October 31, 2019

Operations:

    

Net Investment Income

   $ 10,150,198     $ 9,565,124  

Net Realized Loss on Investments and Written Equity Options

     (8,173,197     (867,044

Net Change in Unrealized Appreciation on Investments and Written Equity Options

     17,162,709       40,509,454  
  

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

     19,139,710       49,207,534  
  

 

 

 

 

 

 

 

Distributions:

    

Institutional Shares

     (10,806,204     (10,841,551
  

 

 

 

 

 

 

 

Total Distributions

     (10,806,204     (10,841,551
  

 

 

 

 

 

 

 

Capital Share Transactions:

    

Institutional Shares

    

Issued

     96,116,892       131,025,391  

Reinvestment of Dividends and Distributions

     9,120,193       6,092,368  

Redeemed

     (77,343,848     (33,040,804
  

 

 

 

 

 

 

 

Net Increase in Net Assets from Capital Share Transactions

     27,893,237       104,076,955  
  

 

 

 

 

 

 

 

Total Increase in Net Assets

     36,226,743       142,442,938  

Net Assets:

    

Beginning of Year

     471,877,331       329,434,393  
  

 

 

 

 

 

 

 

End of Year

   $     508,104,074       $     471,877,331    
  

 

 

 

 

 

 

 

 

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

 

53


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

 

 

 

STATEMENTS OF CHANGES IN NET ASSETS

     
     CIBC Atlas All Cap Growth Fund
     Year Ended
October 31, 2020
  Year Ended
October 31, 2019

Operations:

    

Net Investment Loss

   $ (1,256,313   $ (1,257,441

Net Realized Gain on Investments

     17,165,530       17,856,051  

Net Change in Unrealized Appreciation on Investments

     19,701,491       12,651,802  
  

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

     35,610,708       29,250,412  
  

 

 

 

 

 

 

 

Distributions

    

Institutional Shares

     (17,870,735     (24,652,020
  

 

 

 

 

 

 

 

Total Distributions

     (17,870,735     (24,652,020
  

 

 

 

 

 

 

 

Capital Share Transactions:

    

Institutional Shares

    

Issued

     35,489,834       29,613,756  

Reinvestment of Dividends and Distributions

     17,820,980       24,550,713  

Redeemed

     (46,800,837     (38,934,759
  

 

 

 

 

 

 

 

Net Increase in Net Assets from Capital Share Transactions

     6,509,977       15,229,710  
  

 

 

 

 

 

 

 

Total Increase in Net Assets

     24,249,950       19,828,102  

Net Assets:

    

Beginning of Year

     186,008,109       166,180,007  
  

 

 

 

 

 

 

 

End of Year

   $     210,258,059       $     186,008,109    
  

 

 

 

 

 

 

 

 

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

 

54


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

 

 

 

STATEMENTS OF CHANGES IN NET ASSETS

     
     CIBC Atlas Equity Income Fund
     Year Ended
October 31, 2020
  Year Ended
October 31, 2019

Operations:

    

Net Investment Income

   $ 988,943     $ 670,306  

Net Realized Gain on Investments

     7,979,162       4,009,408  

Net Change in Unrealized Appreciation (Depreciation) on Investments

     (6,337,521     19,146,185  
  

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

     2,630,584       23,825,899  
  

 

 

 

 

 

 

 

Distributions

    

Institutional Shares

     (5,530,572     (6,629,124
  

 

 

 

 

 

 

 

Total Distributions

     (5,530,572     (6,629,124
  

 

 

 

 

 

 

 

Capital Share Transactions:

    

Institutional Shares

    

Issued

     17,399,703       16,658,433  

Reinvestment of Dividends and Distributions

     5,510,182       6,600,049  

Redeemed

     (22,644,686     (15,728,646
  

 

 

 

 

 

 

 

Net Increase in Net Assets from Capital Share Transactions

     265,199       7,529,836  
  

 

 

 

 

 

 

 

Total Increase (Decrease) in Net Assets

     (2,634,789     24,726,611  

Net Assets:

    

Beginning of Year

     136,194,440       111,467,829  
  

 

 

 

 

 

 

 

End of Year

   $     133,559,651       $     136,194,440    
  

 

 

 

 

 

 

 

 

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

 

55


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

 

 

 

STATEMENTS OF CHANGES IN NET ASSETS

     
     CIBC Atlas International Growth Fund
     Year Ended
October 31, 2020
  Period Ended
October 31, 2019*

Operations:

    

Net Investment Income

   $ 752,728     $ 81,811  

Net Realized Loss on Investments and Foreign Currency Transactions

     (1,686,035     (74,210

Net Change in Unrealized Appreciation on Investments and Foreign Currency Translation

     10,785,651       1,351,309  
  

 

 

 

 

 

 

 

Net Increase in Net Assets Resulting from Operations

     9,852,344       1,358,910  
  

 

 

 

 

 

 

 

Distributions:

    

Institutional Shares

     (80,380      
  

 

 

 

 

 

 

 

Total Distributions

     (80,380      
  

 

 

 

 

 

 

 

Capital Share Transactions:

    

Institutional Shares

    

Issued

     159,115,033       54,026,063  

Reinvestment of Dividends and Distributions

     71,148        

Redeemed

     (25,345,563     (1,473,796
  

 

 

 

 

 

 

 

Net Increase in Net Assets from Capital Share Transactions

     133,840,618       52,552,267  
  

 

 

 

 

 

 

 

Total Increase in Net Assets

     143,612,582       53,911,177  

Net Assets:

    

Beginning of Year/Period

     53,911,177        
  

 

 

 

 

 

 

 

End of Year/Period

   $     197,523,759       $     53,911,177    
  

 

 

 

 

 

 

 

* The Fund commenced operations on May 31, 2019.

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

 

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

 

56


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS DISCIPLINED

EQUITY FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding Throughout Each Year

 

     Year Ended October 31,  
Institutional Class    2020     2019     2018(1)     2017     2016  

Net Asset Value, Beginning of Year

   $ 21.81      $ 20.76      $ 18.76      $ 15.73      $ 16.40   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income from Investment Operations:

          

Net Investment Income*

     0.17       0.34       0.16       0.16       0.15  

Net Realized and Unrealized Gain

     2.18       2.29       2.36       3.11       0.01  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total from Investment Operations

     2.35       2.63       2.52       3.27       0.16  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Dividends and Distributions:

          

Net Investment Income

     (0.18)       (0.32)       (0.16)       (0.15)       (0.15)  

Net Realized Gains

     (0.29)       (1.26)       (0.36)       (0.09)       (0.68)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Dividends and Distributions

     (0.47)       (1.58)       (0.52)       (0.24)       (0.83)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net Asset Value, End of Year

   $ 23.69     $ 21.81     $ 20.76     $ 18.76     $ 15.73  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Return †

     10.89%       14.55%       13.61%       21.02%       1.17%  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ratios and Supplemental Data

          

Net Assets, End of Year (Thousands)

   $     1,319,591     $     1,190,278     $     1,007,224     $     898,378     $     732,489  

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

     0.74%       0.75%       0.76%       0.78%‡       0.80%‡  

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

     0.74%       0.75%       0.76%       0.78%       0.79%  

Ratio of Net Investment Income to Average Net Assets

     0.74%       1.68%       0.78%       0.89%       1.00%  

Portfolio Turnover Rate

     19%       13%       19%       17%       12%  

 

(1)

On June 25, 2018, the name of the AT Disciplined Equity Fund changed to CIBC Atlas Disciplined Equity Fund. See Note 1 in Notes to Financial Statements.

*

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

 

Total return is for the period indicated and has 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.

Ratio includes previously waived advisory fees recaptured. The net expense ratio would have been lower absent the impact of the recaptured fees.

 

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

 

57


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS MID CAP EQUITY FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding Throughout Each Year

 

     Year Ended October 31,  
Institutional Class    2020     2019     2018(1)     2017     2016  

Net Asset Value, Beginning of Year

   $ 16.27      $ 13.85      $ 13.28      $ 11.28      $ 11.49   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income (Loss) from Investment Operations:

          

Net Investment Loss*

     (0.02)       (0.01)       (0.02)       (0.02)       (0.02)  

Net Realized and Unrealized Gain (Loss)

     1.09       2.43       0.59       2.17       (0.18)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total from Investment Operations

     1.07       2.42       0.57       2.15       (0.20)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Dividends and Distributions:

          

Net Realized Gains

                       (0.15)       (0.01)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Return of Capital

                       (2)        
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Dividends and Distributions

                       (0.15)       (0.01)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net Asset Value, End of Year

   $ 17.34     $ 16.27     $ 13.85     $ 13.28     $ 11.28  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Return †

             6.58%               17.47%               4.29%               19.28%               (1.74)%  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ratios and Supplemental Data

          

Net Assets, End of Year (Thousands)

   $ 714,895     $ 727,278     $ 607,572     $ 522,472     $ 334,175  

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

     0.84%       0.84%       0.85%       0.87%       0.88%  

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

     0.84%       0.84%       0.85%       0.87%       0.88%  

Ratio of Net Investment Income to Average Net Assets

     (0.14)%       (0.09)%       (0.16)%       (0.20)%       (0.21)%  

Portfolio Turnover Rate

     25%       18%       9%       17%       23%  

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

(1)

On June 25, 2018, the name of the AT Mid Cap Equity Fund changed to CIBC Atlas Mid Cap Equity Fund. See Note 1 in Notes to Financial Statements.

(2)

Value is less than $0.01 per share.

*

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

Total return is for the period indicated and has 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.

 

58


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INCOME

OPPORTUNITIES FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding Throughout Each Year

 

     Year Ended October 31,  
Institutional Class    2020     2019     2018(1)     2017     2016  

Net Asset Value, Beginning of Year

   $ 12.38      $ 11.26      $ 11.04      $ 10.00      $ 9.68   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income from Investment Operations:

          

Net Investment Income*

     0.26       0.29       0.28       0.27       0.30  

Net Realized and Unrealized Gain

     0.35       1.16       0.23       1.04       0.32  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total from Investment Operations

     0.61       1.45       0.51       1.31       0.62  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Dividends and Distributions:

          

Net Investment Income

     (0.27)       (0.28)       (0.29)       (0.27)       (0.30)  

Net Realized Gains

           (0.05)                    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Dividends and Distributions

     (0.27)       (0.33)       (0.29)       (0.27)       (0.30)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net Asset Value, End of Year

   $ 12.72     $ 12.38     $ 11.26     $ 11.04     $ 10.00  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Return †

     5.07%       13.14%       4.60%       13.20%       6.55%  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ratios and Supplemental Data

          

Net Assets, End of Year (Thousands)

   $         508,104     $         471,877     $         329,434     $         322,712     $         234,464  

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

     0.69%       0.70%       0.71%       0.73%       0.74%  

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

     0.69%       0.70%       0.71%       0.73%       0.74%  

Ratio of Net Investment Income to Average Net Assets

     2.06%       2.45%       2.49%       2.54%       3.13%  

Portfolio Turnover Rate

     21%       15%       25%       17%       24%  

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

(1)

On June 25, 2018, the name of the AT Income Opportunities Fund changed to CIBC Atlas Income Opportunities Fund. See Note 1 in Notes to Financial Statements.

*

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

Total return is for the period indicated and has 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.

 

59


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS

ALL CAP GROWTH FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding Throughout Each Period or Year

 

     Year Ended
October 31,
   

Period

Ended

October

31, 2018(1)

    Year Ended August 31,  
Institutional Class    2020     2019     2018 (2)     2017     2016  

Net Asset Value, Beginning of Year/Period

   $ 30.40      $ 30.98      $ 34.57      $ 28.28      $ 26.32      $ 26.78   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Income (Loss) from Investment Operations:

            

Net Investment Loss*

     (0.20)       (0.21)       (0.05)       (0.22)       (0.17)       (0.19)  

Net Realized and Unrealized Gain (Loss)

     6.59       4.40       (3.54)       9.56       3.99       1.90  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total from Investment Operations

     6.39       4.19       (3.59)       9.34       3.82       1.71  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Dividends and Distributions:

            

Net Realized Gains

     (2.94)       (4.77)             (3.05)       (1.86)       (2.17)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Dividends and Distributions

     (2.94)       (4.77)             (3.05)       (1.86)       (2.17)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Redemption Fees ( Note 2)

                       0.00(3)       0.00(3)       0.00(3)  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net Asset Value, End of Year/Period

   $ 33.85     $ 30.40     $ 30.98     $ 34.57     $ 28.28     $ 26.32  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total Return †

         22.71%           18.51%           (10.38)%           35.54%           15.94%           6.54%  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Ratios and Supplemental Data

            

Net Assets, End of Year/Period
(Thousands)

   $ 210,258     $ 186,008     $ 166,180     $ 187,736     $ 139,450     $ 137,960  

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

     1.10%‡       1.10%‡       1.10%**‡(4)       1.10%       1.10%       1.10%  

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

     0.94%       0.95%       0.92%**(4)       1.15%       1.37%       1.38%  

Ratio of Net Investment Income to Average Net Assets (Including Waivers)

     (0.66)%       (0.72)%       (0.88)%**       (0.72)%       (0.67)%       (0.74)%  

Portfolio Turnover Rate

     49%       56%       4%***       50%       36%       46%  

 

  

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

Total return is for the period indicated and has 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.

Ratio includes previously waived advisory fees recaptured. The net expense ratio would have been lower absent the impact of the recaptured fees.

*

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

**

Annualized.

***

Not Annualized.

(1)

For the period September 1, 2018 to October 31, 2018. Effective February 27, 2018, the CIBC Atlas All Cap Growth Fund changed its fiscal year end to October 31, 2018. See Note 1 in Notes to Financial Statements.

(2)

On February 12, 2018, the All Cap Growth Fund (the “Predecessor Fund”) was reorganized into The Advisors’ Inner Circle Fund AT All Cap Growth Fund. Class R and Class I shares of the All Cap Growth Predecessor Fund were exchanged on a tax-free basis for Institutional Class shares of The Advisors’ Inner Circle Fund AT All Cap Growth Fund. Information presented prior to February 12, 2018 is that of the Predecessor Fund. On June 25, 2018, the name of the AT All Cap Growth Fund changed to CIBC Atlas All Cap Growth Fund. See Note 1 in Notes to Financial Statements.

(3)

Less than $0.005 per share.

 

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

 

60


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS

ALL CAP GROWTH FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

 

 

(4)

The Ratio of Expenses to Average Net Assets includes the effects of fees paid indirectly. If these expense offsets were excluded, the ratios would have been the same.

 

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

 

61


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS

EQUITY INCOME FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding Throughout Each Period or Year

 

     Year Ended
October 31,
    

Period

Ended

     Year Ended August 31,  
Institutional Class    2020      2019     

October

31, 2018(1)

     2018 (2)      2017      2016  

Net Asset Value, Beginning of Year/Period

   $ 43.60      $ 38.44      $ 40.60      $ 36.55      $ 31.29      $ 30.76  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Income (Loss) from Investment Operations:

                 

Net Investment Income*

     0.32        0.22               0.30        0.23        0.08  

Net Realized and Unrealized Gain (Loss)

     1.19        7.19        (2.10)        5.35        5.33        1.04  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total from Investment Operations

     1.51        7.41        (2.10)        5.65        5.56        1.12  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Dividends and Distributions:

                 

Net Investment Income

     (0.48)        (0.37)        (0.06)        (0.81)        (0.30)        (0.29)  

Net Realized Gains

     (1.28)        (1.88)               (0.79)               (0.30)  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Dividends and Distributions

     (1.76)        (2.25)        (0.06)        (1.60)        (0.30)        (0.59)  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Redemption Fees ( Note 2)

                                 0.00(3)        0.00(3)  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Net Asset Value, End of Year/Period

   $ 43.35      $ 43.60      $ 38.44      $ 40.60      $ 36.55      $ 31.29  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Total Return †

     3.45%        20.94%        (5.19)%        15.88%        17.88%        3.71%  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

Ratios and Supplemental Data

                 

Net Assets, End of Year/Period (Thousands)

   $ 133,560      $ 136,194      $ 111,468      $ 115,914      $ 107,340      $ 101,542  

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

     1.10%‡        1.10%‡        1.10%**‡ (4)        1.10%        1.10%        1.10%  

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

     0.94%        0.95%        0.90%**(4)        1.18%        1.44%        1.41%  

Ratio of Net Investment Income to Average Net Assets (Including Waivers)

     0.74%        0.55%        (0.02)%**        0.79%        0.70%        0.25%  

Portfolio Turnover Rate

     30%        23%        3%***        30%        17%        41%  

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

Total return is for the period indicated and has 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.

Ratio includes previously waived advisory fees recaptured. The net expense ratio would have been lower absent the impact of the recaptured fees.

*

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

**

Annualized.

***

Not Annualized.

(1)

For the period September 1, 2018 to October 31, 2018. Effective February 27, 2018, the CIBC Atlas Equity Income Fund changed its fiscal year end to October 31, 2018. See Note 1 in Notes to Financial Statements.

(2)

On February 12, 2018, the Geneva Advisors Equity Income Fund (the “Equity Income Predecessor Fund”) was reorganized into The Advisors’ Inner Circle Fund AT Equity Income Fund (the “AT Equity Income Fund”). Class R and Class I shares of the Equity Income Predecessor Fund were exchanged on a tax-free basis for Institutional Class shares of the AT Equity Income Fund. Information presented prior to February 12, 2018 is that of the Equity Income Predecessor Fund. On June 25, 2018, the name of the AT Equity Income Fund changed to CIBC Atlas Equity Income Fund. See Note 1 in Notes to Financial Statements.

 

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

 

62


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS

EQUITY INCOME FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

 

(3)

Less than $0.005 per share.

(4)

The Ratio of Expenses to Average Net Assets includes the effects of fees paid indirectly. If these expense offsets were excluded, the ratios would have been the same.

 

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

 

63


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS INTERNATIONAL

GROWTH FUND

 

 

 

 

FINANCIAL HIGHLIGHTS

 

Selected Per Share Data & Ratios

For a Share Outstanding Throughout the Year/Period

 

Institutional Class    Year Ended
October 31,
2020
     Period
Ended
October 31,
2019 (1)
 

Net Asset Value, Beginning of Year/Period

   $ 10.38      $ 10.00  
  

 

 

    

 

 

 

Income from Investment Operations:

     

Net Investment Income*

     0.06        0.03  

Net Realized and Unrealized Gain

     0.24        0.35  
  

 

 

    

 

 

 

Total from Investment Operations

     0.30        0.38  
  

 

 

    

 

 

 

Dividends and Distributions:

     

Net Investment Income

     (0.01)         

Net Realized Gains

     (0.01)         
  

 

 

    

 

 

 

Total Dividends and Distributions

     (0.02)         
  

 

 

    

 

 

 

Net Asset Value, End of Year/Period

   $ 10.66      $ 10.38  
  

 

 

    

 

 

 

Total Return †

     2.81%        3.80%  
  

 

 

    

 

 

 

Ratios and Supplemental Data

     

Net Assets, End of Year/Period (Thousands)

   $     197,524      $       53,911  

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

     1.12%‡        1.21%**  

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

     1.07%        1.74%**  

Ratio of Net Investment Income to Average Net Assets

     0.60%        0.65%**  

Portfolio Turnover Rate

     10%        6%***  

Amounts designated as “—” are either not applicable, $0 or have been rounded to $0.

(1)

The Fund commenced operations on May 31, 2019.

Total return is for the period indicated and has 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.

Ratio includes previously waived advisory fees recaptured. The net expense ratio would have been lower absent the impact of the recaptured fees.

*

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

**

Annualized.

***

Not Annualized.

 

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

 

64


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

NOTES TO FINANCIAL STATEMENTS

1. Organization:

The Advisors’ Inner Circle Fund (the “Trust”) is organized as a Massachusetts business trust under an Amended and Restated Agreement and Declaration of Trust dated February 18, 1997. The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company with 43 funds. The financial statements herein are those of the CIBC Atlas Disciplined Equity Fund (the “Disciplined Equity Fund”), CIBC Atlas Mid Cap Equity Fund (the “Mid Cap Equity Fund”), CIBC Atlas Income Opportunities Fund (the “Income Opportunities Fund”), CIBC Atlas All Cap Growth Fund (the “All Cap Growth Fund”), CIBC Atlas Equity Income Fund (the “Equity Income Fund”), and the CIBC Atlas International Growth Fund (the “International Growth Fund”), (each a “Fund” and collectively the “Funds”). Each Fund is classified as a “diversified” investment company under the 1940 Act. The investment objective of the Disciplined Equity Fund is to seek long-term capital appreciation and, secondarily, current income by investing primarily in equity securities of U.S. and foreign issuers. The investment objective of the Mid Cap Equity Fund is to seek long-term capital appreciation by investing primarily (at least 80% of its net assets) in equity securities of mid-capitalization companies. The investment objective of the Income Opportunities Fund is to seek current income and long-term capital appreciation by investing primarily (at least 80% of its net assets) in income producing securities. The investment objective of the All Cap Growth Fund is to seek long-term capital appreciation by investing primarily in equity securities of U.S. companies. The investment objective of the Equity Income Fund is to seek current income, and secondarily, modest capital appreciation by investing primarily (at least 80% of its net assets) in equity securities. The investment objective of the International Growth Fund is to seek long-term capital appreciation by investing primarily in common stocks of U.S. issuers and common stocks and American Depositary Receipts (“ADRs”) of foreign issuers. 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.

On January 26, 2018, the shareholders of the Geneva Advisors All Cap Growth Fund (the “All Cap Growth Predecessor Fund”) and Geneva Advisors Equity Income Fund (the “Equity Income Predecessor Fund” and, together with the All Cap Growth Predecessor Fund, the “Predecessor Funds”) approved a proposed agreement and plan of reorganization (the “Reorganization”) that provided for

 

65


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

the acquisition of all the assets and assumption of all the liabilities of the Predecessor Funds in exchange for Institutional Class Shares of the Funds on February 12, 2018 in a tax-free transaction. The All Cap Growth Fund and the Equity Income Fund had no operations prior to the Reorganization. The Predecessor Funds were managed by Geneva Advisors, LLC prior to its acquisition by AT Investment Advisers, Inc. The Predecessor Funds had substantially similar investment objectives, investment strategies, policies and restrictions as those of the All Cap Growth Fund and the Equity Income Fund. The financial statements and financial highlights reflect the financial information of the Predecessor Funds prior to February 12, 2018.

Effective June 25, 2018, the name of the AT Disciplined Equity Fund, AT Mid Cap Equity Fund, AT Income Opportunities Fund, AT All Cap Growth Fund and AT Equity Income Fund changed to CIBC Atlas Disciplined Equity Fund, CIBC Atlas Mid Cap Equity Fund, CIBC Atlas Income Opportunities Fund, CIBC Atlas All Cap Growth Fund and CIBC Atlas Equity Income Fund, respectively. Each Fund’s name change had no impact on the Funds’ operations or investment objectives.

Effective June 25, 2018, AT Investment Advisers, Inc. changed its name to CIBC Private Wealth Advisors, Inc. The name change had no impact to the management or operations of the Funds.

At a meeting held on February 27, 2018, the Board of Trustees of The Advisors’ Inner Circle Fund approved a change in the fiscal year end from August 31st to October 31st for the CIBC Atlas All Cap Growth Fund and CIBC Atlas Equity Income Fund. The change in fiscal year end was effective on October 31, 2018.

2. Significant Accounting Policies:

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

Use of Estimates — The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the fair value of assets, the reported amount of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during

 

66


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

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 the 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 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, provided that it is determined the amortized cost continues to approximate fair value. Should existing credit, liquidity or interest rate conditions in the relevant markets and issuer specific circumstances suggest that amortized cost does not approximate fair value, then the amortized cost method may not be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates.

Investment companies held in the Funds’ portfolios are valued at the published net asset value.

Options for which the primary market is a national securities exchange are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded, or, if there is no such reported sale, at the most recent quoted bid price for long options

 

67


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

and at the most recent ask price for written options. Options not traded on a national securities exchange are valued in accordance with Fair Value Procedures established by the Funds’ Board of Trustees (the “Board”).

Securities for which market prices are not “readily available” are valued in accordance with Fair Value Procedures established by the Funds’ Board. The Funds’ Fair Value Procedures are implemented through a fair value pricing 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 securities which were fair valued by the Committee.

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

 

   

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

 

   

Level 2 — Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with pricing procedures approved by the Board, etc.); and

 

68


THE ADVISORS’ INNER CIRCLE FUND   

CIBC ATLAS FUNDS

OCTOBER 31, 2020

 

 

 

   

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

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

For the year ended October 31, 2020, there have been no significant changes to the Funds’ fair valuation methodology.

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

As of and during the year ended October 31, 2020, the Funds did not have a liability for any unrecognized tax benefits. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations. During the year ended October 31, 2020, the Funds did not incur any interest or penalties.

Security Transactions and Investment Income — Security transactions are accounted for on trade date for financial reporting purposes. 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. Interest income is recognized on the accrual basis. Interest income is recognized on the accrual basis from

 

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settlement date. Purchase discounts and premiums on debt securities are accreted and amortized to maturity and included in interest income.

Investments in Real Estate Investment Trusts (“REITs”) — Dividend income from REITs is recorded based on the income included in distributions received from the REIT investments using published REIT reclassifications, including some management estimates when actual amounts are not available. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts.

Foreign Currency Translation — The books and records of the Funds are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Funds do 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 gains and losses on investments and net change in unrealized appreciation (depreciation) on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Funds’ books and the U.S. dollar equivalent amounts actually received or paid.

Options Written/Purchased — The Income Opportunities Fund invests in financial options contracts to add return or to economically hedge its existing portfolio securities, or securities that the Fund intends to purchase, against fluctuations in fair value caused by changes in prevailing market interest rates. The option techniques utilized are to hedge against changes in interest rates, foreign currency exchange rates or securities’ prices in order to establish more definitely the effective return on securities or currencies held or intended to be acquired by the Fund, to reduce the volatility of the currency exposure associated with an investment in non-U.S. securities, or as an efficient means of adjusting exposure to the bond, equity and currency markets and not for speculation. When the Fund writes or purchases an option, an amount

 

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equal to the premium received or paid by the Fund is recorded as a liability or an asset and is subsequently adjusted to the current market value of the option written or purchased. Premiums received from writing or paid for purchasing options which expire unexercised are treated by the Fund on the expiration date as realized gains or losses. The difference between the premium and the amount paid or received on effecting a closing purchase or sale transaction, including brokerage commissions, is also treated as a realized gain or loss. If an option is exercised, the premium paid or received is added to the cost of the purchase or proceeds from the sale in determining whether the Fund has realized a gain or a loss.

For the year ended October 31, 2020, the average quarterly balances for written options were as follows:

 

Average Market Value for Written Options:

   $ 280,191  

The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases. The risk in writing a put option is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in purchasing an option is that the Fund pays a premium whether or not the option is exercised. The Fund also has the additional risk of being unable to enter into a closing transaction at an acceptable price if a liquid secondary market does not exist. Option contracts also involve the risk that they may not work as intended due to unanticipated developments in market conditions or other causes.

Finally, for written options, the risk exists that losses could exceed amounts disclosed on the Statement of Assets and Liabilities. Net realized and unrealized gains or losses associated with written equity options are reported on the Statement of Operations as net realized gain or loss on written equity options and net change in unrealized depreciation or appreciation on written equity options. Written options transactions entered into during the year ended October 31, 2020, are subject to equity risk.

Master Limited Partnerships (“MLPs”) — The Funds may invest in MLPs. MLPs are limited partnerships or limited liability companies, whose partnership units or limited liability interests are listed and traded on a U.S. securities exchange, and are treated as publicly traded partnerships for federal income tax purposes. To qualify to be treated as a partnership for tax purposes, an MLP must receive at least 90% of its income from qualifying sources as set forth in Section 7704(d) of the Internal Revenue

 

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Code of 1986, as amended (the “Code”). These qualifying sources include activities such as the exploration, development, mining, production, processing, refining, transportation, storage and marketing of mineral or natural resources. MLPs generally have two classes of owners, the general partner and limited partners. MLPs that are formed as limited liability companies generally have two analogous classes of owners, the managing member and the members. For purposes of this section, references to general partners also apply to managing members and references to limited partners also apply to members. The general partner is typically owned by a major energy company, an investment fund, the direct management of the MLP or is an entity owned by one or more of such parties. The general partner may be structured as a private or publicly traded corporation or other entity. The general partner typically controls the operations and management of the MLP through an equity interest of as much as 2% in the MLP plus, in many cases, ownership of common units and subordinated units. Limited partners own the remainder of the MLP through ownership of common units and have a limited role in the MLP’s operations and management.

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

Deferred Offering Costs — Offering costs of the Fund, including costs of printing the initial prospectus, legal, and registration fees, are being amortized to expense over a twelve month period. As of October 31, 2020, the International Growth Fund’s offering costs have been fully amortized.

Dividends and Distributions to Shareholders — The Funds distribute substantially all of their net investment income, if any, at least annually. For each Fund, any net realized capital gains, if any, are distributed annually. All distributions are recorded on ex-dividend date.

Redemption Fees — Prior to February 12, 2018, the All Cap Growth Fund and Equity Income Fund imposed a 2.00% redemption fee on the current value of shares redeemed less than 60 days from the date of purchase. After February 12, 2018, no redemption fee was charged. The redemption fee was recorded as an increase to paid-in capital. The redemption fees retained by the Funds are reported on the Statements of Changes in Net Assets.

 

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3. Transactions with Affiliates:

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

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, Distribution, Shareholder Servicing, Transfer Agent and Custodian Agreements:

The Funds and the Administrator are parties to an Administration Agreement under which the Administrator provides management and administrative services to the Funds. For these services, the Administrator is paid an asset-based fee, subject to certain minimums, which will vary depending on the number of share classes and the average daily net assets of the Funds. For the year ended October 31, 2020, the Disciplined Equity Fund, Mid Cap Equity Fund, Income Opportunities Fund, All Cap Growth Fund, Equity Income Fund and International Growth Fund paid $646,898, $374,778, $255,669, $98,913, $69,808 and $64,681, respectively, for these services.

DST Systems, Inc. serves as the transfer agent and dividend disbursing agent for the Funds under a transfer agency agreement with the Trust. The Funds may earn cash management credits which can be used to offset transfer agent expenses. During the year ended October 31, 2020, the Disciplined Equity Fund, Mid Cap Equity Fund, Income Opportunities, All Cap Growth Fund, Equity Income Fund and International Growth Fund earned credits of $438, $133, $73, $400, $262 and $50, respectively, which were used to offset transfer agent expenses. These amounts are labeled as “Fees Paid Indirectly” on the Statements of Operations.

MUFG Union Bank, N.A. acts as custodian (the “Custodian”) for the Funds. The Custodian plays no role in determining the investment policies of the Funds or which securities are to be purchased or sold by the Funds.

 

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5. Investment Advisory Agreement:

Under the terms of an investment advisory agreement, CIBC Private Wealth Advisors, Inc. (the “Adviser”) provides investment advisory services to the Disciplined Equity Fund at a fee, which is calculated daily and paid monthly at the following rates based on the average daily net assets of the Disciplined Equity Fund: 0.695% of the first $250 million, 0.670% of the next $250 million, 0.645% of the next $500 million, 0.620% of the next $1.5 billion, 0.595% of the next $2.5 billion, 0.570% of the next $2.5 billion, 0.545% of the next $2.5 billion and 0.520% of any amount above $10 billion.

Under the terms of an investment advisory agreement, the Adviser provides investment advisory services to the Mid Cap Equity Fund, Income Opportunities Fund, All Cap Growth Fund, Equity Income Fund, and International Growth Fund at a fee, which is calculated daily and paid monthly, at an annual rate of 0.75% of the average daily net assets of the Mid Cap Equity Fund, 0.60% of the average daily net assets of the Income Opportunities Fund, 0.82% of the average daily net assets of the All Cap Growth Fund, 0.80% of the average daily net assets of the Equity Income Fund and 0.82% of the average daily net assets of the International Growth Fund.

The Adviser contractually agreed to reduce fees and reimburse expenses to the extent necessary to keep the total annual Fund operating expenses (excluding 12b-1 fees, shareholder servicing fees, interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses, collectively “excluded expenses”) from exceeding 0.80%, 1.00%, 0.85%, 1.10%, 1.10%, and 1.21% of the average daily net assets of the Disciplined Equity Fund, Mid Cap Equity Fund, Income Opportunities Fund, All Cap Growth Fund, Equity Income Fund, and International Growth Fund, respectively, until February 28, 2021. Refer to waiver of investment advisory fees on the Statements of Operations for fees waived for the year ended October 31, 2020. In addition, if at any point total annual Fund operating expenses (not including excluded expenses) are below a Fund’s expense cap, the Adviser may receive from the Fund the difference between total annual operating expenses (not including excluded expenses) and the expense cap to recover all or a portion of its (or, with respect to the All Cap Growth Fund and Equity Income Fund) prior fee reductions or expense reimbursements made during the preceding three-year period during which this agreement was in place. This agreement may be terminated at any time. As of October 31, 2020, there are no previously waived fees that are eligible to be recaptured from the Disciplined Equity Fund, Mid Cap Equity Fund and Income Opportunities Fund. During the year

 

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ended October 31, 2020, CIBC International Growth Fund completed the recapture of previously waived fees and had no previously waived fees eligible for recapture as of year end. At October 31, 2020, the amount the Adviser may seek as reimbursement of previously waived fees and reimbursed expenses is as follows:

 

Expiring:

  

All Cap Growth

Fund

    

Equity Income

Fund

 

2021

     
     $97,882        $83,683  

2022

     
             

2023

     
             

6. Capital Share Transactions:

 

     Disciplined Equity Fund
       Year Ended October 31, 2020        Year Ended October 31, 2019  
     Shares    Dollars ($)    Shares    Dollars ($)

Institutional Class Shares

           

Issued

     6,998,339         153,443,384         7,916,693         156,659,974   

Reinvestment of Dividends and Distributions

     971,988         22,044,545         3,936,730         69,938,695   

Redeemed

     (6,831,708)        (148,807,314)        (5,793,052)        (114,938,429)  
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net Increase in Shares Outstanding from Share Transactions

     1,138,619        26,680,615        6,060,371         111,660,240   
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

     Mid Cap Equity Fund
       Year Ended October 31, 2020        Year Ended October 31, 2019  
     Shares    Dollars ($ )    Shares    Dollars ($ )

Institutional Class Shares

           

Issued

     5,330,363         87,317,546         6,418,040         95,350,237   

Redeemed

     (8,802,937)        (138,469,185)        (5,595,500)        (81,531,001)  
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net Increase/(Decrease) in Shares Outstanding from Share Transactions

     (3,472,574)        (51,151,639)        822,540         13,819,236   
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

 

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     Income Opportunities Fund
       Year Ended October 31, 2020        Year Ended October 31, 2019  
     Shares    Dollars ($)    Shares    Dollars ($)

Institutional Class Shares

           

Issued

     7,715,873         96,116,892         11,194,447         131,025,391   

Reinvestment of Dividends and Distributions

     756,718         9,120,193         535,488         6,092,368   

Redeemed

     (6,647,313)        (77,343,848)        (2,861,148)        (33,040,804)  
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net Increase in Shares Outstanding from Share Transactions

     1,825,278        27,893,237         8,868,787         104,076,955   
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

     All Cap Growth Fund
       Year Ended October 31, 2020        Year Ended October 31, 2019  
     Shares    Dollars ($)    Shares    Dollars ($)

Institutional Class Shares

           

Issued

     1,164,242         35,489,834         1,086,629         29,613,756   

Reinvestment of Dividends and Distributions

     617,926         17,820,980         1,068,351         24,550,713   

Redeemed

     (1,689,205)        (46,800,837)        (1,400,816)        (38,934,759)  
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net Increase/(Decrease) in Shares Outstanding from Share Transactions

     92,963         6,509,977         754,164         15,229,710   
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

     Equity Income Fund
       Year Ended October 31, 2020        Year Ended October 31, 2019  
     Shares    Dollars ($)    Shares    Dollars ($)

Institutional Class Shares

           

Issued

     401,522         17,399,703         436,946         16,658,433   

Reinvestment of Dividends and Distributions

     125,940         5,510,182         192,481         6,600,049   

Redeemed

     (570,607)        (22,644,686)        (405,709)        (15,728,646)  
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

Net Increase/(Decrease) in Shares Outstanding from Share Transactions

     (43,145)        265,199         223,718         7,529,836   
  

 

 

 

  

 

 

 

  

 

 

 

  

 

 

 

 

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     International Growth Fund
       Year Ended October 31, 2020       Period Ended October 31,
2019*  
     Shares   Dollars ($)   Shares   Dollars ($)

Institutional Class Shares

        

Issued

     16,021,245       159,115,033       5,339,235       54,026,063  

Reinvestment of Dividends and Distributions

     6,481       71,148              

Redeemed

     (2,700,871     (25,345,563     (144,683     (1,473,796
  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Increase in Shares Outstanding from Share Transactions

     13,326,855        133,840,618        5,194,552        52,552,267   
  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

*The Fund commenced operations on May 31, 2019.

7. Investment Transactions:

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

 

     Purchases      Sales      U.S.
  Government  
Purchases
     U.S.
  Government  
Sales
 

Disciplined Equity Fund

   $  242,819,920      $  229,310,680      $ –          $ –      

Mid Cap Equity Fund

     177,758,225        212,884,664        –            –      

Income Opportunities Fund

     129,268,971        96,651,957        3,601,133            –      

All Cap Growth Fund

     91,892,566        102,972,036        –            –      

Equity Income Fund

     38,673,580        41,918,846        –            –      

International Growth Fund

     143,386,380        12,541,048        –            –      

8. Federal Tax Information:

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

The permanent differences that are credit or charged to Paid-in Capital and Distribution Earnings as of October 31, 2020 are primarily attributable to partnership reclassifications, perpetual bonds, and net operating losses have been reclassified to/(from) the following accounts for the year or period ended October 31, 2020.

 

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      Distributable      

Earnings

                 Paid-in Capital        

Disciplined Equity Fund

   $        $  

Mid Cap Equity Fund

     613,094          (613,094

Income Opportunities Fund

               

All Cap Growth Fund

     1,239,134          (1,239,134

Equity Income Fund

               

International Growth Fund

                       

The tax character of dividends and distributions paid during the years ended October 31, 2020 and October 31, 2019 were as follows:

 

      Ordinary Income    Long-Term Capital
Gain
  Total

Disciplined Equity Fund

      

2020

   $ 10,179,226      $ 15,653,387      $     25,832,613   

2019

     16,526,463       61,570,542       78,097,005  

Mid Cap Equity Fund

      

2020

                  

2019

                  

Income Opportunities Fund

      

2020

     10,806,204             10,806,204  

2019

     8,957,298       1,884,253       10,841,551  

All Cap Growth Fund

      

2020

           17,870,735       17,870,735  

2019

           24,652,020       24,652,020  

Equity Income Fund

      

2020

     1,514,113       4,016,459       5,530,572  

2019

     1,157,064       5,472,060       6,629,124  

International Growth Fund

      

2020

     80,380             80,380  

2019

                  

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

 

    Undistributed
Ordinary
Income
    Undistributed
Long-Term
Capital Gain
    Late-Year Loss
Deferral
    Capital
Loss
Carryforwards
    Unrealized
Appreciation
    Other
Temporary
Differences
    Total
Distributable
Earnings
 

Disciplined Equity Fund

  $ 6,758,141     $ 28,395,926     $     $     $ 583,279,975     $ (1   $ 618,434,041  

Mid Cap Equity Fund

          20,471,021       (1,244,107           226,977,012       225       246,204,151  

Income Opportunities Fund

    579,304                   (8,682,776     89,449,894       (1     81,346,421  

All Cap Growth Fund

          17,178,168       (1,107,764           92,358,757       (3     108,429,158  

Equity Income Fund

    1,065,429       7,765,277                   51,950,548       (3,825,138     56,956,116  

International Growth Fund

    495,792                   (940,679     11,575,760       1       11,130,874  

 

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Late-year loss deferrals represent ordinary losses realized on investment transactions from January 1, 2020 through October 31, 2020. The funds can elect to treat them as arising in the first date of the following fiscal year.

The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Funds’ net unrealized appreciation difference is attributable primarily to wash sales, investment in Partnerships, and perpetual bonds.

Capital loss carryforwards, all of which are not subject to expiration, are as follows:

 

    Short-Term
Loss
   Long-Term Loss              Total          

Disciplined Equity Fund

  $      $      $   

Mid Cap Equity Fund

                 

Income Opportunities Fund

        8,015,470       667,306       8,682,776  

All Cap Growth Fund

                 

Equity Income Fund

                 

International Growth Fund

    940,679             940,679  

During the year ended October 31, 2020, Mid Cap Equity Fund utilized $8,437,868 of capital loss carryforwards to offset capital gains.

The Federal tax cost and aggregate gross unrealized appreciation and depreciation for the investments held by the Funds at October 31, 2020, were as follows:

 

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

Disciplined Equity Fund

   $   736,687,020       $   606,467,073       $   (23,187,098 )      $   583,279,975    

Mid Cap Equity Fund

     486,750,757       238,078,928       (11,101,916     226,977,012  

Income Opportunities Fund

     416,977,943       104,723,071       (15,273,177     89,449,894  

All Cap Growth Fund

     118,034,317       93,134,790       (776,033     92,358,757  

Equity Income Fund

     81,502,057       54,033,540       (2,082,992     51,950,548  

International Growth Fund

     183,897,844       26,025,270       (14,449,510     11,575,760  

9. Concentration of Risk:

Equity Risk (Disciplined Equity Fund, Mid Cap Equity Fund, Income Opportunities Fund, All Cap Growth Fund, Equity Income Fund, International Growth Fund) — Since they purchase equity securities, the Funds are subject

 

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to the risk that stock prices will fall over short or extended periods of time. Historically, the equity markets have moved in cycles, and the value of the Funds’ equity securities may fluctuate drastically from day to day. Individual companies may report poor results or be negatively affected by industry and/ or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. These factors contribute to price volatility, which is the principal risk of investing in the Funds.

Foreign Securities Risk (Disciplined Equity Fund) — Investments in securities of foreign issuers (including direct investments as well as investments through ADRs) can be more volatile than investments in U.S. companies. Diplomatic, political, or economic developments, including nationalization or appropriation, could affect investments in foreign companies. Foreign securities markets generally have less trading volume and less liquidity than U.S. markets. In addition, the value of securities denominated in foreign currencies, and of dividends from such securities, can change significantly when foreign currencies strengthen or weaken relative to the U.S. dollar. Financial statements of foreign issuers are governed by different accounting, auditing, and financial reporting standards than the financial statements of U.S. issuers and may be less transparent and uniform than in the United States. Thus, there may be less information publicly available about foreign issuers than about most U.S. issuers. Transaction costs are generally higher than those in the United States and expenses for custodial arrangements of foreign securities may be somewhat greater than typical expenses for custodial arrangements of similar U.S. securities. Some foreign governments levy withholding taxes against dividend and interest income. Although in some countries a portion of these taxes are recoverable, the non-recovered portion will reduce the income received from the securities comprising the portfolio.

Foreign Currency Risk (All Cap Growth Fund, Equity Income Fund, International Growth Fund) — Because non-U.S. securities are usually denominated in currencies other than the dollar, the value of a Fund’s portfolio may be influenced by currency exchange rates and exchange control regulations. The currencies of emerging market countries may experience significant declines against the U.S. dollar, and devaluation may occur subsequent to investments in these currencies by a Fund. Inflation and rapid fluctuations in inflation rates have had, and may continue to have, negative effects on the economies and securities markets of certain emerging market countries.

Micro-, Small- and Medium-Capitalization Company Risk (Mid Cap Equity Fund, All Cap Growth Fund, Equity Income Fund, International Growth Fund)

 

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— Investing in equity securities of micro-, small- and medium-capitalization companies often involves greater risk than is customarily associated with investments in larger capitalization companies. This increased risk may be due to the greater business risks of smaller size companies, limited markets and financial resources, narrow product lines and the frequent lack of depth of management. Stock prices of smaller companies may be based in substantial part on future expectations rather than current achievements. The securities of smaller companies are often traded over-the-counter and, even if listed on a national securities exchange, may not be traded in volumes typical for that exchange. Consequently, the securities of smaller companies may be less liquid, may have limited market stability and may be subject to more severe, abrupt or erratic market movements than securities of larger, more established companies or the market averages in general. Further, smaller companies may have less publicly available information and, when available, it may be inaccurate or incomplete.

Preferred Stock Risk (Income Opportunities Fund, All Cap Growth Fund, Equity Income Fund) — Preferred stocks are sensitive to interest rate changes, and are also subject to equity risk, which is the risk that stock prices will fall over short or extended periods of time. The rights of preferred stocks on the distribution of a company’s assets in the event of a liquidation are generally subordinate to the rights associated with a company’s debt securities.

Interest Rate Risk (Income Opportunities Fund) — The risk that the value of fixed income securities will fall due to rising interest rates. Risks associated with rising interest rates are heightened given that interest rates in the U.S. are at, or near, historic lows.

Credit Risk (Income Opportunities Fund) — The risk that the issuer of a security or the counterparty to a contract will default or otherwise become unable to honor a financial obligation.

Corporate Fixed Income Securities Risk (Income Opportunities Fund) — The prices of the Fund’s corporate fixed income securities respond to economic developments, particularly interest rate changes, as well as to perceptions about the creditworthiness and business prospects of individual issuers.

U.S. Government Securities Risk (Income Opportunities Fund) — The Fund’s investment in U.S. government obligations may include securities issued or guaranteed as to principal and interest by the U.S. government, or its agencies or instrumentalities. Payment of principal and interest on U.S. government obligations may be backed by the full faith and credit of the United States or

 

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may be backed solely by the issuing or guaranteeing agency or instrumentality itself. There can be no assurance that the U.S. government would provide financial support to its agencies or instrumentalities (including government-sponsored enterprises) where it is not obligated to do so. In addition, U.S. government securities are not guaranteed against price movements due to changing interest rates.

Management Risk (Disciplined Equity Fund, Equity Income Fund, International Growth Fund) — The investment techniques and risk analysis used by the Fund’s portfolio managers may not produce the desired results.

Market Risk (Disciplined Equity Fund, Equity Income Fund, International Growth Fund) — The prices of and the income generated by the Fund’s securities may decline in response to, among other things, investor sentiment, general economic and market conditions, regional or global instability, and currency and interest rate fluctuations.

Similarly, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which the Fund invests, which in turn could negatively impact the Fund’s performance and cause losses on your investment in the Fund.

Convertible Securities Risk (Mid Cap Equity Fund, Income Opportunities Fund, Equity Income Fund) — The value of a convertible security is influenced by changes in interest rates (with investment value declining as interest rates increase and increasing as interest rates decline) and the credit standing of the issuer. The price of a convertible security will also normally vary in some proportion to changes in the price of underlying common stock because of the conversion or exercise feature.

Investment Style Risk (Mid Cap Equity Fund, All Cap Growth Fund, Equity Income Fund, International Growth Fund) — The Fund pursues a “growth style” of investing, meaning that the Fund invests in equity securities of companies that the Adviser believes will increase their earnings at a certain rate that is generally higher than the rate expected for non-growth companies. If a growth company does not meet these expectations, the price of its stock may decline significantly, even if it has increased earnings. Many growth companies do not pay dividends. Companies that do not pay dividends often have greater

 

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stock price declines during market downturns. Over time, a growth investing style may go in and out of favor, and when out of favor, may cause the Fund to underperform other equity funds that use differing investing styles.

Fixed Income Market Risk (Income Opportunities Fund) — The prices of the Fund’s fixed income securities respond to economic developments, particularly interest rate changes, as well as to perceptions about the creditworthiness of individual issuers, including governments and their agencies. 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.

Mortgage-Backed Securities Risk (Income Opportunities Fund) — 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.

Asset-Backed Securities Risk (Income Opportunities Fund) — 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.

High Yield Bond Risk (Income Opportunities Fund) — High yield, or “junk,” bonds are highly speculative securities that are usually issued by smaller, less creditworthy and/or highly leveraged (indebted) companies. Compared with investment-grade bonds, high yield bonds are considered to carry a greater degree of risk and are considered to be less likely to make payments of interest and principal. In particular, lower-quality high yield bonds (rated CCC, CC, C, or unrated securities judged to be of comparable quality) are subject to a greater degree of credit risk than higher-quality high yield bonds and may be near default. High yield bonds rated D are in default. Market developments and the financial and business conditions of the corporation issuing these securities generally influence their price and liquidity more than changes in interest rates, when compared to investment-grade debt securities.

Derivatives Risk (Income Opportunities Fund) — The Fund’s use of put and call options is subject to market risk, leverage risk, correlation risk, liquidity risk, credit risk and valuation risk. Credit risk is described above. Leverage risk and liquidity risk are described below. Market risk is the risk that the market value of an investment may move up and down, sometimes rapidly

 

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and unpredictably. Correlation risk is the risk that changes in the value of the derivative may not correlate perfectly with the underlying asset, rate or index. Valuation risk is the risk that the derivative may be difficult to value. Each of these risks could cause the Fund to lose more than the principal amount invested in a derivative instrument.

Leverage Risk (Income Opportunities Fund) — The use of leverage can amplify the effects of market volatility on the Fund’s share price and may also cause the Fund to liquidate portfolio positions when it would not be advantageous to do so in order to satisfy its obligations.

Liquidity Risk (Income Opportunities Fund) — 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.

Risks of Investing in Other Investment Companies (Income Opportunities Fund) — To the extent the Fund invests in other investment companies, such as ETFs and closed-end funds, the Fund will be subject to substantially the same risks as those associated with the direct ownership of the securities held by such other investment companies. As a shareholder of another investment company, the Fund relies on that investment company to achieve its investment objective. If the investment company fails to achieve its objective, the value of the Fund’s investment could decline, which could adversely affect the Fund’s performance. By investing in another investment company, Fund shareholders indirectly bear the Fund’s proportionate share of the fees and expenses of the other investment company, in addition to the fees and expenses that Fund shareholders directly bear in connection with the Fund’s own operations.

Because closed-end funds and ETFs are listed on national stock exchanges and are traded like stocks listed on an exchange, their shares potentially may trade at a discount or premium to their net asset value. Investments in closed-end funds and ETFs are also subject to brokerage and other trading costs, which could result in greater expenses to the Fund. In addition, because the value of closed-end funds and ETF shares depends on the demand in the market, the Adviser may not be able to liquidate the Fund’s holdings at the most optimal time, which could adversely affect Fund performance.

Depositary Receipts Risk (All Cap Growth Fund, Equity Income Fund, International Growth Fund) — Depositary receipts, including ADRs, are

 

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certificates evidencing ownership of shares of a foreign issuer that are issued by depositary banks and generally trade on an established market. ADRs are subject to many of the risks associated with investing directly in foreign securities, including, among other things, political, social and economic developments abroad, currency movements, and different legal, regulatory and tax environments.

The Fund may invest in unsponsored ADRs, which are issued by one or more depositaries without a formal agreement with the company that issues the underlying securities. Holders of unsponsored ADRs generally bear all the costs thereof, and the depositaries of unsponsored ADRs frequently are under no obligation to distribute shareholder communications received from the issuers of the underlying securities or to pass through voting rights with respect to the underlying securities. In addition, the issuers of the securities underlying unsponsored ADRs are not obligated to disclose material information in the United States and, therefore, there may be less information available regarding such issuers and there may not be a correlation between such information and the market value of the ADRs.

Emerging Markets Securities Risk (All Cap Growth Fund, Equity Income Fund, International Growth Fund) — The Fund’s 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.

Large-Capitalization Company Risk (All Cap Growth Fund, Equity Income Fund, International Growth Fund) — The large capitalization companies in which the Fund may invest may lag the performance of smaller capitalization companies because large capitalization companies may experience slower rates of growth than smaller capitalization companies and may not respond as quickly to market changes and opportunities.

 

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MLPs Risk (Equity Income Fund) — To the extent that an MLP’s interests are all in a particular industry, the MLP will be negatively impacted by economic events adversely impacting that industry. Additional risks of investing in a MLP also include those involved in investing in a partnership as opposed to a corporation, such as limited control of management, limited voting rights and tax risks. MLPs may be subject to state taxation in certain jurisdictions, which will have the effect of reducing the amount of income paid by the MLP to its investors.

REIT Risk (Equity Income Fund, International Growth Risk) — REITs are susceptible to the risks associated with direct ownership of real estate, such as the following: declines in property values; increases in property taxes, operating expenses, interest rates or competition; overbuilding; zoning changes; and losses from casualty or condemnation.

Foreign Issuer Risk (International Growth Risk) — Investing in foreign issuers, including direct investments and investments through ADRs, poses additional risks since political, social, regulatory, currency 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 issuers are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publicly 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 portfolio. Foreign securities may also be more difficult to value than securities of U.S. issuers.

10. Line of Credit:

The Funds entered into an agreement on July 24, 2020, which enables them to participate in an $30 million uncommitted revolving line of credit with the Custodian. The agreement is set to expire on July 23, 2021. The proceeds from the borrowings shall be used to finance the Funds’ short-term general working capital requirements, including the funding of shareholder redemptions. Interest is charged to the Funds based on borrowings during the period at the Custodian’s current reference rate. For the year ended October 31, 2020, the All Cap Growth Fund had average borrowings of $69,200 over a period of 5 days at a weighted average interest rate of 4.75%. Interest accrued on the borrowings was $46. For This fee is included as “Interest Expense” on the

 

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Statement of Operations. As of October 31, 2020, there were no borrowings outstanding in the Funds.

11. Other:

At October 31, 2020, the percentage of total shares outstanding held by a limited number of shareholders for each Fund, which were comprised of omnibus accounts that were held on behalf of various individual shareholders, was as follows:

 

     No. of
  Shareholders  
   %
  Ownership  

Disciplined Equity Fund

   2    97%

Mid Cap Equity Fund

   2    98%

Income Opportunities Fund

   2    98%

All Cap Growth Fund

   2    88%

Equity Income Fund

   2    92%

International Growth Fund

   3    80%

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

12. New Accounting Pronouncement:

In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820). The new guidance includes additions, removals 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.

13. Subsequent Events:

The Funds have evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no additional adjustments were required to the financial statements as of October 31, 2020.

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of The Advisors’ Inner Circle Fund and the Shareholders of CIBC Atlas Disciplined Equity Fund, CIBC Atlas Mid Cap Equity Fund, CIBC Atlas Income Opportunities Fund, CIBC Atlas All Cap Growth Fund, CIBC Atlas Equity Income Fund and CIBC Atlas International Growth Fund

Opinion on the Financial Statements

We have audited the accompanying statements of assets and liabilities of CIBC Atlas Disciplined Equity Fund, CIBC Atlas Mid Cap Equity Fund, CIBC Atlas Income Opportunities Fund, CIBC Atlas All Cap Growth Fund, CIBC Atlas Equity Income Fund and CIBC Atlas International Growth Fund (collectively referred to as the “Funds”) (six of the series constituting The Advisors’ Inner Circle Fund (the “Trust”)), including the schedules of investments, as of October 31, 2020, and the related statements of operations, changes in net assets, and the financial highlights for each of the periods indicated in the table below and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds (six of the series constituting The Advisors’ Inner Circle Fund) at October 31, 2020, and the results of their operations, changes in net assets, and financial highlights for each of the periods indicated in the table below, in conformity with U.S. generally accepted accounting principles.

 

       

Individual fund

constituting The

Advisors’ Inner Circle

Fund

  

Statements of

Operations

  

Statements of changes

in net assets

  

Financial

highlights

       
CIBC Atlas Disciplined Equity Fund    For the year ended October 31, 2020    For each of the two years in the period ended October 31, 2020   

For each of the five years in the period ended October 31, 2020

       
CIBC Atlas Mid Cap Equity Fund    For the year ended October 31, 2020    For each of the two years in the period ended October 31, 2020   

For each of the five years in the period ended October 31, 2020

       
CIBC Atlas Income Opportunities Fund    For the year ended October 31, 2020    For each of the two years in the period ended October 31, 2020   

For each of the five years in the period ended October 31, 2020

       
CIBC Atlas All Cap Growth Fund    For the year ended October 31, 2020    For each of the two years in the period ended October 31, 2020   

For the years ended October 31, 2020, October 31, 2019, the two-month period ended October 31, 2018 and the year ended August 31, 2018

 

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Individual fund

constituting The

Advisors’ Inner Circle

Fund

  

Statements of

Operations

  

Statements of changes

in net assets

  

Financial

highlights

       
CIBC Atlas Equity Income Fund    For the year ended October 31, 2020    For each of the two years in the period ended October 31, 2020    For the years ended October 31, 2020, October 31, 2019, the two-month period ended October 31, 2018 and the year ended August 31, 2018
       
CIBC Atlas International Growth Fund    For the year ended October 31, 2020    For the year ended October 31, 2020 and for the period from May 31, 2019 (commencement of operations) through October 31, 2019    For the year ended October 31, 2020, and for the period from May 31, 2019 (commencement of operations) through October 31, 2019

The financial highlights of CIBC Atlas All Cap Growth Fund and CIBC Atlas Equity Income Fund for each of the two years presented through August 31, 2017, were audited by other auditors whose report dated October 27, 2017, expressed an unqualified opinion on the financial highlights.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on each of the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Trust 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 are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust’s 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 Trust’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, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our

 

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procedures included confirmation of securities owned as of October 31, 2020, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from others were not received. 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. We believe that our audits provide a reasonable basis for our opinion.

 

LOGO

We have served as the auditor of one or more CIBC Private Wealth Advisors, Inc. investment companies since 2013.

Philadelphia, Pennsylvania

December 29, 2020

 

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DISCLOSURE OF FUND EXPENSES (Unaudited)

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

Operating expenses such as these are deducted from the mutual fund’s gross income and directly reduce its 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 from 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.

 

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DISCLOSURE OF FUND EXPENSES (Unaudited)

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        

5/01/20        

    

Ending        

Account        

Value        

10/31/20        

    

Annualized

Expense

Ratios

 

Expenses    

Paid    

During    

Period*    

CIBC Atlas Disciplined Equity Fund

 

                         

Actual Fund Return

          

Institutional Class Shares

     $1,000.00        $1,126.50        0.73     $3.90  

Hypothetical 5% Return

          

Institutional Class Shares

     $1,000.00        $1,021.47        0.73     $3.71  

CIBC Atlas Mid Cap Equity Fund

                                  

Actual Fund Return

          

Institutional Class Shares

     $1,000.00        $1,133.30        0.84     $4.50  

Hypothetical 5% Return

          

Institutional Class Shares

     $1,000.00        $1,020.91        0.84     $4.27  

CIBC Atlas Income Opportunities Fund

 

                         

Actual Fund Return

          

Institutional Class Shares

     $1,000.00        $1,098.50        0.69     $3.64  

Hypothetical 5% Return

          

Institutional Class Shares

     $1,000.00        $1,021.67        0.69     $3.51  

CIBC Atlas All Cap Growth Fund

                                  

Actual Fund Return

          

Institutional Class Shares

     $1,000.00        $1,223.30        1.10     $6.15  

Hypothetical 5% Return

          

Institutional Class Shares

     $1,000.00        $1,019.61        1.10     $5.58  

CIBC Atlas Equity Income Fund

                                  

Actual Fund Return

          

Institutional Class Shares

     $1,000.00        $1,087.40        1.10     $5.77  

Hypothetical 5% Return

          

Institutional Class Shares

     $1,000.00        $1,019.61        1.10     $5.58  

CIBC Atlas International Growth Fund

 

                         

Actual Fund Return

          

Institutional Class Shares

     $1,000.00        $1,167.60        1.07     $5.83  

Hypothetical 5% Return

          

Institutional Class Shares

     $1,000.00        $1,019.76        1.07     $5.43  

 

*

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).

 

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APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)

Board Considerations in Renewing the Advisory Agreement for the CIBC Atlas Disciplined Equity Fund, CIBC Atlas Mid Cap Equity Fund, CIBC Atlas Income Opportunities Fund, CIBC Atlas All Cap Growth Fund, CIBC Atlas Equity Income Fund and CIBC Atlas International Growth Fund

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

A Board meeting was held on August 18, 2020 via videoconference to decide whether to renew the Agreement for an additional one-year term (the “August Meeting”). The August Meeting was held via videoconference in reliance on relief provided in orders issued by the Securities and Exchange Commission on March 13, 2020, March 25, 2020 and June 19, 2020 from the 1940 Act sections and rules requiring that certain votes of a company’s board of trustees be cast in person due to circumstances related to the current or potential effects of the COVID-19 pandemic. In preparation for the August Meeting, the Trustees requested that the Adviser furnish information necessary to evaluate the terms of the Agreement. Prior to the August Meeting, the Independent Trustees of the Funds met to review and discuss the information provided and submitted a request for additional information to the Adviser, and information was provided in response to this request. The Trustees used this information, as well as other information that the Adviser and other service providers of the Funds presented or submitted to the Board at the August Meeting and other meetings held during the prior year, to help them decide whether to renew the Agreement for an additional year.

Specifically, the Board requested and received written materials from the Adviser and other service providers of the Funds regarding: (i) the nature, extent and quality of the Adviser’s services; (ii) the Adviser’s investment management personnel; (iii) the Adviser’s operations and financial condition; (iv) the Adviser’s brokerage practices (including any soft dollar arrangements) and investment strategies; (v) the Funds’ advisory fees paid to the Adviser and overall fees and operating expenses compared with peer groups of mutual funds; (vi) the level of the Adviser’s profitability from its relationship

 

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with the Funds, including both direct and indirect benefits accruing to the Adviser and its affiliates; (vii) the Adviser’s potential economies of scale; (viii) the Adviser’s compliance program, including a description of material compliance matters and material compliance violations; (ix) the Adviser’s policies on and compliance procedures for personal securities transactions; and (x) the Funds’ performance compared with peer groups of mutual funds and the Funds’ benchmark indices.

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

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

Nature, Extent and Quality of Services Provided by the Adviser

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

 

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

Investment Performance of the Funds and the Adviser

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

Costs of Advisory Services, Profitability and Economies of Scale

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

 

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

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

Renewal of the Agreement

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

 

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REVIEW OF LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Pursuant to Rule 22e-4 under the 1940 Act, the Funds’ investment adviser has adopted, and the Board has approved, a liquidity risk management program (the “Program”) to govern the Funds’ approach to managing liquidity risk. The Program is overseen by the Funds’ Liquidity Risk Management Program Administrator (the “Program Administrator”), and the Program’s principal objectives include assessing, managing and periodically reviewing each Fund’s liquidity risk, based on factors specific to the circumstances of the Funds.

At a meeting of the Board held on May 19, 2020, the Trustees received a report from the Program Administrator addressing the operations of the Program and assessing its adequacy and effectiveness of implementation. The Board acknowledged that (i) the report covered the period from December 1, 2018 through December 31, 2019 and thus did not cover the recent period of market volatility, and (ii) the Board held a call with the Trust’s officers on March 25, 2020 where the officers discussed the operations and effectiveness of the Program during the then-current market volatility. The Board requested that the Program Administrator provide an update of the operation of the Program during the then-current market volatility at its next meeting. The Program Administrator’s report noted that the Program Administrator had determined that the Program is reasonably designed to assess and manage each Fund’s liquidity risk and has operated adequately and effectively to manage each Fund’s liquidity risk since the Program was implemented on December 1, 2018 or with respect to the CIBC Atlas International Growth Fund, since the Fund’s commencement of operations. The Program Administrator’s report noted that during the period covered by the report, there were no liquidity events that impacted the Funds or their ability to timely meet redemptions without dilution to existing shareholders. The Program Administrator’s report also noted that the Board approved a change to the membership of the committee serving as Program Administrator. The Program Administrator’s report further noted that material changes had been made to the Program since its implementation relating to the Funds’ reasonably anticipated trading sizes and to address extended local market holiday closures.

There can be no assurance that the Program will achieve its objectives in the future. Please refer to the prospectus for more information regarding a Fund’s exposure to liquidity risk and other principal risks to which an investment in the Funds may be subject.

 

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TRUSTEES AND OFFICERS OF THE ADVISORS’ INNER CIRCLE FUND (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, 1 Freedom Valley Drive, Oaks, Pennsylvania 19456. Trustees who are deemed not to be “interested persons” of the Trust are referred to as “Independent

 

Name and Year of Birth   

Position with Trust and

Length of Time Served1

  

Principal

Occupation(s)

in the Past Five Years

 

INTERESTED TRUSTEES 3,4

Robert Nesher

(Born: 1946)

  

Chairman of the

Board of Trustees

(since 1991)

   SEI employee 1974 to present; currently performs various services on behalf of SEI Investments for which Mr. Nesher is compensated. President, Chief Executive Officer and Trustee of SEI Daily Income Trust, SEI Tax Exempt Trust, SEI Institutional Managed Trust, SEI Institutional International Trust, SEI Institutional Investments Trust, SEI Asset Allocation Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. President and Director of SEI Structured Credit Fund, LP. Vice Chairman of O’Connor EQUUS (closed-end investment company) to 2016. President, Chief Executive Officer and Trustee of SEI Liquid Asset Trust to 2016. Vice Chairman of Winton Series Trust to 2017. Vice Chairman of Winton Diversified Opportunities Fund (closed-end investment company), The Advisors’ Inner Circle Fund III, Gallery Trust, Schroder Series Trust and Schroder Global Series Trust to 2018.

N. Jeffrey Klauder

(Born: 1952)

 

  

Trustee

(since 2018)

 

 

 

  

Senior Advisor of SEI Investments since 2018. Executive Vice President and General Counsel of SEI Investments, 2004 to 2018.

 

 

 

 

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

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.

3

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.

4

Trustees oversee 43 funds in The Advisors’ Inner Circle Fund.

 

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Trustees.” Messrs. Nesher and Klauder are Trustees who may be deemed to be “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 1-855-3AT-FUND. The following chart lists Trustees and Officers as of October 31, 2020.

Other Directorships

Held in the Past Five Years2

 

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, Frost Family of Funds, 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 Structured Credit Fund, LP, SEI Global Master Fund plc, SEI Global Assets Fund plc, SEI Global Investments Fund plc, SEI Investments—Global Funds Services, Limited, SEI Investments Global, Limited, SEI Investments (Europe) Ltd., SEI Investments—Unit Trust Management (UK) Limited, SEI Multi-Strategy Funds PLC and SEI Global Nominee Ltd.

Former Directorships: Trustee of SEI Liquid Asset Trust to 2016.

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds and The KP Funds. Director of SEI Private Trust Company, SEI Global Fund Services Ltd., SEI Investments Global Limited, SEI Global Master Fund, SEI Global Investments Fund and SEI Global Assets Fund.

Former Directorships: Trustee of SEI Investments Management Corporation, SEI Trust Company, SEI Investments (South Africa), Limited and SEI Investments (Canada) Company to 2018.

 

 

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

 

  Name and Year of Birth   

Position(s) with Trust

and Length of

Time Served1

  

Principal

Occupation(s)

in the Past Five Years

INDEPENDENT

TRUSTEES3

         

Joseph T. Grause, Jr.

(Born: 1952)

  

Trustee

(since 2011)

Lead Independent

Trustee

(since 2018)

 

   Self-Employed Consultant since 2012. Director of Endowments and Foundations, Morningstar Investment Management, Morningstar, Inc., 2010 to 2011. Director of International Consulting and Chief Executive Officer of Morningstar Associates Europe Limited, Morningstar, Inc., 2007 to 2010. Country Manager – Morningstar UK Limited, Morningstar, Inc., 2005 to 2007.

Mitchell A. Johnson

(Born: 1942)

  

Trustee

(since 2005)

 

   Retired. Private investor since 1994.
     

Betty L. Krikorian

(Born: 1943)

  

Trustee

(since 2005)

   Vice President, Compliance, AARP Financial Inc., from 2008 to 2010. Self-Employed Legal and Financial Services Consultant since 2003. Counsel (in-house) for State Street Bank from 1995 to 2003.

Robert Mulhall

(Born: 1958)

  

Trustee

(since 2019)

 

   Partner, Ernst & Young LLP, from 1998 to 2018.

Bruce R. Speca

(Born: 1956)

  

Trustee

(since 2011)

   Global Head of Asset Allocation, Manulife Asset Management (subsidiary of Manulife Financial), 2010 to 2011. Executive Vice President – Investment Management Services, John Hancock Financial Services (subsidiary of Manulife Financial), 2003 to 2010.
George J. Sullivan, Jr. (Born: 1942)   

Trustee

(since 1999)

   Retired since 2012. Self-Employed Consultant, Newfound Consultants Inc., 1997 to 2011.
           

 

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

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.

3

Trustees oversee 43 funds in The Advisors’ Inner Circle Fund.

 

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Other Directorships

Held in the Past Five Years2

 

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Frost Family of Funds. Director of RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Director of The Korea Fund, Inc. to 2019.

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, SEI Asset Allocation Trust, SEI Daily Income Trust, SEI Institutional International Trust, SEI Institutional Managed Trust, SEI Institutional Investments Trust, SEI Tax Exempt Trust, Adviser Managed Trust, New Covenant Funds, SEI Insurance Products Trust and SEI Catholic Values Trust. Director of Federal Agricultural Mortgage Corporation (Farmer Mac) since 1997 and RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Trustee of SEI Liquid Asset Trust to 2016.

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds and The KP Funds. Director of RQSI GAA Systematic Global Macro Fund, Ltd.

 

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Frost Family of Funds. Director of RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Trustee of Villanova University Alumni Board of Directors to 2018.

 

Current Directorships: Trustee of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds and Frost Family of Funds. Director of Stone Harbor Investments Funds (8 Portfolios), Stone Harbor Emerging Markets Income Fund (closed-end fund) and Stone Harbor Emerging Markets Total Income Fund (closed-end fund). Director of RQSI GAA Systematic Global Macro Fund, Ltd.

 

 

Current Directorships: Trustee/Director of The Advisors’ Inner Circle Fund II, Bishop Street Funds, The KP Funds, SEI Structured Credit Fund, LP, 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 RQSI GAA Systematic Global Macro Fund, Ltd.

Former Directorships: Trustee of SEI Liquid Asset Trust to 2016. Trustee/ Director of State Street Navigator Securities Lending Trust to 2017. Member of the independent review committee for SEI’s Canadian-registered mutual funds to 2017.

 

 

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

Name and Year of Birth   

Position(s) with Trust

and Length of Time

Served

  

Principal

Occupation(s)

in the Past Five Years

OFFICERS

 

         

Michael Beattie

(Born: 1965)

  

President

(since 2011)

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

James Bernstein

(Born: 1962)

  

Vice President and Assistant Secretary

(since 2017)

  

Attorney, SEI Investments, since 2017.

 

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

John Bourgeois

(Born: 1973)

  

Assistant Treasurer

(since 2017)

   Fund Accounting Manager, SEI Investments, since 2000.

Stephen Connors

(Born: 1984)

  

Treasurer, Controller

and

Chief Financial Officer

(since 2015)

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

Russell Emery

(Born: 1962)

  

Chief Compliance Officer

(since 2006)

   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, 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.

 

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Other Directorships

Held in the Past Five Years

 

 

 

None.

 

 

None.

 

 

 

None.

 

 

None.

 

 

None.

 

 

 

 

 

 

 

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

Name and Year of Birth   

Position(s) with Trust

and Length of Time

Served

  

Principal

Occupation(s)

in the Past Five Years

OFFICERS (continued)

 

         

Eric C. Griffith

(Born: 1969)

  

Vice President and Assistant Secretary

(since 2019)

   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 (since 2018) and Secretary

(since 2020)

   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.

Bridget E. Sudall

(Born: 1980)

  

Anti-Money Laundering Compliance Officer and Privacy Officer

(since 2015)

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

 

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Other Directorships

Held in the Past Five Years

 

 

 

None.

 

 

None.

 

 

 

None.

 

 

None.

 

 

 

 

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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 Funds are 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

Dividends(4)

 

Short-Term

Capital Gain

Dividends(5)

 

Qualifying

Business

Income(6)

 

 

 

 

Disciplined Equity Fund

    60.60%         39.40%         100.00%         100.00%         100.00%         0.00%         0.30%         0.00%         0.00%    

Mid Cap Equity Fund

    0.00%       0.00%       0.00%       0.00%       0.00%       0.00%       0.00%       0.00%       0.00%  

Income Opportunities Fund

    0.00%       100.00%       100.00%       72.51%       75.56%       0.00%       34.76%       0.00%       0.00%  

All Cap Growth Fund

    100.00%       0.00%       100.00%       0.00%       0.00%       0.00%       0.00%       0.00%       0.00%  

Equity Income Fund

    72.62%       27.38%       100.00%       85.00%       85.99%       0.00%       0.51%       0.00%       0.00%  

International Growth Fund

    0.00%       100.00%       100.00%       0.83%       10.06%       0.00%       0.11%       100.00%       0.00%  

 

(1)

Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and are reflected as a percentage of “Ordinary Income Distributions” (the total of short-term capital gain and net investment income distributions).

 

(2)

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

 

(6)

The percentage of this column represents that amount of ordinary income that qualified for 20% Business Income Deduction.

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

 

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CIBC Atlas Funds

PO Box 219009

Kansas City, MO 64121-9009

1-855-328-3863

Adviser:

CIBC Private Wealth Advisors, Inc.

181 West Madison Street, 36th Floor

Chicago, IL 60602

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

 

 

 

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

 

ATF-AR-001-0700


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 audit committee financial experts are George Sullivan and Robert Mulhall, and each whom is considered to be “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 (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)    $ 104,400        None        None      $ 104,400        None        None  
(b)    Audit-Related Fees      None        None        None        None        None        None  
(c)    Tax Fees(2)    $ 10,000        None      $ 88,304      $ 6,000        None      $ 57,000  
(d)    All Other Fees      None        None      $ 376,378        None        None      $ 97,500  


Fees billed by Ernst & Young LLP (“E&Y”) related 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)    $ 766,250       None        None      $ 608,176       None        None  
(b)    Audit-Related Fees      None       None        None        None       None        None  
(c)    Tax Fees    $ 970 (4)       None        None      $ 11,559 (3)       None        None  
(d)    All Other Fees      None       None        None        None       None        None  

Fees billed by Deloitte & Touche LLP (“D&T”) related 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)    $ 69,500        None        None      $ 68,000        None        None  
(b)    Audit-Related Fees      None        None        None        None        None        None  
(c)    Tax Fees(5)    $ 24,150        None        None        None        None        None  
(d)    All Other Fees      None        None        None        None        None        None  


Fees billed by BBD, LLP (“BBD”) related to the Trust

BBD 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)    $ 95,300        None        None      $ 113,300        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 compliance services provided to McKee International Equity Portfolio or affiliates of the Funds.

 

  (3)

Tax compliance services for Westwood Emerging Markets Fund.

 

  (4)

Common Reporting Services (“CRS”) tax services for the Sands Capital Global Growth Fund.

 

  (5)

Review and signing of federal and state income tax returns.

(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  

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

 

     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 $464,682 and $160,500 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 $970 and $11,559 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 $24,150 and $0 for 2020 and 2019, respectively.

(g) The aggregate non-audit fees and services billed by BBD 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 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
By (Signature and Title)*      

/s/ Michael Beattie

     

Michael Beattie,

President

Date: January 8, 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 8, 2021      
By (Signature and Title)*      

/s/ Stephen Connors

      Stephen Connors,
      Treasurer, Controller, and CFO
Date: January 8, 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 (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 8, 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 (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 8, 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 (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 8, 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 (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 8, 2021

 

/s/ Stephen Connors

Stephen Connors

Treasurer, Controller, and CFO