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.

 


THE ADVISORS’ INNER CIRCLE FUND

 

 

LOGO

Global Value Fund

ANNUAL REPORT TO SHAREHOLDERS

October 31, 2020

This information must be preceded or accompanied by a current prospectus. Investors should read the prospectus carefully before investing.

Beginning on March 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund 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 Fund electronically by contacting your financial intermediary.

You may elect to receive all future reports in paper free of charge. If you invest through a financial intermediary, you can follow the instructions included with this disclosure, if applicable, or you can contact your financial intermediary to inform it that you wish to continue receiving paper copies of your shareholder reports. If you invest directly with the Fund, you can inform the Fund that you wish to continue receiving paper copies of your shareholder reports by calling 1-888-FUND-LSV (1-888-386-3578). 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 LSV Funds if you invest directly with the Fund.


LOGO

MANAGER’S DISCUSSION AND ANALYSIS OF FUND PERFORMANCE

(Unaudited)

The total net of fees return of the LSV Global Value Fund, the benchmark MSCI AC World Index and the MSCI AC World Value Index for the trailing periods ending October 31, 2020 were as follows:

 

         1 Year              3 Year              5 Years          Since
    Inception    
 

LSV Global Value Fund, Institutional Class Shares*

     -12.43%          -3.91%          2.18%          1.34%    

  Benchmark:                                                                  

           

  MSCI All Country World Index

     4.89%          5.52%          8.11%          6.12%    

  Broad Market:                                                             

           

  MSCI All Country World Value Index

     -12.21%          -2.44%          2.92%          1.20%    

*Periods longer than 1-year are annualized; inception date 6/25/2014.

Institutional Class Shares performance as of 9/30/20: -7.39% (1 year), 3.71% (5 year) and 1.58% (Since Inception). The performance data quoted represents past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares when redeemed, may be worth more or less than their original cost and current performance may be lower or higher than the performance quoted. For performance data current to the most recent month end, please call 888-FUND-LSV (888-386-3578).

Coming into 2020, global equities were trading near all-time highs thanks to improved economic data, continued support from global central banks and the U.S. ‘phase one’ trade resolution with China. The seemingly calm and optimistic environment for equity markets, however abruptly shifted course as the COVID-19 global pandemic took center stage, wreaking havoc on markets. Despite the short-term economic toll due to COVID-19, investors have proven willing to look past the short-term impact, dismissing much of the bleak data, and the market recorded solid returns for the trailing twelve months on the back of optimistic COVID-19 vaccine news and historic levels monetary and fiscal stimulus. The MSCI AC World Index was up 4.89% (in USD). From a style perspective, global value stocks dramatically underperformed across all market capitalization segments based on the MSCI Indices—the MSCI AC World Value Index was down -12.21% while the MSCI AC World Growth Index was up 23.08% (both in USD). The difference in returns between the MSCI AC World Value and MSCI AC World Growth over this period of -35.29% was one of the worst on record for the MSCI Indices dating back to 1999. The LSV Global Value Equity Fund, Institutional Class Shares, was down -12.43% for the period. From a sector perspective, Information Technology, Consumer Discretionary and Communication Services stocks outperformed while Energy, Financials and Real Estate lagged.

The historically difficult environment for value stocks was the root cause of the poor relative performance for the trailing twelve month period. Cheaper stocks based on cash flow and earnings measures, which we favor, significantly lagged for the period and the Fund’s emphasis on buying and holding stocks that are attractive on these measures detracted from relative performance results. In addition, smaller capitalization stocks underperformed large cap stocks over the period and the Fund’s smaller capitalization bias versus the benchmark also had a negative impact on relative performance. Attribution analysis further indicates that both stock and sector selection detracted from relative returns over the period. Stock selection losses were concentrated in the Technology, Communication Services and Financials sectors as names within the Technology Hardware, Wireless Telecommunication and Diversified Banking industries lagged. Not owning a number of expensive names in the Interactive Media & Services and Internet & Direct Marketing Retail industries also detracted. From a sector

 

1


 

LOGO

MANAGER’S DISCUSSION AND ANALYSIS OF FUND PERFORMANCE

(Unaudited)

 

perspective, relative losses were largely due to our underweight position in the Information Technology sector as well as our overweight to Financials stocks. Top individual contributors included overweight positions in Fortescue Metals, Great Wall Motor, Target, eBay, FedEx and Regeneron. Not holding Exxon and Boeing also added value. Main individual detractors included overweights to Valero, Air Canada, United Airlines, Spirit Aerosystems, OMV Group, Gazprom and Citigroup. Not owning Apple, Amazon, Microsoft, Tesla, Alphabet, Nvidia, Facebook, Alibaba, Tencent and Taiwan Semiconductor also significantly detracted.

The Fund continues to trade at a significant discount to the overall market as well as to the value benchmark. The Fund is trading at 12.2x forward earnings compared to 21.6x for the MSCI AC World Index, 1.3x book value compared to 2.4x for the benchmark and 6.9x cash flow compared to 14.8x for the MSCI AC World Index. Sector weightings are a result of our bottom-up stock selection process, subject to constraints at the sector and industry levels. The Fund is currently overweight the Financials, Health Care and Materials sectors while underweight Information Technology, Real Estate and Communication Services.

Our organization remains stable and our research team continues to pursue an active research agenda in which we are looking for better ways to measure value and identify signs of positive change. As always, we are focused on delivering the long-term results that our investors have come to expect from LSV and that we have delivered for clients since 1994.

This material represents the manager’s assessment of the portfolio and market environment at a specific point in time and should not be relied upon by the reader as research or investment advice. Investing involves risk including loss of principal. The information provided herein represents the opinion of the manager and is not intended to be a forecast of future events, a guarantee of future results or investment advice.

Forward earnings is not a forecast of the Fund’s future performance. Investing involves risk, including possible loss of principal. Investments in smaller companies typically exhibit higher volatility.

The MSCI AC World Index is a market capitalization weighted index designed to provide a broad measure of equity-market performance throughout the world.

The MSCI AC World Value Index captures large and mid-cap securities exhibiting overall value style characteristics across 23 developed Markets countries.

The MSCI AC World Growth Index captures large and mid-cap securities exhibiting overall growth style characteristics across 23 developed Markets countries.

Index Returns are for illustrative purposes only and do not represent actual fund performance. Index performance returns do not reflect any manage fees, transaction costs or expenses. Indexes are unmanaged and one cannot invest directly in an index. Past performance does not guarantee future results.

 

2


Comparison of Change in the Value of $100,000 Investment in the LSV

Global Value Fund, Institutional Class Shares, versus the MSCI All Country World Index (Unaudited)

 

    

Average Annual Total Return
for the period ended October 31, 2020

     One Year    Three Year    Five Year    Annualized
     Return    Return    Return    Inception to Date(1)

LSV Global Value Fund, Institutional Class Shares 

   -12.43%        -3.91%        2.18%        1.34%        

LSV Global Value Fund, Investor Class Shares 

   -12.62%        -4.12%        1.94%        1.09%        

MSCI All Country World Index 

   4.89%        5.52%        8.11%        6.12%        

 

LOGO

 

*

The graph is based on only the Institutional Class Shares; performance for Investor Class Shares would be different due to differences in fee structures.

 

(1)

The LSV Global Value Fund Commenced operations on June 25, 2014.

The performance data quoted herein represents past performance and the return and value of an investment in the Fund will fluctuate so that, when redeemed, may be worth less than its original cost. Past performance does not guarantee future results. The Fund’s performance assumes the reinvestment of all dividends and all 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. Fee waivers were in effect previously, if they had not been in effect, performance would have been lower.

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

See definition of comparative indices on page 2.

 

3


 

 

October 31, 2020

 

Sector Weightings (Unaudited)†:

 

LOGO

†     Percentages are based on total investments.

Schedule of Investments

 

LSV Global Value Fund  
         Shares              Value (000)      

U.S. Common Stock (57.4%)

 

Aerospace & Defense (1.7%)  

General Dynamics

     240      $ 32  

Huntington Ingalls Industries

     160        24  

Raytheon

     303        16  

Spirit AeroSystems Holdings, Cl A

     400        7  

Textron

     700        25  
     

 

 

 
        104  
     

 

 

 
Agricultural Products (0.2%)  

Ingredion

     200        14  
     

 

 

 
Air Freight & Logistics (0.9%)  

FedEx

     200        52  
     

 

 

 
Aircraft (1.1%)  

Delta Air Lines

     500        15  

JetBlue Airways*

     900        11  

Lockheed Martin

     60        21  

United Airlines Holdings*

     500        17  
     

 

 

 
        64  
     

 

 

 
Apparel Retail (0.9%)  

Foot Locker

     900        33  

Gap

     900        18  
     

 

 

 
        51  
     

 

 

 
Application Software (0.4%)  

CDK Global

     600        26  
     

 

 

 
Asset Management & Custody Banks (1.4%)  

Ameriprise Financial

     300        48  

State Street

     600        36  
     

 

 

 
        84  
     

 

 

 
Automotive (1.7%)  

Ford Motor

     4,300        33  

General Motors

     1,200        42  

Goodyear Tire & Rubber

     1,200        10  
LSV Global Value Fund  
         Shares              Value (000)      

Automotive (continued)

 

Lear

     160      $ 19  
     

 

 

 
        104  
     

 

 

 

Automotive Retail (0.3%)

 

  

Group 1 Automotive

     200        21  
     

 

 

 
Banks (3.4%)  

Bank of America

     1,700        40  

CIT Group

     500        15  

Citizens Financial Group

     1,100        30  

JPMorgan Chase

     400        39  

PNC Financial Services Group

     300        33  

Regions Financial

     1,400        19  

Wells Fargo

     500        11  

Zions Bancorp

     600        19  
     

 

 

 
        206  
     

 

 

 
Biotechnology (3.8%)  

Alexion Pharmaceuticals*

     400        46  

Amgen

     300        65  

Biogen*

     170        43  

Gilead Sciences

     300        18  

Regeneron Pharmaceuticals*

     100        54  
     

 

 

 
        226  
     

 

 

 
Broadcasting (0.6%)  

Fox

     1,300        34  

ViacomCBS, Cl B

     178        5  
     

 

 

 
        39  
     

 

 

 
Chemicals (2.0%)  

Celanese, Cl A

     250        28  

Eastman Chemical

     490        40  

Huntsman

     1,200        29  

LyondellBasell Industries, Cl A

     300        21  
     

 

 

 
        118  
     

 

 

 
Commodity Chemicals (0.2%)  

Kronos Worldwide

     900        12  
     

 

 

 
Computers & Services (4.9%)  

DXC Technology

     1,200        22  

eBay

     1,400        67  

Hewlett Packard Enterprise

     3,900        34  

HP

     2,000        36  

NetApp

     200        9  

Oracle

     1,400        78  

Seagate Technology

     800        38  

Xerox Holdings

     575        10  
     

 

 

 
        294  
     

 

 

 
 

 

The accompanying notes are an integral part of the financial statements

 

4


Schedule of Investments

October 31, 2020

 

LSV Global Value Fund  
         Shares              Value (000)      

Data Processing & Outsourced Services (0.3%)

 

Sykes Enterprises*

     500      $ 17  
     

 

 

 
Drug Retail (0.6%)  

Walgreens Boots Alliance

     1,000        34  
     

 

 

 
Electric Utilities (0.6%)  

NRG Energy

     1,100        35  
     

 

 

 
Financial Services (2.2%)  

Ally Financial

     1,500        40  

Capital One Financial

     300        22  

Citigroup

     1,000        41  

Discover Financial Services

     400        26  
     

 

 

 
        129  
     

 

 

 
Food, Beverage & Tobacco (1.3%)  

JM Smucker

     400        45  

Molson Coors Beverage, Cl B

     1,000        35  
     

 

 

 
        80  
     

 

 

 
General Merchandise Stores (1.3%)  

Target

     500        76  
     

 

 

 
Health Care Distributors (0.4%)  

Cardinal Health

     200        9  

McKesson

     120        18  
     

 

 

 
        27  
     

 

 

 
Health Care Facilities (0.6%)  

HCA Holdings

     300        37  
     

 

 

 
Health Care Services (1.5%)  

CVS Health

     700        39  

DaVita*

     360        31  

Quest Diagnostics

     140        17  
     

 

 

 
        87  
     

 

 

 
Hotel & Resort REIT’s (0.1%)  

Service Properties Trust

     500        4  
     

 

 

 

Hotels & Lodging (0.3%)

 

  

Wyndham Destinations

     600        20  
     

 

 

 
Household Products, Furniture & Fixtures (0.9%)  

Whirlpool

     300        55  
     

 

 

 
Insurance (3.1%)  

Aflac

     600        20  

Allstate

     300        27  

American Financial Group

     650        49  

Assured Guaranty

     1,100        28  

Hartford Financial Services Group

     400        16  

Lincoln National

     400        14  
LSV Global Value Fund  
         Shares              Value (000)      

Insurance (continued)

 

MGIC Investment

     1,700      $ 17  

Prudential Financial

     240        15  
     

 

 

 
        186  
     

 

 

 
Investment Banking & Brokerage (0.6%)  

Morgan Stanley

     700        34  
     

 

 

 
IT Consulting & Other Services (1.1%)  

Amdocs

     585        33  

International Business Machines

     300        33  
     

 

 

 
        66  
     

 

 

 
Machinery (2.1%)  

Cummins

     290        64  

Meritor*

     1,500        36  

Oshkosh

     400        27  
     

 

 

 
        127  
     

 

 

 
Managed Health Care (0.8%)  

Anthem

     170        46  
     

 

 

 
Media & Entertainment (1.2%)         

Comcast, Cl A

     1,100        47  

TEGNA

     2,100        25  
     

 

 

 
        72  
     

 

 

 
Metal & Glass Containers (0.7%)  

Berry Global Group*

     860        40  
     

 

 

 
Motorcycle Manufacturers (0.3%)  

Harley-Davidson

     600        20  
     

 

 

 
Paper & Paper Products (0.1%)  

Domtar

     200        5  
     

 

 

 
Paper Packaging (0.2%)  

Westrock

     400        15  
     

 

 

 
Petroleum & Fuel Products (0.8%)  

Phillips 66

     300        14  

Valero Energy

     800        31  
     

 

 

 
        45  
     

 

 

 
Pharmaceuticals (4.3%)  

AbbVie

     400        34  

Bristol-Myers Squibb

     1,000        59  

Jazz Pharmaceuticals*

     290        42  

Lannett*

     500        3  

Merck

     800        60  

Pfizer

     1,700        60  
     

 

 

 
        258  
     

 

 

 
 

 

The accompanying notes are an integral part of the financial statements

 

5


Schedule of Investments

October 31, 2020

 

LSV Global Value Fund  
         Shares              Value (000)      

Reinsurance (0.3%)

 

Everest Re Group

     100      $ 20  
     

 

 

 
Retail (0.9%)  

Dillard’s, Cl A

     100        4  

Kohl’s

     500        11  

Kroger

     1,100        35  

Macy’s

     400        3  
     

 

 

 
        53  
     

 

 

 
Semi-Conductors/Instruments (3.6%)  

Applied Materials

     900        53  

Cirrus Logic*

     400        27  

Intel

     1,300        58  

KLA

     100        20  

Lam Research

     160        55  
     

 

 

 
        213  
     

 

 

 
Technology Distributors (0.5%)  

Arrow Electronics*

     300        23  

Avnet

     300        8  
     

 

 

 
        31  
     

 

 

 
Technology Hardware Storage & Peripherals (0.0%)  

Dell Technologies, Cl C*

     35        2  
     

 

 

 
Telephones & Telecommunications (2.9%)  

AT&T

     1,700        46  

Cisco Systems

     1,300        47  

Juniper Networks

     1,300        25  

Verizon Communications

     1,000        57  
     

 

 

 
        175  
     

 

 

 
Thrifts & Mortgage Finance (0.3%)  

Radian Group

     1,100        20  
     

 

 

 
TOTAL U.S. COMMON STOCK  

(Cost $3,541)

        3,444  
     

 

 

 

Foreign Common Stock (41.2%)

 

Australia (1.7%)  

Australian Pharmaceutical Industries

     21,000        16  

BlueScope Steel

     1,900        20  

Fortescue Metals Group

     4,300        52  

OMV

     700        16  
     

 

 

 
        104  
     

 

 

 
Belgium (0.2%)  

Solvay

     170        14  
     

 

 

 
LSV Global Value Fund  
         Shares              Value (000)      

Canada (1.8%)

 

Air Canada, Cl B*

     1,200      $ 13  

Canadian Imperial Bank of Commerce

     130        10  

iA Financial

     1,000        35  

Magna International

     700        36  

National Bank of Canada

     300        14  
     

 

 

 
        108  
     

 

 

 

Chile (0.6%)

 

Enel Americas

     276,886        37  
     

 

 

 

China (1.9%)

 

China CITIC Bank, Cl H

     24,000        10  

China Resources Power Holdings

     31,000        32  

Great Wall Motor, Cl H

     33,000        54  

Shanghai Pharmaceuticals Holding, Cl H

     4,000        6  

Sinotrans, Cl H

     49,000        14  
     

 

 

 
        116  
     

 

 

 

France (2.5%)

 

AXA

     800        13  

BNP Paribas

     300        10  

Metropole Television

     2,300        25  

Natixis

     4,100        10  

Rothschild

     800        21  

Sanofi

     600        54  

Total

     600        18  
     

 

 

 
        151  
     

 

 

 

Germany (2.1%)

 

Allianz

     60        11  

Daimler

     300        15  

Deutsche Post

     1,100        49  

Muenchener Rueckversicherungs

     50        12  

Rheinmetall

     300        22  

Volkswagen

     100        15  
     

 

 

 
        124  
     

 

 

 

Hong Kong (3.3%)

 

Asia Cement China Holdings

     20,500        19  

China Mobile

     7,000        43  

China Petroleum & Chemical, Cl H

     38,000        15  

China Telecom, Cl H

     64,000        20  

China Water Affairs Group

     14,000        10  
 

 

The accompanying notes are an integral part of the financial statements

 

6


Schedule of Investments

October 31, 2020

 

LSV Global Value Fund  
         Shares              Value (000)  

Hong Kong (continued)

 

Guangzhou Baiyunshan Pharmaceutical Holdings, Cl H

     8,000      $ 19  

Nine Dragons Paper Holdings

     17,000        22  

PAX Global Technology

     44,000        26  

Skyworth Group

     16,283        4  

SmarTone Telecommunications Holdings

     5,500        3  

WH Group

     23,000        18  
     

 

 

 
        199  
     

 

 

 
Hungary (0.2%)  

MOL Hungarian Oil & Gas

     2,400        12  
     

 

 

 
Indonesia (0.2%)  

Bank Negara Indonesia Persero

     27,700        9  
     

 

 

 
Israel (0.1%)  

Teva Pharmaceutical Industries*

     900        8  
     

 

 

 
Italy (1.3%)  

A2A

     22,200        28  

Enel

     5,000        40  

Mediobanca Banca di Credito Finanziario

     1,600        11  
     

 

 

 
        79  
     

 

 

 
Japan (6.9%)  

DTS

     1,600        31  

Isuzu Motors

     1,500        12  

ITOCHU

     1,300        31  

Kandenko

     4,000        30  

KDDI

     1,700        46  

Konoike Transport

     800        8  

Lintec

     500        11  

Nippon Telegraph & Telephone

     1,800        38  

Nisshin Oillio Group

     1,100        32  

Nitto Kogyo

     500        9  

Nomura Holdings

     9,800        44  

ORIX

     2,700        32  

Resona Holdings

     3,100        10  

SKY Perfect JSAT Holdings

     1,500        6  

Sumitomo

     2,200        24  

Teijin

     1,900        29  

Tsubakimoto Chain

     400        9  

 

LSV Global Value Fund  
         Shares              Value (000)      

Japan (continued)

 

Valor

     500      $ 12  
     

 

 

 
        414  
     

 

 

 
Netherlands (1.0%)  

Aegon

     3,100        8  

Royal Dutch Shell, Cl B

     1,300        16  

Signify(A)

     1,000        36  
     

 

 

 
        60  
     

 

 

 
Norway (0.4%)  

DNB*

     1,800        24  
     

 

 

 
Russia (0.7%)  

Gazprom PJSC ADR

     6,500        25  

LUKOIL PJSC ADR

     370        19  
     

 

 

 
        44  
     

 

 

 
South Africa (0.1%)  

Absa Group

     800        4  
     

 

 

 
South Korea (2.8%)  

Huons

     550        27  

Kginicis

     1,600        27  

LG Uplus

     2,500        24  

Samsung Electronics

     1,350        68  

SK Telecom

     100        19  
     

 

 

 
        165  
     

 

 

 
Spain (0.7%)  

Enagas

     1,400        30  

Mapfre

     7,500        11  
     

 

 

 
        41  
     

 

 

 
Sweden (2.6%)  

Bilia, Cl A*

     3,900        52  

Inwido

     1,500        16  

Nordea Bank Abp*

     900        7  

SKF, Cl B

     1,100        23  

Volvo, Cl B

     2,800        54  
     

 

 

 
        152  
     

 

 

 
Switzerland (2.3%)  

Credit Suisse Group

     900        9  

Novartis

     600        47  

Roche Holding AG

     150        48  

Swiss Life Holding

     60        20  
 

 

The accompanying notes are an integral part of the financial statements

 

7


Schedule of Investments

October 31, 2020

 

LSV Global Value Fund  
         Shares          Value (000)  

Switzerland (continued)

 

UBS Group

     1,300      $ 15  
     

 

 

 
        139  
     

 

 

 
Taiwan (2.3%)  

Chipbond Technology

     16,000        35  

Compeq Manufacturing

     28,000        43  

Mitac Holdings

     26,654        26  

Tripod Technology

     8,000        32  
     

 

 

 
        136  
     

 

 

 
Thailand (0.2%)  

Krung Thai Bank

     21,700        6  

Pruksa Holding

     24,700        8  
     

 

 

 
        14  
     

 

 

 
Turkey (0.7%)  

Coca-Cola Icecek

     6,200        33  

Eregli Demir ve Celik Fabrikalari

     6,500        8  
     

 

 

 
        41  
     

 

 

 
United Kingdom (4.6%)  

3i Group

     1,700        21  

Anglo American

     1,500        35  

BAE Systems

     4,500        23  

Barclays

     15,300        21  

Bellway

     400        12  

Berkeley Group Holdings

     400        21  

British American Tobacco

     1,300        41  

Centrica

     11,900        6  

J Sainsbury

     6,000        16  

Lloyds Banking Group

     43,500        16  

Old Mutual

     3,000        2  

Smurfit Kappa Group

     700        26  

Tesco

     13,400        36  
     

 

 

 
        276  
     

 

 

 

TOTAL FOREIGN COMMON STOCK

 

(Cost $2,872)

        2,471  
     

 

 

 
LSV Global Value Fund  
     Face
    Amount    
(000)
     Value (000)  

Repurchase Agreement (0.8%)

 

South Street Securities 0.030%, dated 10/30/20, to be repurchased on 11/02/20, repurchase price $46 (collateralized by various U.S. Treasury obligations, ranging in par value $0 - $47, 0.125% - 0.375%, 03/31/22 -10/15/25; total market value $47)

   $ 46      $ 46  
     

 

 

 

TOTAL REPURCHASE AGREEMENT

 

(Cost $46)

        46  
     

 

 

 
Total Investments – 99.4%  

(Cost $6,459)

      $ 5,961  
     

 

 

 

Percentages are based on Net Assets of $5,995 (000).

 

*

Non-income producing security.

ADR — American Depositary Receipt

Cl — Class

PJSC — Public Joint Stock Company

REIT — Real Estate Investment Trust

 

 

The accompanying notes are an integral part of the financial statements

 

8


Schedule of Investments

October 31, 2020

 

The following is a list of the level of inputs used as of October 31, 2020, in valuing the Fund’s investments carried at value ($000):

 

Investments in
    Securities

     Level 1          Level 2          Level 3            Total      

    Common Stock

           

United States

   $  3,444      $      $      $ 3,444  

 

  

 

 

    

 

 

    

 

 

    

 

 

 

Total Common Stock

     3,444                      3,444  

 

  

 

 

    

 

 

    

 

 

    

 

 

 

    Foreign Common Stock

 

        

Australia

            104               104  

Belgium

            14               14  

Canada

     108                      108  

Chile

     37                      37  

China

            116               116  

France

            151               151  

Germany

            124               124  

Hong Kong

            199               199  

Hungary

            12               12  

Indonesia

            9               9  

Israel

            8               8  

Italy

            79               79  

Japan

            414               414  

Netherlands

            60               60  

Norway

            24               24  

Russia

     44                      44  

South Africa

            4               4  

South Korea

            165               165  

Spain

            41               41  

Sweden

            152               152  

Switzerland

            139               139  

Taiwan

            136               136  

Thailand

            14               14  

Turkey

            41               41  

United Kingdom

     2        274               276  

 

  

 

 

    

 

 

    

 

 

    

 

 

 

Total Foreign

           

Common Stock

     191        2,280               2,471  

 

  

 

 

    

 

 

    

 

 

    

 

 

 

Total Repurchase Agreement

            46               46  

 

  

 

 

    

 

 

    

 

 

    

 

 

 
Total Investments in Securities    $ 3,635      $  2,326      $      $  5,961  

 

  

 

 

    

 

 

    

 

 

    

 

 

 

For the year ended October 31, 2020, there were no transfers in or out of Level 3.

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

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

 

 

The accompanying notes are an integral part of the financial statements

 

9


Statement of Assets and Liabilities (000)

October 31, 2020

 

     

LSV Global Value
Fund

 

Assets:

  

Investments at Value (Cost $6,459)

   $ 5,961  

Foreign Currency, at Value (Cost $14)

     14  

Dividends and Interest Receivable

     16  

Receivable due from Investment Adviser

     8  

Reclaim Receivable

     5  

Prepaid Expenses

 

    

 

16

 

 

 

 

Total Assets

  

 

 

 

6,020

 

 

Liabilities:

  

Payable for Printing Fees

     10  

Payable due to Transfer Agent

     6  

Payable to Custodian

     5  

Payable due to Pricing Fees

     3  

Payable due to Administrator

      

Payable due to Trustees

      

Payable due to Distributor

      

Payable due to Chief Compliance Officer

      

Other Accrued Expenses

 

    

 

1

 

 

 

 

Total Liabilities

  

 

 

 

25

 

 

Net Assets

   $ 5,995  
          

Net Assets Consist of:

  

Paid-in Capital

   $ 6,504  

Total distributable loss

     (509)  

Net Assets

  

 

$

 

5,995

 

 

          

Net Asset Value, Offering and Redemption Price Per Share —
Institutional Class Shares ($4,907 ÷ 524,586 shares)(1)

   $ 9.35  
          

Net Asset Value, Offering and Redemption Price Per Share —
Investor Class Shares ($1,088 ÷ 116,540 shares)(1)

   $ 9.33  
          

(1) Shares have not been rounded.

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

 

The accompanying notes are an integral part of the financial statements

10


Statement of Operations (000)

For the year ended October 31, 2020

 

     

LSV Global Value
Fund

 

Investment Income:

  

Dividend Income

     $                192   

Interest Income

      

Foreign Taxes Withheld

     (12)  

Total Investment Income

     180  

Expenses:

  

Investment Advisory Fees

     46  

Administration Fees

     3  

Distribution Fees - Investor Class

     3  

Chief Compliance Officer Fees

     1  

Trustees’ Fees

      

Transfer Agent Fees

     35  

Custodian Fees

     26  

Registration and Filing Fees

     23  

Printing Fees

     6  

Professional Fees

     1  

Insurance and Other Fees

     14  

Total Expenses

     158  

Less: Waiver of Investment Advisory Fees

     (46)  

Less: Reimbursement of Expenses from Investment Adviser

     (55)  

Less: Fees Paid Indirectly — (see Note 4)

      

Net Expenses

     57  

Net Investment Income

     123  

Net Realized Loss on Investments

     (36)  

Net Realized Loss on Foreign Currency Transactions

     (1)  

Net Change in Unrealized Appreciation (Depreciation) on Investments

     (814)  

Net Change in Unrealized Appreciation (Depreciation) on Foreign Currency Translation

     1  

Net Realized and Unrealized Loss on Investments

     (850)  

Net Decrease in Net Assets Resulting from Operations

     $                (727)  
          

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

 

The accompanying notes are an integral part of the financial statements

11


Statements of Changes in Net Assets (000)

For the year ended October 31,

 

     LSV Global Value Fund  

 

   2020     2019  

Operations:

    

Net Investment Income

   $ 123     $ 136  

Net Realized Loss on Investments and Foreign Currency Transactions

     (37     (62

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

     (813     349  

Net Increase (Decrease) in Net Assets Resulting from Operations

     (727     423  

Distributions

    

Institutional Class Shares

     (123     (198

Investor Class Shares

     (20     (26

Total Distributions

     (143     (224

Capital Share Transactions:

    

Institutional Class Shares:

    

Issued

     491       292  

Reinvestment of Dividends and Distributions

     123       198  

Redeemed

     (20      

Net Increase from Institutional Class Shares Transactions

     594       490  

Investor Class Shares:

    

Issued

     448       377  

Reinvestment of Dividends and Distributions

     20       26  

Redeemed

     (262     (4

Net Increase from Investor Class Shares Transactions

     206       399  

Net Increase in Net Assets Derived from Capital Share Transactions

     800       889  

Total Increase (Decrease) in Net Assets

     (70     1,088  

Net Assets:

    

Beginning of Year

     6,065       4,977  

End of Year

   $ 5,995     $ 6,065  
                  

Shares Transactions:

    

Institutional Class:

    

Issued

     49       28  

Reinvestment of Dividends and Distributions

     11       21  

Redeemed

     (2      

Total Institutional Class Share Transactions

     58       49  

Investor Class:

    

Issued

     52       37  

Reinvestment of Dividends and Distributions

     2       3  

Redeemed

     (26      

Total Investor Class Share Transactions

     28       40  

Net Increase in Shares Outstanding

     86       89  
                  

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

 

The accompanying notes are an integral part of the financial statements

12


Financial Highlights

For a share outstanding throughout each year ended October 31,

 

 

     Net
Asset
Value
Beginning
of Period
     Net
Investment
Income(1)
     Realized and
Unrealized
Gains
(Losses) on
Investments
    Total from
Operations
    Dividends
from Net
Investment
Income
    Distributions
from Realized
Gain
    Total
Dividends
and
Distributions
    Net
Asset
Value
End of
Period
     Total
Return†
    Net
Assets End
of Period
(000)
     Ratio of
Expenses
to Average
Net Assets
    Ratio of
Expenses to
Average Net
Assets
(Excluding
Waivers,
Reimbursements
and Fees Paid
Indirectly)
    Ratio of
Net
Investment
Income to
Average
Net Assets
    Portfolio
Turnover
Rate
 
                                                                              

LSV Global Value Fund

 

                          

Institutional Class Shares

 

                   

  2020

   $ 10.91      $ 0.20      $ (1.51   $ (1.31   $ (0.25   $ –          $ (0.25   $ 9.35        (12.43 )%    $ 4,907        0.90        2.54%          2.04%       13

  2019

     10.65        0.26        0.47       0.73       (0.20     (0.27     (0.47     10.91        7.56       5,098        0.90       3.19       2.55       10  

  2018

     11.54        0.23        (0.87     (0.64     (0.21     (0.04     (0.25     10.65        (5.79     4,453        0.90       3.17       1.95       13  

  2017

     9.54        0.19        2.08       2.27       (0.20     (0.07     (0.27     11.54        24.29       3,988        0.90       4.52       1.83       15  

  2016

     9.71        0.20        (0.12     0.08       (0.15     (0.10     (0.25     9.54        0.96       2,684        0.90       6.34       2.23       23  

Investor Class Shares

 

                   

  2020

   $ 10.89      $ 0.18      $ (1.51)     $ (1.33   $ (0.23   $ –          $ (0.23   $ 9.33        (12.62 )%      $1,088        1.15        2.80%          1.85%       13

  2019

     10.64        0.23        0.47       0.70       (0.18     (0.27     (0.45     10.89        7.23       967        1.15       3.47       2.24       10  

  2018

     11.52        0.19        (0.85     (0.66     (0.18     (0.04     (0.22     10.64        (5.92     524        1.15       3.43       1.66       13  

  2017

     9.53        0.17        2.07       2.24       (0.18     (0.07     (0.25     11.52        23.94       520        1.15       4.78       1.56       15  

  2016

     9.68        0.18        (0.12     0.06       (0.11     (0.10     (0.21     9.53        0.77       205        1.15       6.78       2.00       23  

 

Total return is for the period indicated and has not been annualized. Total return would have been lower had the Adviser not waived a portion of its fee. Total returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Capital shares.

(1)

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

 

Amounts

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

 

The accompanying notes are an integral part of the financial statements

13


Notes to Financial Statements

October 31, 2020

 

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, as an open-end management investment company with 43 funds. The financial statements herein are those of the LSV Global Value Fund, a diversified Fund (the “Fund”). The Fund seeks long-term growth of capital by investing primarily in equity securities of companies located throughout the world. The Fund commenced operations on June 25, 2014, offering Institutional Class Shares and Investor Class Shares. The financial statements of the remaining funds of the Trust are not presented herein, but are presented separately. The assets of each fund are segregated, and a shareholder’s interest is limited to the fund in which shares are held.

2.    Significant Accounting Policies:

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

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

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on 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. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates.

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

For securities that principally trade on a foreign market or exchange, a significant gap in time can exist between the time of a particular security’s last trade and the time at which the Fund calculates its net asset value. The closing prices of such securities may no longer reflect their market value at the time the Fund calculates net asset value if an event that could materially affect the value of those securities a (“Significant Event”) has occurred between the time of the security’s last close and the time that the Fund calculates net asset value. A Significant Event may relate to a single issuer or to an entire market sector. If the adviser of the Fund becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates net asset value, it may request that a Committee meeting be called. In addition, the Fund’s administrator monitors price movements among certain selected indices, securities and/or baskets of securities that may be an indicator that the closing prices received earlier from foreign exchanges or markets may not reflect market value at the time the Fund calculates net asset value. If price movements in a monitored index or security exceed levels established by the administrator, the administrator notifies the adviser that such limits have been exceeded. In such event, the adviser makes the determination whether a Committee meeting should be called based on the information provided.

The Fund uses MarkIt Fair Value (“MarkIt”) as a third party fair valuation vendor. MarkIt provides a fair value for foreign securities in the Fund based on certain factors and methodologies (involving,

 

 

14


Notes to Financial Statements

October 31, 2020

 

generally, tracking valuation correlations between the U.S. market and each non-U.S. security) applied by MarkIt in the event that there is a movement in the U.S. markets that exceeds a specific threshold established by the Committee. The Committee establishes a “confidence interval” which is used to determine the level of correlation between the value of a foreign security and movements in the U.S. market before a particular security is fair valued when the threshold is exceeded. In the event that the threshold established by the Committee is exceeded on a specific day, the Fund values its non-U.S. securities that exceed the applicable “confidence interval” based upon the fair values provided by MarkIt. In such event, it is not necessary to hold a Committee meeting. In the event that the Adviser believes that the fair values provided by MarkIt are not reliable, the Adviser contacts the Fund’s Administrator and can request that a meeting of the Committee be held. As of October 31, 2020, there were no securities valued in accordance with Fair Value Procedures. If a local market in which the Fund owns securities is closed for one or more days, the Fund shall value all securities held in that corresponding currency based on the fair value prices provided by MarkIt using the predetermined confidence interval discussed above.

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

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

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

Level 3 — Prices, inputs or proprietary 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 Fund’s fair valuation methodologies.

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

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

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

Security Transactions and Investment Income— Security transactions are accounted for on trade date for financial reporting purposes. Costs used in determining realized gains or 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 from settlement date. Certain dividends from foreign securities will be recorded as soon as the Fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date.

 

 

15


Notes to Financial Statements

October 31, 2020

 

Investments in Real Estate Investment Trusts (REITs)— With respect to the Fund, dividend income 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.

Repurchase Agreements— In connection with transactions involving repurchase agreements, a third party custodian bank takes possession of the underlying securities (“collateral”), the value of which exceeds the principal amount of the repurchase transaction, including accrued interest. Such collateral will be cash, debt securities issued or guaranteed by the U.S. Government, securities that at the time the repurchase agreement is entered into are rated in the highest category by a nationally recognized statistical rating organization (“NRSRO”) or unrated category by an NRSRO, as determined by the Adviser. Provisions of the repurchase agreements and procedures adopted by the Board require that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default by the counterparty. In the event of default on the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.

Repurchase agreements are entered into by the Fund under Master Repurchase Agreements (“MRA”) which permit the Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables under the MRA with collateral held and/ or posted to the counterparty and create one single net payment due to or from the Fund.

At October 31, 2020, the open repurchase agreements by counterparty which is subject to a MRA on a net payment basis is as follows (000):

 

Counterparty    Repurchase
Agreement
    

Fair

Value of
Non-Cash
Collateral
Received

     Cash
Collateral
Received(1)
    

Net Amount(2)

 

South Street Securities

   $
46
 
   $ 46      $      $  

(1) The amount of collateral reflected in the table does not include any

over-collateralization received by the Fund.

(2) Net amount represents the net amount receivable due from the counterparty in the event of default.

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

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

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

Dividends and Distributions to Shareholders— Dividends from net investment income, if any, are declared and paid to shareholders annually. Any net realized capital gains are distributed to shareholders at least annually.

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 for serving as officers of the Trust other than the Chief Compliance Officer (“CCO”) as described below.

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

 

 

16


Notes to Financial Statements

October 31, 2020

 

regulatory oversight of the Trust’s Advisors and service providers as required by SEC regulations. The CCO’s services have been approved by and reviewed by the Board.

 

4.

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

The Fund, along with other series of the Trust advised by LSV Asset Management (the “Adviser”), and the Administrator are parties to an Administration Agreement, under which the Administrator provides administrative services to the Fund. 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 Fund. For the year ended October 31, 2020, the Fund paid $3,356 for these services.

The Trust and Distributor are parties to a Distribution Agreement dated November 14, 1991, as Amended and Restated November 14, 2005. The Distributor receives no fees for its distribution services under this agreement.

The Fund has adopted a distribution plan under the Rule 12b-1 under the 1940 Act for Investor Class Shares that allows the Fund to pay distribution and service fees for the sale and distribution of its shares, and for services provided to shareholders. The maximum annual distribution fee for Investor Class Shares of the Fund is 0.25% annually of the average daily net assets. For the year ended October 31, 2020, the Fund incurred $2,699 of distribution fees.

DST Systems, Inc. serves as the transfer agent and dividend disbursing agent for the Fund under a transfer agency agreement with the Trust. During the year ended October 31, 2020, the Fund earned $55 in cash management credits which were used to offset transfer agent expenses. This amount is labeled as “Fees Paid Indirectly” on the Statement of Operations.

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

 

5.

Investment Advisory Agreement:

The Trust and the Adviser are parties to an Investment Advisory Agreement, under which the Adviser receives an annual fee equal to 0.75% of the Fund’s average daily net assets. The Adviser has contractually agreed to waive its fee (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses) in order to limit the Fund’s total operating expenses after fee waivers and/or expense reimbursements to a maximum of 0.90% and 1.15% of the Fund’s Institutional Class and Investor Class Shares’

average daily net assets, respectively, through February 28, 2021. Refer to waiver of investment advisory fees on the Statement of Operations for fees waived for the year ended October 31, 2020.

 

6.

Investment Transactions:

The cost of security purchases and the proceeds from security sales, other than short-term investments, for the year ended October 31, 2020, were as follows (000):

 

Purchases

  

Other

   $         1,631  

Sales

  

Other

   $ 793  

 

7.

Federal Tax Information:

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

The permanent differences primarily consist of foreign currency translations, and reclassification of long term capital gain distribution on REITs. There are no permanent differences that are credited or charged to Paid-in Capital and Distributable Earnings as of October 31, 2020.

The tax character of dividends and distributions paid during the years ended October 31, 2020 and 2019 was as follows (000):

 

     Ordinary
Income
    

Long-Term

Capital Gain

           Total      
  

 

 

    

 

 

 

2020    

      $            143        $                —      $ 143  

2019    

     123                     101        224  

As of October 31, 2020, the components of distributable earnings on a tax basis were as follows (000):

 

Undistributed Ordinary Income

   $         109  

Capital Loss Carryforward

     (100

Other Temporary Differences

     (1

Unrealized Depreciation

     (517
  

 

 

 

Total Accumulated Losses

   $ (509
  

 

 

 

Capital loss carryforward rules allow for RICs to carry forward capital losses indefinitely and to retain the character of capital loss carryforwards as short-term or long-term. The Fund has short-term and long-term capital loss carryforwards of $6 (000) and $94 (000), respectively, at October 31, 2020. During the year end October 31, 2020, no capital loss carryforwards were utilized to offset capital gains.

 

 

17


Notes to Financial Statements

October 31, 2020

 

The total cost of securities for Federal income tax purposes and the aggregate gross unrealized appreciation and depreciation on investments held by the Fund at October 31, 2020, were as follows (000):

 

Federal
  Tax Cost
  

   

Aggregated
Gross
Unrealized
  Appreciation
  

   

Aggregated
Gross
Unrealized
  Depreciation
  

   

Net  

  Unrealized  
  Depreciation
  

 
  $     6,478           $ 668           $ (1,185)           $ (517)      

8.    Concentration of Risks:

Equity Risk — Since the Fund purchases equity securities, the Fund is subject 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 Fund’s 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 Fund.

Foreign Company Risk — Investing in foreign companies, including direct investments and through Depositary Receipts, poses additional risks since political and economic events unique to a country or region will affect those markets and their issuers. These risks will not necessarily affect the U.S. economy or similar issuers located in the United States. In addition, investments in foreign companies are generally denominated in a foreign currency, the value of which may be influenced by currency exchange rates and exchange control regulations. Changes in the value of a currency compared to the U.S. dollar may affect (positively or negatively) the value of the Fund’s investments. These currency movements may occur separately from, and in response to, events that do not otherwise affect the value of the security in the issuer’s home country. Securities of foreign companies may not be registered with the U.S. Securities and Exchange Commission (the “SEC”) and foreign companies are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publically available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Fund may be reduced by a withholding tax at the source, which tax 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.

While Depositary Receipts provide an alternative to directly purchasing the underlying foreign securities in their respective national markets and currencies, investments in Depositary Receipts continue to be subject to many of the risks associated with investing directly in foreign securities.

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

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

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

 

 

18


Notes to Financial Statements

October 31, 2020

 

the Fund’s performance and cause losses on your investment in the Fund.

Medium and Smaller Capitalization Risk — The medium- and smaller-capitalization companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies. In particular, investments in these medium- and small-sized companies may pose additional risks, including liquidity risk, because these companies tend to have limited product lines, markets and financial resources, and may depend upon a relatively small management group. Therefore, medium- and small-capitalization stocks may be more volatile than those of larger companies. These securities may be traded over-the-counter or listed on an exchange.

Style Risk — Since the Fund pursues a “value style” of investing, if the Adviser’s assessment of market conditions, or a company’s value or prospects for exceeding earnings expectations is wrong, the Fund could suffer losses or produce poor performance relative to other funds. In addition, “value stocks” can continue to be undervalued by the market for long periods of time.

9.  Other:

At October 31, 2020, 100% of total shares outstanding for the Institutional Class Shares were held by three record shareholders each owning 10% or greater of the aggregate total shares outstanding. At October 31, 2020, 88% of total shares outstanding for the Investor Class Shares were held by two record shareholders each owning 10% or greater of the aggregate total shares outstanding. These were comprised mostly of omnibus accounts which were held on behalf of various individual shareholders.

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

10. 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. Management elected to early adopt the removal and modifications of certain disclosure and delay the adoption of additional disclosures until the effective date.

11. Subsequent Events:

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

 

 

19


Report of Independent Registered Public Accounting Firm

To the Board of Trustees of The Advisors’ Inner Circle Fund and the Shareholders of LSV Global Value Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, of LSV Global Value Fund (the “Fund”) (one of the series constituting The Advisors’ Inner Circle Fund (the “Trust”)), including the schedule of investments, as of October 31, 2020, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended 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 the Fund (one of the series constituting The Advisors’ Inner Circle Fund) at October 31, 2020, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Trust’s management. Our responsibility is to express an opinion on the Fund’s 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 procedures included confirmation of securities owned as of October 31, 2020, by correspondence with the custodian and brokers. 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 LSV Asset Management investment companies since 2005.

Philadelphia, Pennsylvania

December 29, 2020

 

20


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 portfolio management, administrative services, and shareholder reports like this one. It is important for you to understand the impact of these costs on your investment returns.

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

The following examples use the expense ratio and are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period and held for the entire period from May 1, 2020 to October 31, 2020.

The table below 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 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 period, but that the expense ratio (Column 3) 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 “Expense Paid During Period” column with those that appear in the same charts in the shareholder reports for other mutual funds.

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

 

      Beginning
Account
Value
05/01/20
     Ending
Account
Value
10/31/20
     Annualized
Expense
Ratios
     Expenses
Paid
During
Period*

LSV Global Value Fund

                                                 

 

Actual Fund Return

                         

Institutional Class Shares

       $1,000.00          $1,084.70          0.90 %          $4.72

Investor Class Shares

       1,000.00          1,083.60          1.15          6.02

Hypothetical 5% Return

                         

Institutional Class Shares

       $1,000.00          $1,020.61          0.90 %          $4.57

Investor Class Shares

       1,000.00          1,019.36          1.15          5.84

 

*

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).

 

21


Review of Liquidity Risk Management Program (Unaudited)

Pursuant to Rule 22e-4 under the 1940 Act, the Fund’s investment adviser has adopted, and the Board has approved, a liquidity risk management program (the “Program”) to govern the Fund’s approach to managing liquidity risk. The Program is overseen by the Fund’s Liquidity Risk Management Program Administrator (the “Program Administrator”), and the Program’s principal objectives include assessing, managing and periodically reviewing the 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 the Fund’s liquidity risk and has operated adequately and effectively to manage the Fund’s liquidity risk since the Program was implemented on December 1, 2018. The Program Administrator’s report noted that during the period covered by the report, there were no liquidity events that impacted the Fund or its ability to timely meet redemptions without dilution to existing shareholders. The Program Administrator’s report further noted that no material changes have been made to the Program since its implementation.

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

 

22


Trustees And Officers Of The Advisors’ Inner Circle Fund (Unaudited)

Set forth below are the names, ages, position with the Trust, term of office, length of time served and the principal occupations for the last five years of each of the persons currently serving as Trustees and Officers of the Trust. Trustees who are deemed not to be “interested persons” of the Trust are referred to as “Independent Board Members.” Messrs. Nesher and Klauder are 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 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 888-Fund-LSV. The following chart lists Trustees and Officers as of October 31, 2020.

 

Name and

Year of Birth

   Position with
Trust and Length
of Time Served1
  

Principal Occupation

in the Past Five Years

  

Other Directorships

Held in the Past Five Years2

INTERESTED
TRUSTEES3,4
                 

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.   

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.

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.   

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.

 

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.

 

23


Trustees And Officers Of The Advisors’ Inner Circle Fund (Unaudited)

 

Name and

Year of Birth

  

Position with

Trust

and Length of

Time Served1

  

Principal Occupation

in the Past Five Years

  

Other Directorships

Held in the Past Five Years2

INDEPENDENT

TRUSTEES3,4

                 

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 EuropeLimited, Morningstar, Inc., 2007 to 2010. Country Manager – Morningstar UK Limited, Morningstar, Inc., 2005 to 2007.    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.
Mitchell A. Johnson (Born: 1942)   

Trustee

(since 2005)

   Retired. Private investor since 1994.   

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.

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.    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.

Robert Mulhall

(Born: 1958)

  

Trustee

(since 2019)

   Partner, Ernst & Young LLP, from 1998 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 RQSI GAA Systematic Global Macro Fund, Ltd. Former Directorships: Trustee of Villanova University Alumni Board of Directors 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.    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.

 

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.

 

24


Trustees And Officers Of The Advisors’ Inner Circle Fund (Unaudited)

 

Name and

Year of Birth

  

Position with

Trust

and Length of

Time Served 1

  

Principal Occupation

in the Past Five Years

  

Other Directorships

Held in the Past Five Years 2

INDEPENDENT

TRUSTEES

(continued)3

              

George J. Sullivan, Jr.

(Born: 1942)

  

Trustee

(since 1999)

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

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.

 

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.

OFFICERS

              

Michael Beattie

(Born: 1965)

  

President

(since 2011)

   Director of Client Service, SEI Investments, since 2004.    None.

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.

 

   None.

John Bourgeois

(Born: 1973)

   Assistant Treasurer (since 2017)    Fund Accounting Manager, SEI Investments, since 2000.    None.

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.    None.

 

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.

 

25


Trustees And Officers Of The Advisors’ Inner Circle Fund (Unaudited)

 

    

 

Name and

Year of Birth

  

Position with
Trust

and Length of
Time Served

  

Principal Occupation

in the Past Five Years

  

Other Directorships

Held in the Past Five Years

OFFICERS (continued)               

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.    None.

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.    None.

Matthew M. Maher

(Born: 1975)

  

Vice President and Assistant Secretary

(since 2018)

   Counsel at SEI Investments since 2018. Attorney, Blank Rome LLP, from 2015 to 2018. Assistant Counsel & Vice President, Bank of New York Mellon, from 2013 to 2014. Attorney, Dilworth Paxson LLP, from 2006 to 2013.    None.

Robert Morrow

(Born: 1968)

   Vice President (since 2017)    Account Manager, SEI Investments, since 2007.    None.

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.    None.

 

26


6543

NOTICE TO SHAREHOLDERS

OF

LSV GLOBAL VALUE FUND

(Unaudited)

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

 

Long-Term
Capital Gain
Distribution

  Ordinary
Income
Distributions
  Total
Distribu-

tions
  Qualifying
For
Corporate
Dividends
Receivable
Deduction (1)
  Qualifying
Dividend
Income (2)
  U.S.
Government
Interest (3)
  Interest
Related
Dividends(4)
  Short-Term
Capital Gain
Dividends (5)
  Qualifying
Dividend
Income (6)
0.00%   100.00%   100.00%   54.08%   100.00%   0.00%   0.02%   0.00%   0.00%

 

(1)

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

 

(2)

The percentage in this column represents the amount of “Qualifying Dividend Income” as created by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions). It is the intention of the aforementioned Fund 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 distributions. Generally, interest from direct U.S. Government obligations is exempt from state income tax. However, for shareholders of the Advisors’ Inner Circle Fund-LSV Global Value Fund 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 Dividend” is reflected as a percentage of ordinary income distribution. Interest related dividends is exempted from U.S. withholding tax when paid to foreign investors.

 

(5)

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

 

(6)

The percentage of this column represents that amount of ordinary dividend 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.

 

27


                     
                   
     

 

Trust:

The Advisors’ Inner Circle Fund

 

Fund:

LSV Global Value Fund

 

Adviser:

LSV Asset Management

 

Distributor:

SEI Investments Distribution Co.

 

Administrator:

SEI Investments Global Fund Services

 

Legal Counsel:

Morgan, Lewis & Bockius LLP

 

The Fund files their complete schedule of investments with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an exhibit to its report on Form N-PORT (Form N-Q for filings prior to March 31, 2020). The 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 Fund uses to determine how to vote proxies relating to Fund securities, as well as information relating to how a Fund voted proxies relating to fund securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request, by calling 1-888-386-3578; and (ii) on the SEC’s website at http://www.sec.gov.

 

LSV-AR-008-0700

 

                  
                     
                     


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