As filed with the Securities and Exchange Commission on May 8, 2023
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
811-23011
Investment Company Act file number
THE RBB FUND TRUST
(Exact name of registrant as specified in charter)
615 East Michigan Street
Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)
Steven Plump, President
c/o U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI 53202
(Name and address of agent for service)
(609) 731-6256
Registrant’s telephone number, including area code
Date of fiscal year end: August 31, 2023
Date of reporting period: February 28, 2023
Item 1. Reports to Stockholders.
(a) |
THE ENERGY & MINERALS GROUP EV, SOLAR & BATTERY MATERIALS
(LITHIUM, NICKEL, COPPER, COBALT) FUTURES STRATEGY ETF
A Series of
THE RBB FUND TRUST
Semi-Annual Report
February 28, 2023
(Unaudited)
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, |
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Table of Contents |
Shareholder Letter | 1 |
Performance Data | 6 |
Fund Expense Example | 7 |
Consolidated Portfolio Holdings Summary Table | 9 |
Consolidated Portfolio of Investments | 10 |
Consolidated Financial Statements | 12 |
Notes to Consolidated Financial Statements | 16 |
Notice to Shareholders | 25 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Shareholder Letter
(Unaudited)
To the Shareholders of CHRG,
On behalf of The Energy & Minerals Group Advisors, LLC (“EMG Advisors”) team, we want to express our appreciation for the confidence you have placed in The Energy & Minerals Group EV, Solar & Battery Material (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF) (“CHRG” or the “Fund”). We hope to use these letters as an opportunity to provide you with specific information relevant to our investment thesis, and our insights into the actively managed portfolio allocations therein.
CHRG performance overview
We launched CHRG on December 29, 2022, with a share price of $25.00 on the NYSE Arca, Inc.; the Fund’s share price closed on January 31, 2023 at $25.36 (to end January 2023 +1.04%), and on February 28, 2023 at $24.09 (to end February 2023 -5.01%). CHRG’s year-to-date performance as of February 28, 2023 was -4.03%.
We believe that the global energy expansion that is underway will drive demand for the commodities necessary to shift from a fuel-intensive to a material-intensive energy system. This shift has matured faster than anyone could have predicted, underpinned by an alignment of domestic politics, geopolitics, and technological innovation, on a scale that the world has never seen.
Our strategy is to provide investors actively managed exposure to the commodities required for this global shift, currently Copper, Lithium, Nickel, and Cobalt (collectively, the “underlying metals”). Leveraging our team’s decades worth of experience in the energy and mineral sector, we have summarized our key drivers of both positive and negative pressures on the future prices of the underlying metals in this letter. We also communicate about these same themes daily via our LinkedIn and Twitter feeds, and weekly through a newsletter you can subscribe to at www.emgadvisors.com.
The table below represents the holdings of the Fund as of February 28, 2023.
Collateral | Security | Symbol | Value (USD) | Weight (%) |
— | UNITED STATES TREAS BILLS 06/29/2023 | 912796ZR3 | 1,968,883 | 65.64% |
— | Cash & other | — | 1,030,505 | 34.36% |
Commodities | Security | Symbol | Value (USD) | Weight (%) |
Copper | COPPER FUTURE May23 | HGK3 COMDTY | 1,840,275 | 61.24% |
Lithium | Lithium LiOH COME Jun23 | LFAM3 COMDTY | 210,750 | 7.01% |
Lithium | Lithium LiOH COME Jul23 | LFAN3 COMDTY | 209,640 | 6.98% |
Lithium | Lithium LiOH COME Aug23 | LFAQ3 COMDTY | 207,000 | 6.89% |
Lithium | Lithium LiOH COME Sep23 | LFAU3 COMDTY | 201,750 | 6.71% |
1 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Shareholder Letter (Continued)
(Unaudited)
Commodities | Security | Symbol | Value (USD) | Weight (%) |
Nickel | LME NICKEL FUTURE May23 | LNK3 COMDTY | 297,348 | 9.89% |
Cobalt | Cobalt Fastmarket May23 | CVTK3 COMDTY | 38,470 | 1.28% |
As of February 28, 2023, the Fund was heavily weighted to Copper (61.24%), with conservative exposure to Nickel (9.89%) and Cobalt (1.28%). We increasingly believe that Copper is undervalued due to the markets inability to comprehend the demand created from Solar, Wind, and electric vehicle adoption, paired with a very concentrated and volatile supply chain, and that this dislocation will be the story of 2023.
Copper; anchoring electrification
Target allocation (as of 2/28/2023) | 52.40% |
Target allocation (as of 3/1/2023) | 75.80% |
Year-to-date performance (as of 2/28/2023) | -3.50% |
The January 2023 Copper price rally that was driven by a risk-on tone dissipated due to growing concerns about Chinese demand prospects and a stronger US dollar, which dampened investor enthusiasm for Copper. Mine supply disruptions and low inventories have provided price support on the downside, prices have remained somewhat volatile. The year-to-date performance of the Fund’s Copper position was -3.50% as of February 28, 2023.
We believe Copper will be one of the most in-demand materials of 2023. Supply-side issues, such as weather-related incidents in Indonesia and processing shutdowns in Panama, intensified in February 2023, compromising the availability of Copper to the market. Copper processors have responded with downgraded Q1 2023 sales guidance. Manufacturing activity is increasing in many countries due to lower input costs and COVID-19 re-openings, and is coupled with government stimulus initiatives in some countries, such as China, aimed at boosting domestic economies. In response to an anticipated increase in demand, Copper mine supply is set to grow by more than 5% in 2023 according to Wood Mackenzie , which would be the largest year-over-year increase since 2016. This expected expansion of the Copper supply chain is dependent on the fiscal conditions of the countries where these projects are expected to take place. With the uncertainty in the global economy posing significant risks to the advancement and development of new mining projects, we believe that any Copper supply chain expansion faces serious headwinds.
We see Copper as the key material anchoring electrification over the long-term, and believe that there is not enough Copper supply to meet the forecasted demand driven by the global energy expansion to renewables. We expect this energy expansion, a decades-long global infrastructure project, will be the main driver of Copper demand, underpinned by government policies, such as the Inflation Reduction Act in the United States and the European Union’s Green Deal. In addition, automobile companies have made commitments to go all-electric in the coming years, which we expect will increase global
2 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Shareholder Letter (Continued)
(Unaudited)
demand for Copper. For example, Mercedes-Benz has committed to manufacturing a 100% electric fleet of vehicles by 2025 and sold roughly 117,00 passenger electric vehicles and over 2 million cars globally in 2022! If Mercedes alone makes that transition, the current supply of copper may not satiate their demand, let alone the other car companies.
We believe the shift to electrification is going to happen faster than the supply chain is ready for.
Lithium
Target allocation (as of 2/28/2023) | 28.50% |
Target allocation (as of 3/1/2023) | 11.80% |
Year-to-date performance (as of 2/28/2023) | +0.23% |
There was a supply deficit across all lithium materials in 2022, with battery-grade lithium exhibiting the most substantial shortfall. Producers have responded with increased supply from existing mines, a short-term solution, while investing in new mines that could take up to 12 years to get into production; the long-term “solution”.
The year-to-date performance of the Fund’s Lithium position was +0.23% as of February 28, 2023.
We are decreasing the Fund’s exposure to Lithium from 28.5% to 11.8% to align with Fund’s March 1, 2023 target portfolio allocations. Demand for battery-grade Lithium has been slower than expected. However, the Lithium market remains in a supply deficit that is expected to grow through 2023 as global economies continue to reopen and energy expansion continues to gain momentum. Automobile companies are racing to build cheaper electric vehicles for the masses, shifting focus from high nickel cathode batteries to Lithium Iron Phosphate (“LFP”) batteries. LFP battery chemistries require a significantly higher concentration of battery-grade Lithium chemicals. LFP batteries are also generally preferable in battery energy storage system (“BESS”) infrastructures given their relative safety. Analysts at Morgan Stanley predict that 55% of US power generation could come from renewable energy by 2035, which will require trillions of dollars of investment in BESS to power the electrical grid.
More and more, we see government policies that have continued, and we believe will continue, to restrict emissions as countries and companies globally will invest in electric vehicle and BESS infrastructure to support the green energy transition; we believe that the Lithium-ion battery is the key chemistry that will power this shift and act as the cornerstone of all battery chemical compositions for the foreseeable future.
3 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Shareholder Letter (Continued)
(Unaudited)
Nickel
Target allocation (as of 2/28/2023) | 15.30% |
Target allocation (as of 3/1/2023) | 10.30% |
Year-to-date performance (as of 2/28/2023) | -15.82% |
Nickel prices fell in February 2023 as the tight supply of Class I Nickel (the type of Nickel used to make Nickel sulphate used in batteries and other applications) is expected to ease in the months ahead. The year-to-date performance of the Fund’s Nickel position was -15.82% as of February 28, 2023. We decreased the Fund’s allocation to Nickel from 15.3% as of February 28, 2023, to 10.3% as of March 1, 2023.
Nickel is a key component in the battery cathode required for electric vehicle and BESS applications. On February 24, 2023, the US announced a 35% tariff on imports of Nickel from Russia, to come into effect on April 1, 2023. This tariff could create upward pressure on Nickel prices in the near-term as US manufacturers seek alternative supply. At the same time, China is becoming self-sufficient in producing Nickel for batteries, which could reduce the nation’s total imports of Class I Nickel in 2023, freeing up potential supply for the rest of the world.
Cobalt
Target allocation (as of 2/28/2023) | 3.80% |
Target allocation (as of 3/1/2023) | 1.50% |
Year-to-date performance (as of 2/28/2023) | -8.16% |
Cobalt prices were volatile in 2022, and that volatility continued into the first two months of 2023. Cobalt price levels in February fell roughly 60% from the metal’s last price peak in May 2022.
The year-to-date performance of the Fund’s Cobalt position was -8.16% as of February 28, 2023. We decreased the Fund’s allocation to Cobalt from 3.8% as of March 28, 2023 to 1.5% as of March 1, 2023.
We believe demand for portable electronics in the wake of COVID-19 re-openings, coupled with elevated Cobalt supply levels are some of the reasons for the recent slump in prices. We believe there could be market surpluses of Cobalt on the horizon in the short-term, but that the risk of increasing geopolitical tensions in major producing countries (including the Democratic Republic of Congo) could impact global supply. We expect more production disruptions in the short-term which could provide upward
4 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Shareholder Letter (Concluded)
(Unaudited)
pressure on pricing, however we will be monitoring if the real demand recovery will materialize. We also are seeing societal pressures on the use of Cobalt due to its harsh mining conditions, and thus are seeing companies seek cobalt free battery solutions so as to not be dependent on this monopoly, for our futures supplies. This is a dynamic we will continue to monitor.
CHRG’ing ahead
We believe that the global energy expansion, transition, shift, or whatever you want to call it, is happening. Over $4 trillion dollars has been committed to be spent through 2030 to enable this shift. This commitment dwarfs many of the greatest infrastructure projects in human history combined. For example, the nearly 50,000 mile US Interstate Highway System, known as one of America’s greatest investments, took 35 years and over $530 billion (in today’s dollars) to complete. The capital committed to global green energy initiatives is nearly 8x that and is expected to be spent within one decade, not three.
We expect that this high velocity of investment will drive demand for the commodities necessary to facilitate the shift from a fuel-intensive to a material-intensive energy system. Our strategy is to invest in the commodities that we believe are required for this long-term shift, leveraging our team’s 70+ years of combined domain experience to actively manage the Fund’s exposures to the underlying metals required as technology develops and this shift breaks out of its infancy.
CHRG!
Thank you,
Will McDonough
Founder, CEO & Portfolio Manager
The Energy & Minerals Group Advisors, LLC
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Performance Data
(Unaudited)
AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIOD ENDED February 28, 2023 | |
Since | |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF | -4.02%(1) |
S&P 500® | 4.94%(2) |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. The investment return and principal value of an investment will fluctuate so that shares, when redeemed or sold, may be worth more or less than their original cost.
(1) | The Energy & Minerals Group EV,Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt Futures Strategy ETF (the “Fund”) commenced operations on December 29, 2022. |
(2) | Benchmark performance is from the inception date of the Fund only and is not the inception date of the benchmark itself. |
6 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Fund Expense Example
February 28, 2023 (Unaudited)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees, and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2022 through February 28, 2023, and held for the entire period. The actual values and expenses are based on the 62-day period from inception on December 29, 2022 through February 28, 2023.
Actual Expenses
The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
7 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Fund Expense Example (concluded)
February 28, 2023 (Unaudited)
| Beginning | Ending | Expenses | Annualized | Actual SINCE INCEPTION Total Investment Return |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF | |||||
Actual | $ 1,000.00 | $ 959.80 | $ 1.56 | 0.95% | -4.02% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,020.08 | 4.76 | 0.95% | N/A |
* | Expenses are equal to the Fund’s annualized six-month expense ratio for the period September 1, 2022 to February 28, 2023, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half-year period. The actual dollar amounts shown are expenses paid by the Fund during the period from the Fund’s inception on December 29, 2022 through February 28, 2023 multiplied by 62 days, which is the number of days from the Fund’s inception through February 28, 2023. The Fund’s ending account values on the first line in the table is based on the actual since inception total investment return for the Fund. |
8 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Consolidated Portfolio Holdings Summary Table
(Unaudited)
The following table presents a consolidated summary of the portfolio holdings of the Fund:
| % OF Net | VALUE |
SHORT-TERM INVESTMENTS: | ||
U.S. Treasury Obligations | 65.6% | $ 1,968,883 |
U.S. Bank Money Market Deposit Account | 22.2 | 666,949 |
OTHER ASSETS IN EXCESS OF LIABILITIES (including futures contracts) | 12.2 | 363,310 |
NET ASSETS | 100.0% | $ 2,999,142 |
The Fund seeks to achieve its investment objective by concentrating its investments in a combination of financial instruments that are economically linked to elements necessary for the production of batteries and battery energy storage systems (“BESS”) used in the electric vehicle and solar industries.
As a result of the Fund’s use of derivatives, the Fund may hold significant amounts of U.S. Treasuries or short-term investments.
Portfolio holdings are subject to change at any time.
Refer to the Consolidated Portfolio of Investments for a detailed listing of the Fund’s holdings.
9 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Consolidated Portfolio of Investments
February 28, 2023 (Unaudited)
| COUPON* | MATURITY | PAR | VALUE | ||||||||||||
SHORT-TERM INVESTMENTS — 87.8% | ||||||||||||||||
U.S. TREASURY OBLIGATIONS — 65.6% | ||||||||||||||||
United States Treasury Bill | 4.773 | % | 06/29/23 | $ | 2,000 | $ | 1,968,883 | |||||||||
TOTAL U.S. TREASURY OBLIGATIONS | ||||||||||||||||
(Cost $1,969,533) | 1,968,883 |
| NUMBER OF |
| ||||||
MONEY MARKET DEPOSIT ACCOUNT — 22.2% | ||||||||
U.S. Bank Money Market Deposit Account, 4.25%(a) | 667 | 666,949 | ||||||
TOTAL MONEY MARKET DEPOSIT ACCOUNT | ||||||||
(Cost $666,949) | 666,949 | |||||||
TOTAL SHORT-TERM INVESTMENTS | ||||||||
(Cost $2,636,482) | 2,635,832 | |||||||
TOTAL INVESTMENTS — 87.8% | ||||||||
(Cost $2,636,482) | 2,635,832 | |||||||
OTHER ASSETS IN EXCESS OF LIABILITIES — 12.2% | 363,310 | |||||||
NET ASSETS — 100.0% | $ | 2,999,142 |
* | Short-term investments’ coupon reflects the annualized yield on the date of purchase for discounted investments. |
(a) | The rate shown is as of February 28, 2023. |
The accompanying notes are an integral part of these financial statements.
10 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
CONSOLIDATED PORTFOLIO OF INVESTMENTS IN FUTURES CONTRACTS
February 28, 2023 (Unaudited)
Futures contracts outstanding as of February 28, 2023 were as follows:
LONG CONTRACTS | EXPIRATION | NUMBER OF | NOTIONAL | VALUE AND | ||||||||||||
Cobalt | May-23 | 1 | $ | 38,471 | $ | (4,200 | ) | |||||||||
Copper | May-23 | 18 | 1,840,275 | (57,260 | ) | |||||||||||
Lithium Hydroxide Monohydrate | Jun-23 | 3 | 210,750 | (17,258 | ) | |||||||||||
Lithium Hydroxide Monohydrate | Jul-23 | 3 | 209,640 | (368 | ) | |||||||||||
Lithium Hydroxide Monohydrate | Aug-23 | 3 | 207,000 | 3,742 | ||||||||||||
Lithium Hydroxide Monohydrate | Sep-23 | 3 | 201,750 | 5,242 | ||||||||||||
London Metals Exchange Nickel | May-23 | 5 | 743,370 | (94,482 | ) | |||||||||||
$ | (164,584 | ) |
SHORT CONTRACTS | EXPIRATION | NUMBER OF | NOTIONAL | VALUE AND | ||||||||||||
London Metals Exchange Nickel | May-23 | 3 | $ | (446,022 | ) | $ | 53,853 | |||||||||
$ | 53,853 | |||||||||||||||
Total Futures Contracts | $ | (110,731 | ) |
The accompanying notes are an integral part of these financial statements.
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
CONSOLIDATED Statement of Assets and Liabilities
fEBRUARY 28, 2023 (Unaudited)
ASSETS | ||||
Short-term investments in securities, at value (cost $2,636,482) | $ | 2,635,832 | ||
Deposits with brokers: | ||||
Futures contracts | 474,007 | |||
Foreign currency deposits with broker for future contracts | 102 | |||
Unrealized apprecation on futures contracts | 62,837 | |||
Interest receivable | 2,348 | |||
Total assets | 3,175,126 | |||
LIABILITIES | ||||
Unrealized depreciation on futures contracts | 173,568 | |||
Payables for: | ||||
Advisory fees | 2,229 | |||
Other accrued expenses and liabilities | 187 | |||
Total liabilities | 175,984 | |||
Net assets | $ | 2,999,142 | ||
NET ASSETS CONSIST OF: | ||||
Paid-in capital | $ | 3,114,154 | ||
Total distributable earnings/(losses) | (115,012 | ) | ||
Net assets | $ | 2,999,142 | ||
Shares issued and outstanding (unlimited number of shares authorized without par value) | 125,000 | |||
Net asset value, price per share | $ | 23.99 |
The accompanying notes are an integral part of these financial statements.
12 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
CONSOLIDATED Statement of Operations
FOR THE PERIOD ENDED fEBRUARY 28, 2023(1) (Unaudited)
INVESTMENT INCOME | ||||
Interest | $ | 29,079 | ||
Total investment income | 29,079 | |||
EXPENSES | ||||
Advisory fees (Note 2) | 6,980 | |||
Total expenses | 6,980 | |||
Net investment income/(loss) | 22,099 | |||
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | ||||
Net realized gain/(loss) from: | ||||
Investments | (338 | ) | ||
Futures contracts | (25,392 | ) | ||
Net change in unrealized appreciation/(depreciation) on: | ||||
Investments | (650 | ) | ||
Futures contracts | (110,731 | ) | ||
Net realized and unrealized gain/(loss) on investments | (137,111 | ) | ||
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | $ | (115,012 | ) |
(1) | Inception date of the Fund was December 29, 2022. |
The accompanying notes are an integral part of these financial statements.
13 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
CONSOLIDATED Statement of Changes in Net Assets
| For the | |||
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | ||||
Net investment income/(loss) | $ | 22,099 | ||
Net realized gain/(loss) from investments | (25,730 | ) | ||
Net change in unrealized appreciation/(depreciation) on investments | (111,381 | ) | ||
Net increase/(decrease) in net assets resulting from operations | (115,012 | ) | ||
CAPITAL SHARE TRANSACTIONS: | ||||
Proceeds from shares sold | 5,626,324 | |||
Shares redeemed | (2,512,170 | ) | ||
Net increase/(decrease) in net assets from capital share transactions | 3,114,154 | |||
Total increase/(decrease) in net assets | 2,999,142 | |||
NET ASSETS: | ||||
Beginning of period | — | |||
End of period | $ | 2,999,142 | ||
SHARE TRANSACTIONS: | ||||
Shares sold | 225,000 | |||
Shares redeemed | (100,000 | ) | ||
Net increase/(decrease) in shares outstanding | 125,000 |
(1) | Inception date of the Fund was December 29, 2022. |
The accompanying notes are an integral part of these financial statements.
14 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
CONSOLIDATED Financial Highlights
Contained below is per share operating performance data for shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements.
| Period | |||
PER SHARE OPERATING PERFORMANCE | ||||
Net asset value, beginning of period | $ | 25.00 | ||
Net investment income/(loss)(2) | 0.13 | |||
Net realized and unrealized gain/(loss) from investments | (1.14 | ) | ||
Net increase/(decrease) in net assets resulting from operations | (1.01 | ) | ||
Net asset value, end of period | $ | 23.99 | ||
Market value, end of period | $ | 23.85 | (5) | |
Total investment return/(loss) on net asset value(3) | (4.02 | )%(5) | ||
Total investment return/(loss) on market price(4) | (3.64 | )%(5) | ||
RATIOS/SUPPLEMENTAL DATA | ||||
Net assets, end of period (000’s omitted) | $ | 2,999 | ||
Ratio of expenses to average net assets | 0.95 | %(6) | ||
Ratio of net investment income/(loss) to average net assets | 2.87 | %(6) | ||
Portfolio turnover rate | 0 | %(5) |
(1) | Inception date of the Fund was December 29, 2022. |
(2) | Per share data calculated using average shares outstanding method. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) | Total investment return/(loss) on market price is calculated assuming an initial investment made at the market price on the first day of the period, reinvestment of dividends and distributions at market price during the period and redemption at market price on the last day of the period. |
(5) | Not annualized. |
(6) | Annualized. |
The accompanying notes are an integral part of these financial statements.
15 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to Consolidated Financial Statements
February 28, 2023 (Unaudited)
1. Organization And Significant Accounting Policies
The RBB Fund Trust, (the “Trust”) was organized as a Delaware statutory trust on August 29, 2014, and is registered under the Investment Company Act of 1940 as amended (the “1940 Act”), as an open-end management investment company. The Trust is a “series fund,” which is a mutual fund complex divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, the Trust has eight separate investment portfolios, including The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF (the “Fund”), which commenced investment operations on December 29, 2022.
The Fund seeks long-term capital appreciation. The Fund seeks to achieve its investment objective by concentrating its investments in a combination of financial instruments that are economically linked to elements necessary for the production of batteries and battery energy storage systems (“BESS”) used in the electric vehicle and solar industries. Such elements are currently lithium, nickel, copper and cobalt. The Fund may also invest in financial instruments that are economically linked to manganese or graphite.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies.”
The end of the reporting period for the Fund is February 28, 2023, and the period covered by these Notes to Financial Statements is the since inception period from December 29, 2022 through February 28, 2023 (the “current fiscal period”).
CONSOLIDATION OF SUBSIDIARY — The Fund invests up to 25% of its total assets in The Energy & Minerals Group EV & Solar Battery Materials Futures Cayman Fund, Ltd., a wholly-owned subsidiary of the Fund (the “Subsidiary”), organized under the laws of the Cayman Islands. The consolidated financial statements of the Fund include the financial statements of the Subsidiary. The Fund consolidates the results of subsidiaries in which the Fund holds a controlling financial interest. All inter-company accounts and transactions have been eliminated. As of the end of the reporting period, the net assets of the Subsidiary were $363,378, which represented 12.12% of the Fund’s net assets.
PORTFOLIO VALUATION — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sales price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Investments in other open-end investment companies are valued based on the NAV of those investment companies (which may use fair value pricing as discussed in their prospectuses). Forward currency exchange contracts are valued by interpolating between spot and forward currency rates as quoted by an independent pricing service. Futures contracts are generally valued using the settlement price determined by the relevant exchange. If market quotations are unavailable or deemed unreliable, securities will be valued by the Valuation Designee (as defined below) in accordance with procedures adopted by the Trust’s Board of Trustees (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (continued)
February 28, 2023 (Unaudited)
The Board has adopted a pricing and valuation policy for use by the Fund and its Valuation Designee (as defined below) in calculating the Fund’s NAV. Pursuant to Rule 2a-5 under the 1940 Act, the Fund has designated The Energy & Minerals Group Advisors, LLC (the “Adviser”) as its “Valuation Designee” to perform all of the fair value determinations as well as to perform all of the responsibilities that may be performed by the Valuation Designee in accordance with Rule 2a-5. The Valuation Designee is authorized to make all necessary determinations of the fair values of portfolio securities and other assets for which market quotations are not readily available or if it is deemed that the prices obtained from brokers and dealers or independent pricing services are unreliable.
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
● Level 1 – Prices are determined using quoted prices in active markets for identical securities.
● Level 2 – Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
● Level 3 – Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| TOTAL | LEVEL 1 | LEVEL 2 | LEVEL 3 | ||||||||||||
Short-Term Investments | $ | 2,635,832 | $ | 666,949 | $ | 1,968,883 | $ | — | ||||||||
Commodity Futures Contracts | 62,837 | 62,837 | — | — | ||||||||||||
Total Assets | $ | 2,698,669 | $ | 729,786 | $ | 1,968,883 | $ | — |
| TOTAL | LEVEL 1 | LEVEL 2 | LEVEL 3 | ||||||||||||
Commodity Futures Contracts | $ | (173,568 | ) | $ | (173,568 | ) | $ | — | $ | — | ||||||
Total Liabilities | $ | (173,568 | ) | $ | (173,568 | ) | $ | — | $ | — |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (continued)
February 28, 2023 (Unaudited)
have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers are disclosed if the Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
Derivative instruments are defined as financial instruments whose value and performance are based on the value and performance of another security or financial instrument. Derivative instruments that the Fund used during the period include futures contracts.
During the current fiscal period, the Fund used long and short contracts on commodities (through investment in the Subsidiary), and U.S. government bonds, to gain investment exposure in accordance with its investment objective.
The following tables provide quantitative disclosures about fair value amounts of, and gains and losses on, the Fund’s derivative instruments as of and for the current fiscal period.
The following tables list the fair values and location on the Consolidated Statement of Assets and Liabilities of the Fund’s derivative holdings as of the end of the reporting period, grouped by derivative type and primary risk exposure category by contract type.
DERIVATIVE TYPE | CONSOLIDATED | COMMODITY | TOTAL | |||||||||
Asset Derivatives | ||||||||||||
Futures Contracts (a) | Unrealized appreciation on futures contracts | $ | 62,837 | $ | 62,837 | |||||||
Total Value - Assets | $ | 62,837 | $ | 62,837 | ||||||||
Liability Derivatives | ||||||||||||
Futures Contracts (a) | Unrealized depreciation on futures contracts | $ | (173,568 | ) | $ | (173,568 | ) | |||||
Total Value - Liabilities | $ | (173,568 | ) | $ | (173,568 | ) |
(a) | This amount represents the cumulative appreciation/(depreciation) of futures contracts as reported in the Consolidated Portfolio of Investments. |
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (continued)
February 28, 2023 (Unaudited)
The following table lists the amounts of realized gains/(losses) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by derivative type and primary risk exposure category by contract type.
DERIVATIVE TYPE | CONSOLIDATED | COMMODITY | TOTAL | |||||||||
Realized Gain/(Loss) | ||||||||||||
Futures Contracts | Net realized gain/(loss) from futures contracts | $ | (25,392 | ) | $ | (25,392 | ) | |||||
Total Realized Gain/(Loss) | $ | (25,392 | ) | $ | (25,392 | ) |
The following table lists the amounts of change in unrealized appreciation/(depreciation) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by derivative type and primary risk exposure category by contract type.
DERIVATIVE TYPE | CONSOLIDATED | COMMODITY | TOTAL | |||||||||
Change in Unrealized Appreciation/(Depreciation) | ||||||||||||
Futures Contracts | Net change in unrealized appreciation/(depreciation) on futures contracts | $ | (110,731 | ) | $ | (110,731 | ) | |||||
Total Change in Unrealized Appreciation/(Depreciation) | $ | (110,731 | ) | $ | (110,731 | ) |
During the current fiscal period, the Fund’s quarterly average volume of derivatives was as follows:
LONG FUTURES | SHORT FUTURES | ||||||
$ | 3,451,256 | $ | (446,022 | ) |
FUTURES CONTRACTS — The Fund uses futures contracts in the normal course of pursuing its investment objective. Upon entering into a futures contract, the Fund must deposit initial margin in addition to segregating cash or liquid assets sufficient to meet its obligation to purchase or provide securities, or to pay the amount owed at the expiration of an index-based futures contract. Such liquid assets may consist of cash, cash equivalents, liquid debt or equity securities or other acceptable assets. Pursuant to the futures contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the contract. Such a receipt of payment is known as “variation margin” and is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or
19 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (continued)
February 28, 2023 (Unaudited)
cost of) the closing transactions and the Fund’s basis in the contract. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities. Use of long futures contracts subjects the Fund to risk of loss in excess of the amount shown on the Consolidated Statement of Assets and Liabilities, up to the notional value of the futures contract. Use of short futures contracts subjects the Fund to unlimited risk of loss.
USE OF ESTIMATES — The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Certain expenses are shared with The RBB Fund, Inc. (“RBB”), an affiliated fund. Expenses incurred on behalf of a specific class, fund or fund family of the Trust or RBB, are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of the Trust and RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
For tax purposes, the Subsidiary is an exempted Cayman Islands investment company. The Subsidiary has received an undertaking from the Government of the Cayman Islands exempting it from all local income, profits and capital gains taxes. No such taxes are levied in the Cayman Islands at the present time. For U.S. income tax purposes, the Subsidiary is a Controlled Foreign Corporation and as such is not subject to U.S. income tax.
SEC RULE 18f-4 — Effective August 19, 2022, the Securities and Exchange Commission (the “SEC”) implemented Rule 18f-4 under the 1940 Act (“Rule 18f-4”), providing for the regulation of a registered investment company’s use of derivatives and certain related instruments. Among other things, Rule 18f-4 limits a fund’s derivatives exposure through a value-at-risk test and requires the adoption and implementation of a derivatives risk management program for certain derivatives users. The Fund, as a
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (continued)
February 28, 2023 (Unaudited)
full derivatives user (as defined in Rule 18f-4), is subject to the full requirements of Rule 18f-4. The Fund is required to comply with Rule18f-4 and has adopted procedures for investing in derivatives and other transactions in compliance with Rule 18f-4.
COMMODITY SECTOR RISK — Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. The prices of energy, industrial metals, precious metals, agriculture and livestock sector commodities may fluctuate widely due to factors such as changes in value, supply and demand and governmental regulatory policies. The commodity-linked securities in which the Fund invests may be issued by companies in the financial services sector, and events affecting the financial services sector may cause the Fund’s share value to fluctuate.
FOREIGN SECURITIES MARKET RISK — A substantial portion of the trades of the Fund are expected to take place on markets or exchanges outside the United States. There is no limit to the amount of assets of the Fund that may be committed to trading on foreign markets. The risk of loss in trading foreign futures and options on futures contracts can be substantial. Participation in foreign futures and options on futures contracts involves the execution and clearing of trades on, or subject to the rules of, a foreign board of trade or exchange. Some of these foreign markets, in contrast to U.S. exchanges, are so-called principals’ markets in which performance is the responsibility only of the individual counterparty with whom the trader has entered into a commodity interest transaction and not of the exchange or clearing corporation. In these kinds of markets, there is risk of bankruptcy or other failure or refusal to perform by the counterparty.
CREDIT RISK — Credit risk refers to the possibility that the issuer of the security or a counterparty in respect of a derivative instrument will not be able to satisfy its payment obligations to the Fund when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Securities rated in the four highest categories by the rating agencies are considered investment grade but they may also have some speculative characteristics. Investment grade ratings do not guarantee that bonds will not lose value or default. In addition, the credit quality of securities may be lowered if an issuer’s financial condition changes.
U.S. GOVERNMENT SECURITIES — The Fund may invest in U.S. government securities. Securities issued or guaranteed by the U.S. government or its agencies or instrumentalities include U.S. Treasury securities, which are backed by the full faith and credit of the U.S. Treasury and which differ only in their interest rates, maturities, and times of issuance. U.S. Treasury bills have initial maturities of one-year or less; U.S. Treasury notes have initial maturities of one to ten years; and U.S. Treasury bonds generally have initial maturities of greater than ten years. Certain U.S. government securities are issued or guaranteed by agencies or instrumentalities of the U.S. government including, but not limited to, obligations of U.S. government agencies or instrumentalities such as Fannie Mae, Freddie Mac, Ginnie Mae, the Small Business Administration, the Federal Farm Credit Administration, the Federal Home Loan Banks, Banks for Cooperatives (including the Central Bank for Cooperatives), the Federal Land Banks, the Federal Intermediate Credit Banks, the Tennessee Valley Authority, the Export-Import Bank of the United States, the Commodity Credit Corporation, the Federal Financing Bank, the Student Loan Marketing Association, the National Credit Union Administration and the Federal Agricultural Mortgage Corporation (Farmer Mac).
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (continued)
February 28, 2023 (Unaudited)
Some obligations issued or guaranteed by U.S. government agencies and instrumentalities, including, for example, Ginnie Mae pass-through certificates, are supported by the full faith and credit of the U.S. Treasury. Other obligations issued by or guaranteed by federal agencies, such as those securities issued by Fannie Mae, are supported by the discretionary authority of the U.S. government to purchase certain obligations of the federal agency, while other obligations issued by or guaranteed by federal agencies, such as those of the Federal Home Loan Banks, are supported by the right of the issuer to borrow from the U.S. Treasury, while the U.S. government provides financial support to such U.S. government-sponsored federal agencies, no assurance can be given that the U.S. government will always do, since the U.S. government is not so obligated by law. U.S. Treasury notes and bonds typically pay coupon interest semi-annually and repay the principal at maturity.
CORONAVIRUS (COVID-19) PANDEMIC — The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain. Although vaccines for COVID-19 are available, the ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual companies are not known. The operational and financial performance of individual companies and the market in general depends on future developments, including the duration and spread of the outbreak and the pace of recovery which may vary from market to market, and such uncertainty may in turn adversely affect the value and liquidity of the Fund’s investments, impair the Fund’s ability to satisfy redemption requests, and negatively impact the Fund’s performance.
UKRAINE-RUSSIA CONFLICT RISK — In February 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries and the threat of wider-spread hostilities could have a severe adverse effect on the region and global economies, including significant negative impacts on the markets for certain securities and commodities, such as oil and natural gas. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future, could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long the armed conflict and related events will last cannot be predicted. These tensions and any related events could have a significant impact on Fund performance and the value of Fund investments, even beyond any direct exposure the Fund may have to issuers located in these countries.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
OTHER — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
The Energy & Minerals Group Advisors, LLC serves as the Adviser to the Fund. Vident Investment Advisory, LLC (“Vident” or “Sub-Adviser”)serves as the investment sub-adviser to the Fund. Expenses of the Fund are deducted from the Fund’s total income before dividends are paid. Subject to the overall supervision of the Board, the Adviser manages the overall investment operations of the Fund in accordance with the Fund’s investment objective and policies and formulates a continuing investment strategy for the Fund pursuant to the terms of Investment Advisory Agreement between the Trust and the Adviser (the “Advisory Agreement”). Under the terms of the Advisory Agreement, the Fund pays the Adviser a unitary management fee that is computed and paid monthly at an annual rate of 0.95% of the Fund’s average daily net assets during the month. From the unitary management fees, the Adviser pays most of the expenses of the Fund, including the cost of sub-advisory fees to Vident, Subsidiary
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The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (continued)
February 28, 2023 (Unaudited)
expenses, transfer agency, custody, fund administration, legal, audit and other services. However, under the Advisory Agreement, the Adviser is not responsible for interest expenses, brokerage commissions and other trading expenses, taxes and other extraordinary costs such as litigation and other expenses not incurred in the ordinary course of business.
During the current fiscal period, investment advisory fees accrued were as follows:
ADVISORY FEES | |||
$ | 6,980 |
U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC (the “Distributor”), a wholly-owned broker-dealer subsidiary of Foreside Financial Group, LLC, serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with the Trust.
Under the Fund’s unitary fee, the Adviser compensates Fund Services and the Custodian for services provided.
3. Trustee And Officer Compensation
The Trustees of the Trust receive an annual retainer and meeting fees for meetings attended. An employee of Vigilant Compliance, LLC serves as Chief Compliance Officer of the Trust. Vigilant Compliance, LLC is compensated for the services provided to the Trust. Employees of the Trust serve as President, Chief Financial Officer, Chief Operating Officer, Secretary and Director of Marketing & Business Development of the Trust. They are compensated by the Trust for services provided. Certain employees of Fund Services serve as officers of the Trust. They are not compensated by the Fund or the Trust. As of the end of the reporting period, there were no trustee and officer fees charged or paid by the Fund.
4. Purchases and Sales of Investment Securities
During the current fiscal period, there were no purchases or sales of investment securities or long-term U.S. Government securities (excluding short-term investments and derivative transactions) by the Fund.
5. Federal Income Tax Information
The Fund is subject to examination by U.S. taxing authorities for the tax periods since the commencement of operations. The amount and character of tax basis distributions and composition of net assets, including distributable earnings (accumulated deficit) are finalized at fiscal year-end;
23 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notes to CONSOLIDATED Financial Statements (CONCLUDED)
February 28, 2023 (Unaudited)
accordingly, tax basis balances have not been determined for the current fiscal period. Since the Fund did not have a full fiscal year, the tax cost of investments is the same as noted in the Portfolio of Investments.
6. SHARE TRANSACTIONS
Shares of the Fund are listed and traded on the NYSE Arca, Inc. (the “Exchange”). Market prices for the shares may be different from their NAV. The Fund issues and redeems shares on a continuous basis at NAV only in blocks of 25,000 shares, called “Creation Units.” Creation Units are issued and redeemed principally in-kind for securities included in a specified universe. Once created, shares generally trade in the secondary market at market prices that change throughout the day. Except when aggregated in Creation Units, shares are not redeemable securities of the Fund. Creation Units may only be purchased or redeemed by certain financial institutions (“Authorized Participants”). An Authorized Participant is either (i) a broker-dealer or other participant in the clearing process through the Continuous Net Settlement System of the National Securities Clearing Corporation or (ii) a Depository Trust Company participant and, in each case, must have executed a Participant Agreement with the Distributor. Most retail investors do not qualify as Authorized Participants nor have the resources to buy and sell whole Creation Units. Therefore, they are unable to purchase or redeem shares directly from the Fund. Rather, most retail investors may purchase shares in the secondary market with the assistance of a broker and are subject to customary brokerage commissions or fees.
The Fund currently offers one class of shares, which has no front-end sales load, no deferred sales charge, and no redemption fee. A fixed transaction fee is imposed for the transfer and other transaction costs associated with the purchase or sale of Creation Units. The standard fixed transaction fee for the Fund is $300, payable to the custodian. In addition, a variable fee may be charged on all cash transactions or substitutes for Creation Units of up to a maximum of 2% as a percentage of the value of the Creation Units subject to the transaction. Variable fees are imposed to compensate the Fund for the transaction costs associated with the cash transactions. Variable fees received by the Fund, if any, are displayed in the capital shares transactions section of the Consolidated Statement of Changes in Net Assets.
7. New Accounting Pronouncements And Regulatory Updates
In June 2022, the FASB issued Accounting Standards Update 2022-03, which amends Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and establishes new disclosure requirements for such equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and for interim periods within those fiscal years, with early adoption permitted. Management is currently evaluating the impact of these amendments on the financial statements.
8. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
24 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notice to Shareholders
(Unaudited)
Information on Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 are available (i) without charge, upon request, by calling (800) 617-0004; and (ii) on the SEC’s website at http://www.sec.gov.
Quarterly Schedule of Investments
The Trust files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) as an exhibit to its report on Form N-PORT. The Trust’s Forms N-PORT are available on the SEC’s website at http://www.sec.gov.
Frequency Distributions of Premiums and Discounts
Information regarding how often shares of the Fund trade on an exchange at a price above (i.e., at a premium) or below (i.e., at a discount) the NAV of the Fund is available, without charge, on the Fund’s website at www.emgadvisors.com.
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
As required by the 1940 Act, the Board, including all of the Trustees who are not “interested persons” of the Trust, as that term is defined in the 1940 Act (the “Independent Trustees”), considered the approval of the investment advisory agreement between the Adviser and the Trust (the “Advisory Agreement”) on behalf of the Fund and approval of the investment sub-advisory agreement between the Adviser and the Sub-Adviser (the “Sub-Advisory Agreement”) at a meeting of the Board held on December 20, 2022 (the “Meeting”). At the Meeting, the Board, including all of the Independent Trustees, approved the Advisory Agreement and the Sub-Advisory Agreement for an initial term ending August 16, 2024. The Board’s decision to approve the Advisory Agreement and the Sub-Advisory Agreement reflects the exercise of its business judgment. In approving the Advisory Agreement and the Sub-Advisory Agreement, the Board considered information provided by the Adviser and Sub-Adviser with the assistance and advice of counsel to the Independent Trustees and the Trust. The Trustees reviewed these materials with management of the Adviser and Sub-Adviser and discussed the Advisory Agreement and Sub-Advisory Agreement with counsel in an executive session, at which no representatives of the Adviser or Sub-Adviser were present. In considering the approval of the Advisory Agreement and the approval of the Sub-Advisory Agreement with respect to the Fund, the Board took into account all materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting.
Among other things, the Trustees considered (i) the nature, extent, and quality of services to be provided to the Fund by the Adviser and the Sub-Adviser; (ii) descriptions of the experience and qualifications of the personnel providing those services; (iii) the Adviser’s and the Sub-Adviser’s investment philosophies and processes; (iv) the Adviser’s and the Sub-Adviser’s assets under management and client descriptions, as applicable; (v) the Adviser’s and the Sub-Adviser’s soft dollar commission and trade allocation policies, as applicable; (vi) the Adviser’s and the Sub-Adviser’s advisory fee arrangements and other similarly managed clients, as applicable; (vii) the Adviser’s and the Sub-Adviser’s compliance procedures; (viii) the Adviser’s and the Sub-Adviser’s financial information and insurance coverage; (ix) the Adviser’s profitability analysis relating to its proposed provision of services to the Fund; (x) the extent to which economies of scale are relevant to the Fund; and (xi) a report prepared by the Adviser comparing the Fund’s proposed management fees and total expense ratio to those of similar ETFs
25 |
The Energy & Minerals Group EV, Solar & Battery Materials (Lithium, Nickel, Copper, Cobalt) Futures Strategy ETF
Notice to Shareholders (CONCLUDED)
(Unaudited)
advised by other, unaffiliated investment advisory firms. The Trustees noted that the Fund had not yet commenced operations, and consequently there was no performance information to review with respect to the Fund.
As part of their review, the Trustees considered the nature, extent and quality of the services proposed to be provided by the Adviser and the Sub-Adviser. The Trustees concluded that the Adviser and the Sub-Adviser had sufficient resources to provide services to the Fund.
The Board also considered the effect of the unitary management fee payable by the Fund under the Advisory Agreement. In this regard, information on the advisory fees to be paid by the Fund and the Fund’s expected total operating expense ratio was compared to similar information for ETFs advised by other, unaffiliated investment advisory firms. The Trustees also considered the fees payable to the Sub-Adviser under the Sub-Advisory Agreement. In this regard, the Board noted that the fees for the Sub-Adviser were payable by the Adviser.
After reviewing the information regarding the Adviser’s and the Sub-Adviser’s estimated costs, profitability and economies of scale, and after considering the services to be provided by the Adviser and the Sub-Adviser, the Trustees concluded that the unitary management fee to be paid by the Fund to the Adviser and the sub-advisory fee to be paid to the Sub-Adviser by the Adviser were fair and reasonable and that the Advisory Agreement and Sub-Advisory Agreement should be approved for an initial period ending August 16, 2024.
26 |
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INVESTMENT ADVISER
The Energy & Minerals Group Advisors, LLC
704 Goodlette Frank Road North, Suite 118
Naples, FL 34102
INVESTMENT SUB-ADVISER
Vident Investment Advisory, LLC
1125 Sanctuary Parkway, Suite 515
Alpharetta, Georgia 30009
ADMINISTRATOR AND TRANSFER AGENT
U.S. Bancorp Global Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53202-0701
CUSTODIAN
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53202
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Cohen & Company, Ltd.
1350 Euclid Avenue, Suite 800
Cleveland, OH 44115
DISTRIBUTOR
Quasar Distributors, LLC
Three Canal Plaza, Suite 100
Portland, Maine 04101
LEGAL COUNSEL
Faegre Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
EMG-SAR23
P/E GLOBAL ENHANCED INTERNATIONAL FUND
A Series of
THE RBB FUND TRUST
Institutional Class (TICKER: PEIEX)
Semi-Annual Report
February 28, 2023
(Unaudited)
| |
P/E Global Enhanced International Fund |
|
Table of Contents |
Performance Data | 1 |
Fund Expense Example | 2 |
Portfolio of Investments | 4 |
Financial Statements | 6 |
Notes to Financial Statements | 10 |
Notice to Shareholders | 19 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Performance Data
(Unaudited)
AVERAGE ANNUAL TOTAL RETURNS FOR THE Period ended February 28, 2023 | |
Since | |
P/E Global Enhanced International Fund | 6.80%(1) |
MSCI EAFE Index | 5.92%(2) |
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. The investment return and principal value of an investment will fluctuate so that shares, when redeemed or sold, may be worth more or less than their original cost.
(1) | The Fund’s Institutional Class Shares commenced operations on December 29, 2022. |
(2) | Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself. |
The performance quoted reflects fee waivers in effect and would have been less in their absence. P/E Global, LLC (“Adviser”) has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.00% of the Fund’s average daily net assets attributable to Institutional Class Shares. This contractual limitation is in effect until December 31, 2023 and may not be terminated without the approval of the Board of Trustees (“Board”) of The RBB Fund Trust. Please see the Financial Highlights for current figures.
The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. The investment return and principal value of investments will fluctuate so that shares, when redeemed or sold, may be worth more or less than their original cost.
1 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Fund Expense Example
FEBRUARY 28, 2023 (UNAUDITED)
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, (if any) and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
This example is based on an investment of $1,000 invested at the beginning of the six-month period from September 1, 2022 through February 28, 2023, and held for the entire period. The actual values and expenses are based on the 62-day period from inception on December 29, 2022 through February 28, 2023.
Actual Expenses
The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.
Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second line of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
2 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Fund Expense Example (concluded)
FEBRUARY 28, 2023 (UNAUDITED)
| Institutional | Ending | Expenses | Annualized | Actual SINCE INCEPTION Total Investment Return |
P/E Global Enhanced International Fund | |||||
Actual | $ 1,000.00 | $ 1,068.00 | $ 1.76 | 1.00% | 6.80% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,019.84 | 5.01 | 1.00% | N/A |
* | Expenses are equal to the Fund’s annualized six-month expense ratio for the period September 1, 2022 to February 28, 2023, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one half-year period. The actual dollar amounts shown are expenses paid by the Fund during the period from the Fund’s inception on December 29, 2022 through February 28, 2023 multiplied by 62 days, which is the number of days from the Fund’s inception through February 28, 2023. The Fund’s ending account values on the first line in the table is based on the actual since inception total investment return for the Fund. |
3 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
PORTFOLIO OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
| Value | |||
OTHER ASSETS IN EXCESS OF LIABILITIES (including futures and forward foreign currency contracts) — 100.0% | $ | 5,694,341 | ||
NET ASSETS — 100.0% | $ | 5,694,341 |
Portfolio holdings are subject to change at any time.
The accompanying notes are an integral part of these financial statements.
4 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Portfolio of Investments in Futures Contracts
FEBRUARY 28, 2023 (UNAUDITED)
Futures contracts outstanding as of February 28, 2023 were as follows:
LONG CONTRACTS | EXPIRATION | NUMBER OF | NOTIONAL | VALUE AND | ||||||||||||
iShares MSCI EAFE Index | Mar-23 | 52 | $ | 5,321,160 | $ | 222,448 | ||||||||||
MXN Currency Futures | Mar-23 | 5 | 136,150 | 2,687 | ||||||||||||
SEK Currency Futures | Mar-23 | 2 | 199,476 | 460 | ||||||||||||
$ | 225,595 |
SHORT CONTRACTS | EXPIRATION | NUMBER OF | NOTIONAL | VALUE AND | ||||||||||||
AUD Currency Futures | Mar-23 | 45 | $ | (3,031,875 | ) | $ | 13,726 | |||||||||
CAD Currency Futures | Mar-23 | 2 | (146,770 | ) | 534 | |||||||||||
CHF Currency Futures | Mar-23 | 4 | (532,375 | ) | 13,701 | |||||||||||
EURO Currency Futures | Mar-23 | 36 | (4,766,400 | ) | 50,173 | |||||||||||
GBP Currency Futures | Mar-23 | 19 | (1,431,768 | ) | 3,183 | |||||||||||
JPY Currency Futures | Mar-23 | 28 | (2,575,825 | ) | 73,534 | |||||||||||
NZD Currency Futures | Mar-23 | 1 | (61,890 | ) | 269 | |||||||||||
$ | 155,120 | |||||||||||||||
Total Futures Contracts | $ | 380,715 |
AUD | Australian Dollar |
CAD | Canadian Dollar |
CHF | Swiss Franc |
EUR | Euro |
GBP | British Pound |
JPY | Japanese Yen |
MXN | Mexican Peso |
NZD | New Zealand Dollar |
SEK | Swedish Krona |
The accompanying notes are an integral part of these financial statements.
5 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Statement of Assets and Liabilities
FEBRUARY 28, 2023 (UNAUDITED)
ASSETS | ||||
Deposits with broker for futures contracts | $ | 5,272,797 | ||
Foreign currency deposits with broker for future contracts | 460 | |||
Unrealized apprecation on futures contracts | 380,715 | |||
Receivable for capital shares sold | 21 | |||
Due from Adviser | 25,015 | |||
Prepaid expenses and other assets | 36,088 | |||
Total assets | 5,715,096 | |||
LIABILITIES | ||||
Payable for administration and accounting fees | 8,067 | |||
Other accrued expenses and liabilities | 12,688 | |||
Total liabilities | 20,755 | |||
Net assets | $ | 5,694,341 | ||
NET ASSETS CONSIST OF: | ||||
Paid-in capital | $ | 5,330,951 | ||
Total distributable earnings/(losses) | 363,390 | |||
Net assets | $ | 5,694,341 | ||
Shares issued and outstanding (unlimited number of shares authorized without par value) | 533,095 | |||
Net asset value, price per share | 10.68 |
The accompanying notes are an integral part of these financial statements.
6 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Statement of Operations
FOR THE PERIOD ENDED FEBRUARY 28, 2023(1) (UNAUDITED)
EXPENSES | ||||
Administration and accounting fees (Note 2) | $ | 11,080 | ||
Advisory fees (Note 2) | 8,709 | |||
Audit and tax service fees | 5,953 | |||
Registration and filing fees | 5,888 | |||
Offering costs | 4,233 | |||
Transfer agent fees (Note 2) | 3,014 | |||
Printing and shareholder reporting fees | 1,676 | |||
Custodian fees (Note 2) | 1,275 | |||
Other expenses | 1,062 | |||
Total expenses before waivers and reimbursments | 42,890 | |||
Less: waivers and reimbursemets (Note 2) | (33,723 | ) | ||
Net expenses after waivers/reimbursements | 9,167 | |||
Net investment income/(loss) | (9,167 | ) | ||
NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS | ||||
Net realized gain/(loss) from: | ||||
Futures contracts | (8,090 | ) | ||
Foreign currency transactions | (68 | ) | ||
Net change in unrealized appreciation/(depreciation) on: | ||||
Futures contracts | 380,715 | |||
Net realized and unrealized gain/(loss) on investments | 372,557 | |||
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | $ | 363,390 |
(1) | Inception date of the Fund was December 29, 2022. |
The accompanying notes are an integral part of these financial statements.
7 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
STATEMENT of Changes in Net Assets
| FOR THE | |||
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS: | ||||
Net investment income/(loss) | $ | (9,167 | ) | |
Net realized gain/(loss) from investments | (8,158 | ) | ||
Net change in unrealized appreciation/(depreciation) on investments | 380,715 | |||
Net increase/(decrease) in net assets resulting from operations | 363,390 | |||
CAPITAL SHARE TRANSACTIONS: | ||||
Proceeds from shares sold | 5,330,951 | |||
Net increase/(decrease) in net assets from capital share transactions | 5,330,951 | |||
Total increase/(decrease) in net assets | 5,694,341 | |||
NET ASSETS: | ||||
Beginning of period | — | |||
End of period | $ | 5,694,341 | ||
SHARE TRANSACTIONS: | ||||
Shares sold | 533,095 | |||
Net increase/(decrease) in shares outstanding | 533,095 |
(1) | Inception date of the Fund was December 29, 2022. |
The accompanying notes are an integral part of these financial statements.
8 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Financial Highlights
Contained below is per share operating performance data for Institutional Class Shares outstanding, total investment return/(loss), ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements.
| For the | |||
PER SHARE OPERATING PERFORMANCE | ||||
Net asset value, beginning of period | $ | 10.00 | ||
Net investment income/(loss)(2) | (0.02 | ) | ||
Net realized and unrealized gain/(loss) from investments | 0.70 | |||
Net increase/(decrease) in net assets resulting from operations | 0.68 | |||
Net asset value, end of period | $ | 10.68 | (4) | |
Total investment return/(loss)(3) | 6.80 | %(4) | ||
RATIOS/SUPPLEMENTAL DATA | ||||
Net assets, end of period (000’s omitted) | $ | 5,694 | ||
Ratio of expenses to average net assets with waivers and/or reimbursements | 1.00 | %(5) | ||
Ratio of expenses to average net assets without waivers and/or reimbursements | 4.68 | %(5) | ||
Ratio of net investment income/(loss) to average net assets | (1.00 | )%(5) | ||
Portfolio turnover rate | 0 | %(4) |
(1) | Inception date of the Fund was December 29, 2022. |
(2) | Per share data calculated using average shares outstanding method. |
(3) | Total investment return/(loss) is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. |
(4) | Not annualized. |
(5) | Annualized. |
The accompanying notes are an integral part of these financial statements.
9 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements
FEBRUARY 28, 2023 (Unaudited)
1. Organization And Significant Accounting Policies
The RBB Fund Trust, (the “Trust”) was organized as a Delaware statutory trust on August 29, 2014, and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust is a “series fund,” which is a mutual fund complex divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, the Trust has eight separate investment portfolios, including the P/E Global Enhanced International Fund (the “Fund”), which commenced investment operations on December 29, 2022. The Fund is authorized to offer three classes of shares, Institutional Class, Investor Class, and Class A Shares. Investor Class Shares and Class A Shares have not yet commenced operations as of the end of the reporting period.
The investment objective of the Fund is to seek total return.
The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services - Investment Companies.”
The end of the reporting period for the Fund is February 28, 2023, and the period covered by these Notes to Financial Statements is the since inception period from December 29, 2022 through February 28, 2023 (the “current fiscal period”).
PORTFOLIO VALUATION — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sales price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Fixed income securities are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Investments in other open-end investment companies are valued based on the NAV of those investment companies (which may use fair value pricing as discussed in their prospectuses). Forward currency exchange contracts are valued by interpolating between spot and forward currency rates as quoted by an independent pricing service. Futures contracts are generally valued using the settlement price determined by the relevant exchange. If market quotations are unavailable or deemed unreliable, securities will be valued by the Valuation Designee (as defined below) in accordance with procedures adopted by the Trust’s Board. Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.
The Board has adopted a pricing and valuation policy for use by the Fund and its Valuation Designee (as defined below) in calculating the Fund’s NAV. Pursuant to Rule 2a-5 under the 1940 Act, the Fund has designated the Adviser as its “Valuation Designee” to perform all of the fair value determinations as well as to perform all of the responsibilities that may be performed by the Valuation Designee in accordance with Rule 2a-5. The Valuation Designee is authorized to make all necessary determinations of the fair values of portfolio securities and other assets for which market quotations are not readily available or if it is deemed that the prices obtained from brokers and dealers or independent pricing services are unreliable.
FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure the fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:
● | Level 1 – Prices are determined using quoted prices in active markets for identical securities. |
10 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (continued)
FEBRUARY 28, 2023 (Unaudited)
● | Level 2 – Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.). |
● | Level 3 – Prices are determined using significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments). |
The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used, as of the end of the reporting period, in valuing the Fund’s investments carried at fair value:
| TOTAL | LEVEL 1 | LEVEL 2 | LEVEL 3 | ||||||||||||
Currency Contracts | ||||||||||||||||
Futures Contracts | $ | 158,267 | $ | 158,267 | $ | — | $ | — | ||||||||
Equity Contracts | ||||||||||||||||
Futures Contracts | 222,448 | 222,448 | — | — | ||||||||||||
Total Assets | $ | 380,715 | $ | 380,715 | $ | — | $ | — |
At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.
Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.
For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) requires the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for Level 3 transfers are disclosed if the Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.
During the current fiscal period, the Fund had no Level 3 transfers.
DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
Derivative instruments are defined as financial instruments whose value and performance are based on the value and performance of another security or financial instrument. Derivative instruments that the Fund used during the period include futures contracts.
11 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (continued)
FEBRUARY 28, 2023 (Unaudited)
During the current fiscal period, the Fund used long and short contracts on U.S. equity market indices and foreign currencies, to gain investment exposure in accordance with its investment objective.
The following tables provide quantitative disclosures about fair value amounts of, and gains and losses on, the Fund’s derivative instruments as of and for the current fiscal period.
The following tables list the fair values and location on the Statement of Assets and Liabilities of the Fund’s derivative holdings as of the end of the reporting period, grouped by derivative type and primary risk exposure category by contract type.
DERIVATIVE TYPE | STATEMENT OF | EQUITY | FOREIGN | TOTAL | ||||||||||||
Asset Derivatives | ||||||||||||||||
Futures Contracts (a) | Unrealized appreciation on futures contracts | $ | 222,448 | $ | 158,267 | $ | 380,715 | |||||||||
Total Value - Assets | $ | 222,448 | $ | 158,267 | $ | 380,715 |
(a) | This amount represents the cumulative appreciation/(depreciation) of futures contracts as reported in the Portfolio of Investments. |
The following table lists the amounts of realized gains/(losses) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by derivative type and primary risk exposure category by contract type.
DERIVATIVE TYPE | STATEMENT OF | EQUITY | FOREIGN | TOTAL | ||||||||||||
Realized Gain (Loss) | ||||||||||||||||
Futures Contracts | Net realized gain/(loss from futures contracts | ) | $ | 22,314 | $ | (30,404 | ) | $ | (8,090 | ) | ||||||
Total Realized Gain/(Loss) | $ | 22,314 | $ | (30,404 | ) | $ | (8,090 | ) |
12 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (continued)
FEBRUARY 28, 2023 (Unaudited)
The following table lists the amounts of change in unrealized appreciation/(depreciation) included in net increase/(decrease) in net assets resulting from operations during the current fiscal period, grouped by derivative type and primary risk exposure category by contract type.
DERIVATIVE TYPE | STATEMENT OF | EQUITY | FOREIGN | TOTAL | ||||||||||||
Change in Unrealized Appreciation/(Depreciation) | ||||||||||||||||
Futures Contracts | Net change in unrealized appreciation/(depreciation on futures contracts | ) | $ | 222,448 | $ | 158,267 | $ | 380,715 | ||||||||
Total Change in Unrealized Appreciation/(Depreciation) | $ | 222,448 | $ | 158,267 | $ | 380,715 |
During the current fiscal period, the Fund’s quarterly average volume of derivatives was as follows:
LONG FUTURES | SHORT FUTURES | ||||||
$5,656,786 | $(12,546,903) |
USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and those differences could be significant.
INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income (including amortization of premiums and accretion of discounts) is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund’s investment income, expenses (other than class specific expenses) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Certain expenses are shared with The RBB Fund, Inc. (“RBB”), an affiliated fund. Expenses incurred on behalf of a specific class, fund or fund family of the Trust or RBB are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of the Trust and RBB, or in such other manner as the Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from U.S. GAAP.
13 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (continued)
FEBRUARY 28, 2023 (Unaudited)
U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.
SEC RULE 18f-4 — Effective August 19, 2022, the U.S. Securities and Exchange Commission (the “SEC”) implemented Rule 18f-4 under the 1940 Act (“Rule 18f-4”), providing for the regulation of a registered investment company’s use of derivatives and certain related instruments. Among other things, Rule 18f-4 limits a fund’s derivatives exposure through a value-at-risk test and requires the adoption and implementation of a derivatives risk management program for certain derivatives users. The Fund, as a full derivatives user (as defined in Rule 18f-4), is subject to the full requirements of Rule 18f-4. The Fund is required to comply with Rule18f-4 and has adopted procedures for investing in derivatives and other transactions in compliance with Rule 18f-4.
FUTURES CONTRACTS — The Fund uses futures contracts in the normal course of pursuing its investment objective. Upon entering into a futures contract, the Fund must deposit initial margin in addition to segregating cash or liquid assets sufficient to meet its obligation to purchase or provide securities, or to pay the amount owed at the expiration of an index-based futures contract. Such liquid assets may consist of cash, cash equivalents, liquid debt or equity securities or other acceptable assets. Pursuant to the futures contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the contract. Such a receipt of payment is known as “variation margin” and is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contract. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities. Use of long futures contracts subjects the Fund to risk of loss in excess of the amount shown on the Statement of Assets and Liabilities, up to the notional value of the futures contract. Use of short futures contracts subjects the Fund to unlimited risk of loss.
COMMODITY SECTOR RISK — Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. The prices of energy, industrial metals, precious metals, agriculture and livestock sector commodities may fluctuate widely due to factors such as changes in value, supply and demand and governmental regulatory policies. The commodity-linked securities in which the Fund invests may be issued by companies in the financial services sector, and events affecting the financial services sector may cause the Fund’s share value to fluctuate.
FOREIGN CURRENCY TRANSLATION — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date. The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investments in the Statement of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Statement of Operations.
14 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (continued)
FEBRUARY 28, 2023 (Unaudited)
CURRENCY RISK — Investment in foreign securities involves currency risk associated with securities that trade or are denominated in currencies other than the U.S. dollar and which may be affected by fluctuations in currency exchange rates. An increase in the strength of the U.S. dollar relative to a foreign currency may cause the U.S. dollar value of an investment in that country to decline. Foreign currencies also are subject to risks caused by inflation, interest rates, budget deficits and low savings rates, political factors and government controls. Forward foreign currency exchange contracts may limit potential gains from a favorable change in value between the U.S. dollar and foreign currencies. Unanticipated changes in currency pricing may result in poorer overall performance for the Fund than if it had not engaged in these contracts.
FOREIGN SECURITIES MARKET RISK — A substantial portion of the trades of the Fund are expected to take place on markets or exchanges outside the United States. There is no limit to the amount of assets of the Fund that may be committed to trading on foreign markets. The risk of loss in trading foreign futures and options on futures contracts can be substantial. Participation in foreign futures and options on futures contracts involves the execution and clearing of trades on, or subject to the rules of, a foreign board of trade or exchange. Some of these foreign markets, in contrast to U.S. exchanges, are so-called principals’ markets in which performance is the responsibility only of the individual counterparty with whom the trader has entered into a commodity interest transaction and not of the exchange or clearing corporation. In these kinds of markets, there is risk of bankruptcy or other failure or refusal to perform by the counterparty.
COUNTERPARTY RISK — The derivative contracts entered into by the Fund or its Subsidiary may be privately negotiated in the over-the-counter market. These contracts also involve exposure to credit risk, since contract performance depends in part on the financial condition of the counterparty. Relying on a counterparty exposes the Fund to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Fund to suffer a loss. If a counterparty defaults on its payment obligations to the Fund, this default will cause the value of an investment in the Fund to decrease.
CREDIT RISK — Credit risk refers to the possibility that the issuer of the security or a counterparty in respect of a derivative instrument will not be able to satisfy its payment obligations to the Fund when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Securities rated in the four highest categories by the rating agencies are considered investment grade but they may also have some speculative characteristics. Investment grade ratings do not guarantee that bonds will not lose value or default. In addition, the credit quality of securities may be lowered if an issuer’s financial condition changes.
CORONAVIRUS (COVID-19) PANDEMIC — The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain. Although vaccines for COVID-19 are available, the ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual companies are not known. The operational and financial performance of individual companies and the market in general depends on future developments, including the duration and spread of the outbreak and the pace of recovery which may vary from market to market, and such uncertainty may in turn adversely affect the value and liquidity of the Fund’s investments, impair the Fund’s ability to satisfy redemption requests, and negatively impact the Fund’s performance.
UKRAINE-RUSSIA CONFLICT RISK — In February 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries and the threat of wider-spread hostilities could have a severe adverse effect on the region and global economies, including significant negative impacts on the markets for certain securities and commodities, such as oil and natural gas. In addition,
15 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (continued)
FEBRUARY 28, 2023 (Unaudited)
sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future, could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long the armed conflict and related events will last cannot be predicted. These tensions and any related events could have a significant impact on Fund performance and the value of Fund investments, even beyond any direct exposure the Fund may have to issuers located in these countries.
CASH AND CASH EQUIVALENTS — Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.
OTHER — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, the Fund expects the risk of material loss from such claims to be remote.
2. Investment Adviser and Other Services
P/E Global, LLC (the “Adviser”) serves as the investment adviser to the Fund. The Fund compensates the Adviser for its services at an annual rate based on the Fund’s average daily net assets (the “Advisory Fee”), payable on a monthly basis in arrears, as shown in the following table.
The Adviser has contractually agreed to waive advisory fees and/or reimburse expenses to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed the rate (“Expense Cap”) shown in the following table of the Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause total annual Fund operating expenses to exceed the Expense Cap as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary expenses, interest and taxes. This contractual limitation is in effect until December 31, 2023 and may not be terminated without the approval of the Board. The Adviser may discontinue this arrangement at any time after December 31, 2023.
ADVISORY FEE | EXPENSE CAP |
0.95% | 1.00% |
During the current fiscal period, investment advisory fees accrued, waived and/or reimbursed by the Adviser were as follows:
GROSS | WAIVERS AND/OR | NET | |||||||||
$ | 8,709 | $ | (33,723 | ) | $ | (25,014 | ) |
16 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (continued)
FEBRUARY 28, 2023 (Unaudited)
If at any time the Fund’s total annual Fund operating expenses for a year are less than the Expense Cap, the Adviser is entitled to reimbursement by the Fund of the advisory fees forgone and other payments remitted by the Adviser to the Fund within three years from the date on which such waiver or reimbursement was made, provided such reimbursement does not cause the Fund to exceed the Expense Cap that was in effect at the time of the waiver or reimbursement.
As of the end of the reporting period, the Fund had amounts available for recoupment as follows:
EXPIRATION | |||
$33,723 |
U.S. Bancorp Fund Services, LLC, doing business as U.S. Bank Global Fund Services (“Fund Services”), serves as administrator for the Fund. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Quasar Distributors, LLC (the “Distributor”), a wholly-owned broker-dealer subsidiary of Foreside Financial Group, LLC, serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with the Trust.
For compensation amounts paid to Fund Services and the Custodian, please refer to the Statement of Operations.
3. Trustee And Officer Compensation
The Trustees of the Trust receive an annual retainer and meeting fees for meetings attended. An employee of Vigilant Compliance, LLC serves as Chief Compliance Officer of the Trust. Vigilant Compliance, LLC is compensated for the services provided to the Trust. Employees of the Trust serve as President, Chief Financial Officer, Chief Operating Officer, Secretary and Director of Marketing & Business Development of the Trust. They are compensated for services provided. Certain employees of Fund Services serve as officers of the Trust. They are not compensated by the Fund or the Trust. For Trustee and Officer compensation amounts, please refer to the Statement of Operations.
4. Purchases and Sales of Investment Securities
During the current fiscal period, there were no purchases or sales of investment securities or long-term U.S. Government securities (excluding short-term investments and derivative transactions) by the Fund.
5. Federal Income Tax Information
The Fund is subject to examination by U.S. taxing authorities for the tax periods since the commencement of operations. The amount and character of tax basis distributions and composition of net assets, including distributable earnings (accumulated deficit) are finalized at fiscal year-end;
17 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notes to Financial Statements (CONCLUDED)
FEBRUARY 28, 2023 (Unaudited)
accordingly, tax basis balances have not been determined for the current fiscal period. Since the Fund did not have a full fiscal year, the tax cost of investments is the same as noted in the Portfolio of Investments.
6. New Accounting Pronouncements And Regulatory Updates
In June 2022, the FASB issued Accounting Standards Update 2022-03, which amends Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and establishes new disclosure requirements for such equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and for interim periods within those fiscal years, with early adoption permitted. Management is currently evaluating the impact of these amendments on the financial statements.
7. Subsequent Events
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
18 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notice to Shareholders
(Unaudited)
Information on Proxy Voting
Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 are available (i) without charge, upon request, by calling (855) 610-4766; and (ii) on the SEC’s website at http://www.sec.gov.
Quarterly Schedule of Investments
The Trust files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) as an exhibit to its report on Form N-PORT. The Trust’s Forms N-PORT are available on the SEC’s website at http://www.sec.gov.
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
As required by the 1940 Act, the Board, including all of the Trustees who are not “interested persons” of the Trust, as that term is defined in the 1940 Act (the “Independent Trustees”), considered the approval of the investment advisory agreement between the Adviser and the Trust (the “Advisory Agreement”) on behalf of the Fund at a meeting of the Board held on September 7-8, 2022 (collectively, the “Meeting”). At the Meeting, the Board, including all of the Independent Trustees, approved the Advisory Agreement for an initial term ending August 16, 2024. The Board’s decision to approve the Advisory Agreement reflects the exercise of its business judgment. In approving the Advisory Agreement, the Board considered information provided by the Adviser with the assistance and advice of counsel to the Independent Trustees and the Trust.
In considering the approval of the Advisory Agreement between the Trust and the Adviser with respect to the Fund, the Trustees took into account all materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting. The Trustees reviewed these materials with management of the Adviser and discussed the Advisory Agreement with counsel in an executive session, at which no representatives of the Adviser were present. Among other things, the Trustees considered (i) the nature, extent, and quality of services to be provided to the Fund by the Adviser; (ii) descriptions of the experience and qualifications of the personnel providing those services; (iii) the Adviser’s investment philosophy and process; (iv) the Adviser’s assets under management and client descriptions; (v) the Adviser’s soft dollar commission and trade allocation policies, including information on the types of research and services obtained in connection with soft dollar commissions; (vi) the Adviser’s advisory fee arrangements and other similarly managed clients, as applicable; (vii) the Adviser’s compliance procedures; (viii) the Adviser’s financial information, insurance coverage and profitability analysis relating to providing services to the Fund; (ix) the extent to which economies of scale are relevant to the Fund; and (x) a report comparing the Fund’s proposed management fees and total expense ratio to those of its anticipated Morningstar peer group. The Trustees noted that the Fund had not yet commenced operations, and consequently there was no performance information to review with respect to the Fund, but the Trustees did review the performance of Enhanced International Equity Strategy LLC.
As part of their review, the Trustees considered the nature, extent and quality of the services to be provided by the Adviser. The Trustees concluded that the Adviser had substantial resources to provide services to the Fund.
The Board also considered the advisory fee rate payable by the Fund under the Advisory Agreement. In this regard, information on the advisory fees to be paid by the Fund and the Fund’s expected total operating expense ratio (before and after fee waivers and expense reimbursements) were compared to similar information for mutual funds advised by other, unaffiliated investment advisory firms.
19 |
P/E GLOBAL ENHANCED INTERNATIONAL FUND
Notice to Shareholders (CONCLUDED)
(Unaudited)
After reviewing the information regarding the Adviser’s costs, profitability and economies of scale, and after considering the services to be provided by the Adviser, the Trustees concluded that the investment advisory fee to be paid by the Fund to the Adviser were fair and reasonable and that the Advisory Agreement should be approved for an initial period ending August 16, 2024.
20 |
(This Page Intentionally Left Blank.)
INVESTMENT ADVISER
P/E Global Investments, LLC
75 State Street, 31st Floor
Boston MA 02109
ADMINISTRATOR AND TRANSFER AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, WI 53202-0701
CUSTODIAN
U.S. Bank, N.A.
1555 North Rivercenter Drive, Suite 302
Milwaukee, WI 53202
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Cohen & Company, Ltd.
1350 Euclid Avenue, Suite 800
Cleveland, OH 44115
UNDERWRITER
Quasar Distributors, LLC
111 E Kilbourn Ave, Suite 2200
Milwaukee, WI 53202
LEGAL COUNSEL
Faegre Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103-6996
PE-SAR23
SEMI-ANNUAL REPORT
February 28, 2023
PENN CAPITAL MID CAP CORE FUND
PENN CAPITAL OPPORTUNISTIC HIGH INCOME FUND
PENN CAPITAL SHORT DURATION HIGH INCOME FUND
PENN CAPITAL SPECIAL SITUATIONS SMALL CAP EQUITY FUND
Each a series of The RBB Fund Trust
TABLE OF CONTENTS
Fund Summary | 1 | |
Disclosure of Fund Expenses | 5 | |
Fund | Schedule of Investments | |
Penn Capital Mid Cap Core Fund | 7 | |
Penn Capital Opportunistic High Income Fund | 10 | |
Penn Capital Short Duration High Income Fund | 16 | |
Penn Capital Special Situations Small Cap Equity Fund | 20 | |
Statements of Assets and Liabilities | 23 | |
Statements of Operations | 24 | |
Statements of Changes in Net Assets | 26 | |
Financial Highlights | 28 | |
Notes to the Financial Statements | 32 | |
Additional Information | 45 |
[THIS PAGE INTENTIONALLY LEFT BLANK.]
PENN CAPITAL MID CAP CORE FUND
Fund Summary (UNAUDITED)
This chart assumes a hypothetical initial gross investment of $10,000 made on November 30, 2015, inception of the Institutional Class shares. Returns shown in the chart and table include the reinvestment of all dividends, but do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Current performance may be lower or higher than that shown. To obtain performance current to the most recent month-end please call 844-302 PENN (7366) or visit www.penncapitalfunds.com. Index returns do not reflect the effects of fees, transaction costs or expenses. It is not possible to invest directly in an index.
Average Annual Total Returns for the | Six Months* | One Year | Three Years | Five Years | Since |
Penn Capital Mid Cap Core Fund | |||||
Institutional Class Shares | 8.43% | -7.76% | 8.03% | 6.05% | 8.19% |
Bloomberg US 2500 Index(2) | 4.75% | -5.73% | 11.61% | 7.47% | 9.04% |
Russell 2500® Index | 4.40% | -5.42% | 11.48% | 7.67% | 9.13%(3) |
* | Not annualized. |
(1) | Inception date is 11/30/15. |
(2) | Effective May 31, 2022, the Fund changed its primary benchmark from the Russell 2500® Index to the Bloomberg US 2500 Index to better reflect the securities in which the Fund invests. |
(3) | The return shown for the Russell 2500® Index is from the inception date of the Institutional Class shares. |
The Bloomberg US 2500 Index is a float market-cap-weighted benchmark of the lower 2,500 companies in capitalization of the Bloomberg US 3000 Index. The Russell 2500® Index is composed of the bottom 500 stocks in the Russell 1000 Index and all the stocks in the Russell 2000 Index.
Gross Expense Ratio: 1.49%, Net Expense Ratio: 1.06%, per the most recent Prospectus dated December 31, 2022.
The Advisor has contractually agreed to waive management fees and/or pay certain Fund expenses through at least December 31, 2023.
1
PENN CAPITAL OPPORTUNISTIC HIGH INCOME FUND
FUND SUMMARY (UNAUDITED)
This chart assumes a hypothetical initial gross investment of $10,000 made on November 30, 2015, inception of the Institutional Class shares. Returns shown in the chart and table include the reinvestment of all dividends, but do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Current performance may be lower or higher than that shown. To obtain performance current to the most recent month-end please call 844-302 PENN (7366) or visit www.penncapitalfunds.com. Index returns do not reflect the effects of fees, transaction costs or expenses. It is not possible to invest directly in an index.
Average Annual Total Returns for the | Six Months* | One Year | Three Years | Five Years | Since |
Penn Capital Opportunistic High Income Fund | |||||
Institutional Class Shares | 1.82% | -6.12% | 0.55% | 1.85% | 3.85% |
ICE BofA US High Yield Constrained Index | 2.37% | -5.51% | 1.11% | 2.68% | 4.75%(2) |
* | Not annualized. |
(1) | Inception date is 11/30/15. |
(2) | The return shown for the ICE BofA US High Yield Constrained Index is from the inception date of the Institutional Class shares. |
The ICE BofA US High Yield Constrained Index is a market value-weighted index designed to measure the performance of the US high yield bond market but caps issuer exposure at 2%.
Gross Expense Ratio: 1.46%, Net Expense Ratio: 0.76%, per the most recent Prospectus dated December 31, 2022.
The Advisor has contractually agreed to waive management fees and/or pay certain Fund expenses through at least December 31, 2023.
2
PENN CAPITAL SHORT DURATION HIGH INCOME FUND
FUND SUMMARY (UNAUDITED)
This chart assumes a hypothetical initial gross investment of $10,000 made on July 17, 2017, inception of the Institutional Class shares. Returns shown in the chart and table include the reinvestment of all dividends, but do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Current performance may be lower or higher than that shown. To obtain performance current to the most recent month-end please call 844-302 PENN (7366) or visit www.penncapitalfunds.com. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Index returns do not reflect the effects of fees, transaction costs or expenses. It is not possible to invest directly in an index.
Average Annual Total Returns for the | Six Months* | One Year | Three Years | Five Years | Since |
Penn Capital Short Duration High Income Fund | |||||
Institutional Class Shares | 3.10% | 1.02% | 1.55% | 2.28% | 2.10% |
ICE BofA 1-3 Year BB-Rated US Cash Pay High Yield Index | 2.77% | 0.46% | 2.72% | 3.40% | 3.17%(2) |
ICE BofA US High Yield Cash Pay BB-B Rated 1-3 Years Index | 3.62% | 1.23% | 2.54% | 3.37% | 3.31%(3) |
* | Not annualized. |
(1) | Inception date is 7/17/17. |
(2) | The return shown for the ICE BofA 1-3 Year BB-Rated US Cash Pay High Yield Index is from the inception date of the Institutional Class shares. |
(3) | The return shown for the ICE BofA US High Yield Cash Pay BB-B Rated 1-3 Years Index is from the inception date of the Institutional Class shares. The ICE BofA US High Yield Cash Pay BB-B Rated 1-3 Years Imdex is comprised of bonds within the ICE BofA High Yield Index whose ratings are at or between B1 through BB3, with maturities between 1 and 3 years. |
The ICE BofA 1-3 Year BB-Rated US Cash Pay High Yield Index is a subset of the ICE Bank of America US Cash Pay High Yield Index including all securities with a remaining term to final maturity less than 3 years and rated BB1 through BB3, inclusive. The ICE BofA US High Yield Cash Pay BB-B Rated 1-3 Year Index is comprised of bonds within the ICE BofA High Yield Index whose ratings are at or between B1 through BB3, with maturities between 1 and 3 years.
Gross Expense Ratio: 0.92%, Net Expense Ratio: 0.58%, per the most recent Prospectus dated December 31, 2022.
The Advisor has contractually agreed to waive management fees and/or pay certain Fund expenses through at least December 31, 2023.
3
PENN CAPITAL SPECIAL SITUATIONS SMALL CAP EQUITY FUND
FUND SUMMARY (UNAUDITED)
This chart assumes a hypothetical initial gross investment of $10,000 made on December 17, 2015, inception of the Institutional Class shares. Returns shown in the chart and table include the reinvestment of all dividends, but do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total return would be reduced. Past performance is not predictive of future performance. Investment return and principal value will fluctuate so that your shares, when redeemed, may be worth more or less than the original cost. Current performance may be lower or higher than that shown. To obtain performance current to the most recent month-end please call 844-302 PENN (7366) or visit www.penncapitalfunds.com. Index returns do not reflect the effects of fees, transaction costs or expenses. It is not possible to invest directly in an index.
Average Annual Total Returns for the | Six Months* | One Year | Three Years | Five Years | Since |
Penn Capital Special Situations Small Cap Equity Fund | |||||
Institutional Class Shares | 7.83% | -7.44% | 21.21% | 11.62% | 12.69% |
Bloomberg US 2000 Index(2) | 4.77% | -5.90% | 12.67% | 7.28% | 9.65% |
Russell 2000® Index | 3.63% | -6.02% | 10.08% | 6.01% | 8.83%(3) |
* | Not annualized. |
(1) | Inception date is 12/17/15. |
(2) | Effective May 31, 2022, the Fund changed its primary benchmark from the Russell 2000® Index to the Bloomberg US 2000 Index to better reflect the securities in which the Fund invests. |
(3) | The return shown for the Russell 2000® Index is from the inception date of the Institutional Class shares. |
The Bloomberg US 2000 Index is a float market-cap-weighted benchmark of the lower 2,000 companies in capitalization of the Bloomberg US 3000 Index. The Russell 2000® Index is comprised of the 2,000 smallest companies in the Russell 3000 Index.
Gross Expense Ratio: 1.58%, Net Expense Ratio: 1.09%, per the most recent Prospectus dated December 31, 2022.
The Advisor has contractually agreed to waive management fees and/or pay certain Fund expenses through at least December 31, 2023.
4
THE RBB FUND TRUST
Disclosure of Fund Expenses (Unaudited)
FOR THE PERIOD FROM SEPTEMBER 1, 2022 TO FEBRUARY 28, 2023
Cost in Dollars of a $1,000 Investment
The examples below are intended to describe the fees and expenses borne by shareholders during the six-month period from September 1, 2022 to February 28, 2023, and the impact of those costs on your investment.
Example
As a shareholder of a Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 made at the beginning of the six-month period and held for the entire period from September 1, 2022 to February 28, 2023.
These examples illustrate your Fund’s ongoing costs in two ways:
Actual Expenses
The second and third data columns in the table below provide information about actual account values and actual expenses. You may use the information in these columns, together with the amount you invested, to estimate the expenses that you paid during the six-month period ended February 28, 2023. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled Expenses Paid During Period to estimate the expenses you paid on your account during this period.
Hypothetical Examples for Comparison Purposes
The fourth and fifth data columns in the table below provide information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not a Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balances or expenses you paid for the six-month period shown. You may use this information to compare the ongoing costs of investing in a Fund with the ongoing costs of investing in other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the fourth and fifth data columns of the table are useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
5
Beginning | Ending | Expenses Paid | Annualized | Actual Six-Month | |
Penn Capital Mid Cap Core Fund(1) | |||||
Actual | $ 1,000.00 | $ 1,084.30 | $ 5.48 | 1.06% | 8.43% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,019.54 | 5.31 | 1.06% | N/A |
Penn Capital Opportunistic High Income Fund(1) | |||||
Actual | $ 1,000.00 | $ 1,018.20 | $ 3.60 | 0.72% | 1.82% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,021.22 | 3.61 | 0.72% | N/A |
Penn Capital Short Duration High Income Fund(1) | |||||
Actual | $ 1,000.00 | $ 1,031.00 | $ 2.72 | 0.54% | 3.10% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,022.12 | 2.71 | 0.54% | N/A |
Penn Capital Special Situations Small Cap Equity Fund(1) | |||||
Actual | $ 1,000.00 | $ 1,078.30 | $ 5.62 | 1.09% | 7.83% |
Hypothetical (5% return before expenses) | 1,000.00 | 1,019.39 | 5.46 | 1.09% | N/A |
(1) | Information is for Institutional Class shares. |
(2) | Expenses are equal to each Fund’s annualized expense ratio, net of waivers and excluding acquired fund fees and expenses, if any, multiplied by the average account value over the period, multiplied by the number of days (181) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. |
(3) | Ratios reflect expenses waived by the Funds’ investment adviser.Without these waivers, each Fund’s expenses would have been higher and the ending account values would have been lower. |
6
THE RBB FUND TRUST
Penn Capital Mid Cap Core Fund
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Number of | Value | |||||||
Common Stocks: 93.0% | ||||||||
Aerospace & Defense: 5.1% | ||||||||
Mercury Systems, Inc.* | 4,166 | $ | 218,048 | |||||
Spirit AeroSystems Holdings, Inc. - Class A* | 8,045 | 274,978 | ||||||
Textron, Inc. | 2,592 | 187,998 | ||||||
681,024 | ||||||||
Air Freight & Logistics: 2.7% | ||||||||
GXO Logistics, Inc.* | 3,813 | 189,011 | ||||||
XPO Logistics, Inc.* | 5,115 | 170,636 | ||||||
359,647 | ||||||||
Banks: 8.9% | ||||||||
First BanCorp | 14,498 | 210,366 | ||||||
Pinnacle Financial Partners, Inc. | 3,553 | 263,242 | ||||||
Seacoast Banking Corp of Florida | 7,982 | 243,531 | ||||||
Texas Capital Bancshares, Inc.* | 4,302 | 284,921 | ||||||
Western Alliance Bancorp | 2,699 | 200,374 | ||||||
1,202,434 | ||||||||
Biotechnology: 3.8% | ||||||||
Halozyme Therapeutics, Inc.* | 4,900 | 235,151 | ||||||
United Therapeutics Corp.* | 1,102 | 271,136 | ||||||
506,287 | ||||||||
Chemicals: 3.2% | ||||||||
Livent Corp.* | 9,059 | 212,434 | ||||||
Olin Corp. | 3,662 | 211,480 | ||||||
423,914 | ||||||||
Construction Materials: 1.5% | ||||||||
Martin Marietta Materials, Inc. | 559 | 201,167 | ||||||
Electrical Equipment: 1.8% | ||||||||
nVent Electric PLC | 5,127 | 235,022 | ||||||
Energy Equipment & Services: 5.4% | ||||||||
Transocean Ltd.* | 40,741 | 284,779 | ||||||
Weatherford International PLC* | 6,640 | 442,357 | ||||||
727,136 | ||||||||
Food & Staples Retailing: 1.4% | ||||||||
Performance Food Group Co.* | 3,323 | 188,049 | ||||||
Health Care Equipment & Supplies: 3.6% | ||||||||
Alphatec Holdings, Inc.* | 16,305 | 241,477 | ||||||
Lantheus Holdings, Inc.* | 3,350 | 247,766 | ||||||
489,243 |
Number of | Value | |||||||
Health Care Providers & Services: 1.6% | ||||||||
Tenet Healthcare Corp.* | 3,709 | $ | 217,088 | |||||
Hotels, Restaurants & Leisure: 11.9% | ||||||||
Caesars Entertainment, Inc.* | 3,850 | 195,426 | ||||||
Hilton Grand Vacations, Inc.* | 3,577 | 170,766 | ||||||
MGM Resorts International* | 5,777 | 248,469 | ||||||
Papa John’s International, Inc. | 2,174 | 182,507 | ||||||
Penn National Gaming, Inc.* | 8,329 | 254,284 | ||||||
Planet Fitness, Inc. - Class A* | 3,374 | 273,463 | ||||||
SeaWorld Entertainment, Inc.* | 4,280 | 276,488 | ||||||
1,601,403 | ||||||||
Insurance: 5.5% | ||||||||
Arch Capital Group Ltd.* | 3,352 | 234,640 | ||||||
Axis Capital Holdings Ltd. | 4,291 | 260,550 | ||||||
Primerica, Inc. | 1,278 | 245,299 | ||||||
740,489 | ||||||||
Machinery: 1.4% | ||||||||
Chart Industries, Inc.* | 1,437 | 191,839 | ||||||
Marine: 2.4% | ||||||||
Kirby Corp.* | 4,391 | 318,479 | ||||||
Media: 2.3% | ||||||||
Nexstar Media Group, Inc. - Class A | 1,668 | 310,081 | ||||||
Metals & Mining: 2.3% | ||||||||
Steel Dynamics, Inc. | 2,398 | 302,412 | ||||||
Oil, Gas & Consumable Fuels: 4.5% | ||||||||
Chesapeake Energy Corp. | 3,354 | 271,037 | ||||||
Diamondback Energy, Inc. | 2,420 | 340,203 | ||||||
611,240 | ||||||||
Pharmaceuticals: 1.7% | ||||||||
Perrigo Co Plc | 6,214 | 234,206 | ||||||
Semiconductors & Semiconductor Equipment: 5.5% | ||||||||
Allegro MicroSystems, Inc.* | 7,121 | 311,045 | ||||||
Kulicke & Soffa Industries, Inc. | 4,417 | 235,426 | ||||||
Teradyne, Inc. | 1,938 | 196,010 | ||||||
742,481 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
7
THE RBB FUND TRUST
Penn Capital Mid Cap Core Fund
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Number of | Value | |||||||
Software: 3.0% | ||||||||
PTC, Inc.* | 1,798 | $ | 225,343 | |||||
RingCentral, Inc. - Class A* | 5,529 | 182,678 | ||||||
408,021 | ||||||||
Specialty Retail: 5.2% | ||||||||
Burlington Stores, Inc.* | 1,157 | 247,887 | ||||||
Five Below, Inc.* | 1,181 | 241,278 | ||||||
Floor & Decor Holdings, Inc. - Class A* | 2,222 | 204,002 | ||||||
693,167 | ||||||||
Technology Hardware, Storage & Peripherals: 1.3% | ||||||||
Western Digital Corp.* | 4,679 | 180,048 | ||||||
Textiles, Apparel & Luxury Goods: 1.4% | ||||||||
Crocs, Inc.* | 1,546 | 188,164 | ||||||
Trading Companies & Distributors: 4.4% | ||||||||
H&E Equipment Services, Inc. | 4,392 | 243,756 | ||||||
United Rentals, Inc. | 737 | 345,307 | ||||||
589,063 | ||||||||
Wireless Telecommunication Services: 1.2% | ||||||||
Gogo, Inc.* | 10,187 | 167,678 | ||||||
Total Common Stocks (cost $9,764,918) | 12,509,782 | |||||||
Equity Real Estate Investment Trusts (REITs): 5.1% | ||||||||
Ryman Hospitality Properties, Inc. | 2,237 | 207,526 | ||||||
STAG Industrial, Inc. | 6,608 | 222,293 | ||||||
VICI Properties, Inc. | 7,788 | 261,132 | ||||||
690,951 | ||||||||
Total REITs (cost $561,270) | 690,951 | |||||||
Number of | Value | |||||||
Short-Term Investments: 1.8% | ||||||||
U.S. Bank Money Market Deposit Account, 2.73%(a) | 248,170 | $ | 248,170 | |||||
Total Short-Term Investments (cost $248,170) | 248,170 | |||||||
Total Investments - 99.9% (cost $10,574,358) | 13,448,903 | |||||||
Other Assets and Liabilities 0.1% | 12,496 | |||||||
Net Assets: 100.0% | $ | 13,461,399 |
Percentages are stated as a percent of net assets.
* | Non-income producing security. |
(a) | Rate reported is the current yield as of February 28, 2023. |
The Accompanying Footnotes are an Integral Part of these Financial Statements
8
THE RBB FUND TRUST
Penn Capital Mid Cap Core Fund
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Country Exposure (as a percentage of total investments) | |
United States | 85.8% |
Ireland | 6.8% |
Bermuda | 3.7% |
Switzerland | 2.1% |
Puerto Rico | 1.6% |
Asset Type (as a percentage of total investments) (Unaudited) |
The industry classifications presented in this report, present the Global Industry Classification Standard (GICS®). GICS® was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.
The Accompanying Footnotes are an Integral Part of these Financial Statements
9
THE RBB FUND TRUST
Penn Capital Opportunistic High Income Fund
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Convertible Bonds: 1.5% | ||||||||
Consumer/Commercial/Lease Financing: 0.3% | ||||||||
Block, Inc., 0.250%, 11/1/27 | $ | 85,000 | $ | 65,663 | ||||
Food - Wholesale: 0.3% | ||||||||
Herbalife Nutrition Ltd., 2.625%, 3/15/24 | 90,000 | 84,825 | ||||||
Internet: 0.3% | ||||||||
Spotify USA, Inc., 0.000%, 3/15/26 | 85,000 | 69,700 | ||||||
Pharmaceuticals: 0.3% | ||||||||
Tilray Brands, Inc., 5.000%, 10/1/23 | 100,000 | 97,635 | ||||||
Software/Services: 0.3% | ||||||||
RingCentral, Inc., 0.000%, 3/15/26 | 95,000 | 77,009 | ||||||
Total Convertible Bonds (cost $405,985) | 394,832 | |||||||
Corporate Bonds: 79.1% | ||||||||
Advertising: 1.3% | ||||||||
Clear Channel Outdoor Holdings, Inc., 5.125%, 8/15/27(a) | 50,000 | 44,625 | ||||||
Clear Channel Outdoor Holdings, Inc., 7.500%, 6/1/29(a) | 115,000 | 93,150 | ||||||
Match Group Holdings II LLC, 5.625%, 2/15/29(a) | 95,000 | 87,522 | ||||||
Stagwell Global LLC, 5.625%, 8/15/29(a) | 135,000 | 116,101 | ||||||
341,398 | ||||||||
Aerospace/Defense: 2.0% | ||||||||
Bombardier, Inc., 7.125%, 6/15/26(a) | 130,000 | 127,652 | ||||||
Maxar Technologies, Inc., 7.750%, 6/15/27(a) | 65,000 | 67,969 | ||||||
Spirit AeroSystems, Inc., 7.500%, 4/15/25(a) | 95,000 | 94,915 | ||||||
Triumph Group, Inc., 6.250%, 9/15/24(a) | 50,000 | 49,937 | ||||||
Triumph Group, Inc., 7.750%, 8/15/25(a) | 90,000 | 86,175 | ||||||
Triumph Group, Inc., 9.000%, 3/15/28(a) | 95,000 | 95,000 | ||||||
521,648 | ||||||||
Air Transportation: 1.7% | ||||||||
American Airlines, Inc., 7.250%, 2/15/28(a) | 145,000 | 141,607 |
Principal | Value | |||||||
Spirit Loyalty Cayman Ltd / Spirit IP Cayman Ltd., 8.000%, 9/20/25(a) | $ | 90,000 | $ | 90,338 | ||||
American Airlines, Inc., 11.750%, 7/15/25(a) | 80,000 | 87,743 | ||||||
VistaJet Malta Finance PLC / XO Management Holding, Inc., 7.875%, 5/1/27(a) | 70,000 | 66,760 | ||||||
VistaJet Malta Finance PLC / XO Management Holding, Inc., 6.375%, 2/1/30(a) | 60,000 | 52,516 | ||||||
438,964 | ||||||||
Auto Loans: 1.8% | ||||||||
Ford Motor Credit Co LLC, 7.350%, 11/4/27 | 265,000 | 268,471 | ||||||
Ford Motor Credit Co LLC, 5.113%, 5/3/29 | 200,000 | 182,820 | ||||||
451,291 | ||||||||
Auto Parts & Equipment: 1.0% | ||||||||
American Axle & Manufacturing, Inc., 6.875%, 7/1/28 | 85,000 | 76,283 | ||||||
The Goodyear Tire & Rubber Co., 5.250%, 7/15/31 | 65,000 | 55,331 | ||||||
The Goodyear Tire & Rubber Co., 7.000%, 3/15/28 | 55,000 | 54,334 | ||||||
The Goodyear Tire & Rubber Co., 5.000%, 7/15/29 | 80,000 | 69,600 | ||||||
255,548 | ||||||||
Brokerage: 1.2% | ||||||||
Credit Suisse Group AG, 4.282%, 1/9/28(a) | 250,000 | 209,886 | ||||||
StoneX Group, Inc., 8.625%, 6/15/25(a) | 95,000 | 95,549 | ||||||
305,435 | ||||||||
Building & Construction: 1.5% | ||||||||
Ashton Woods USA LLC, 4.625%, 8/1/29(a) | 95,000 | 77,951 | ||||||
Ashton Woods USA LLC / Ashton Woods Finance Co., 4.625%, 4/1/30(a) | 95,000 | 76,478 | ||||||
Great Lakes Dredge & Dock Corp., 5.250%, 6/1/29(a) | 100,000 | 77,879 | ||||||
Pike Corp., 5.500%, 9/1/28(a) | 100,000 | 86,781 | ||||||
Taylor Morrison Communities, Inc., 5.125%, 8/1/30(a) | 90,000 | 79,425 | ||||||
398,514 | ||||||||
Building Materials: 0.9% | ||||||||
Builders FirstSource, Inc., 6.375%, 6/15/32(a) | 95,000 | 91,236 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
10
THE RBB FUND TRUST
PENN CAPITAL OPPORTUNISTIC HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Eco Material Technologies, Inc., 7.875%, 1/31/27(a) | $ | 140,000 | $ | 133,602 | ||||
224,838 | ||||||||
Cable & Satellite TV: 4.0% | ||||||||
CCO Holdings LLC, 4.500%, 8/15/30(a) | 250,000 | 205,630 | ||||||
CCO Holdings LLC, 7.375%, 3/1/31(a) | 25,000 | 24,253 | ||||||
Charter Communications Operating LLC / Charter Communications Operating Capital, 5.050%, 3/30/29 | 110,000 | 102,713 | ||||||
CSC Holdings LLC, 7.500%, 4/1/28(a) | 200,000 | 133,942 | ||||||
CSC Holdings LLC, 6.500%, 2/1/29(a) | 200,000 | 169,520 | ||||||
DIRECTV Holdings LLC, 5.875%, 8/15/27(a) | 160,000 | 143,043 | ||||||
DISH DBS Corp., 5.250%, 12/1/26(a) | 75,000 | 62,812 | ||||||
DISH Network Corp., 11.750%, 11/15/27(a) | 185,000 | 187,447 | ||||||
1,029,360 | ||||||||
Chemicals: 1.8% | ||||||||
Avient Corp., 7.125%, 8/1/30(a) | 90,000 | 90,225 | ||||||
Compass Minerals International, Inc., 6.750%, 12/1/27(a) | 95,000 | 89,588 | ||||||
Chemours Co/The, 5.750%, 11/15/28(a) | 120,000 | 105,394 | ||||||
Olin Corp., 5.625%, 8/1/29 | 190,000 | 181,011 | ||||||
466,218 | ||||||||
Consumer/Commercial/Lease Financing: 2.0% | ||||||||
Fortress Transportation and Infrastructure Investors LLC, 9.750%, 8/1/27(a) | 45,000 | 46,234 | ||||||
Fortress Transportation and Infrastructure Investors LLC, 5.500%, 5/1/28(a) | 65,000 | 58,049 | ||||||
Global Aircraft Leasing Co. Ltd., 7.250% Cash or 7.000% PIK, 9/15/24(a) | 134,713 | 121,782 | ||||||
Navient Corp., 6.750%, 6/25/25 | 95,000 | 93,661 | ||||||
Navient Corp., 4.875%, 3/15/28 | 135,000 | 114,769 | ||||||
OneMain Finance Corp., 6.625%, 1/15/28 | 80,000 | 74,497 | ||||||
508,992 | ||||||||
Department Stores: 0.9% | ||||||||
Macy’s Retail Holdings LLC, 5.875%, 4/1/29(a) | 105,000 | 95,378 |
Principal | Value | |||||||
Neiman Marcus Group LLC, 7.125%, 4/1/26(a) | $ | 140,000 | $ | 135,100 | ||||
230,478 | ||||||||
Diversified Capital Goods: 0.4% | ||||||||
Madison IAQ LLC, 5.875%, 6/30/29(a) | 130,000 | 103,497 | ||||||
Electric - Generation: 2.3% | ||||||||
Calpine Corp., 5.250%, 6/1/26(a) | 100,000 | 95,845 | ||||||
Calpine Corp., 5.000%, 2/1/31(a) | 155,000 | 127,539 | ||||||
Leeward Renewable Energy Operations LLC, 4.250%, 7/1/29(a) | 70,000 | 59,562 | ||||||
Sunnova Energy Corp., 5.875%, 9/1/26(a) | 95,000 | 82,783 | ||||||
Vistra Corp., 8.000% (5 Year CMT Rate + 6.930%), 4/15/27 | 130,000 | 124,800 | ||||||
Vistra Operations Co. LLC, 5.625%, 2/15/27(a) | 100,000 | 94,762 | ||||||
585,291 | ||||||||
Energy - Exploration & Production: 6.4% | ||||||||
Antero Resources Corp., 7.625%, 2/1/29(a) | 202,000 | 203,498 | ||||||
Callon Petroleum Co., 8.250%, 7/15/25 | 120,000 | 119,100 | ||||||
Comstock Resources, Inc., 6.750%, 3/1/29(a) | 270,000 | 248,400 | ||||||
Earthstone Energy Holdings LLC, 8.000%, 4/15/27(a) | 95,000 | 90,992 | ||||||
Hilcorp Energy I LP, 6.250%, 11/1/28(a) | 185,000 | 171,881 | ||||||
Northern Oil and Gas, Inc., 8.125%, 3/1/28(a) | 195,000 | 188,175 | ||||||
Occidental Petroleum Corp., 6.625%, 9/1/30 | 165,000 | 169,537 | ||||||
Occidental Petroleum Corp., 6.125%, 1/1/31 | 90,000 | 90,640 | ||||||
Penn Virginia Holdings LLC, 9.250%, 8/15/26(a) | 185,000 | 195,175 | ||||||
SM Energy Co., 6.750%, 9/15/26 | 65,000 | 62,712 | ||||||
SM Energy Co., 6.500%, 7/15/28 | 35,000 | 32,287 | ||||||
Talos Production, Inc., 12.000%, 1/15/26 | 85,000 | 89,706 | ||||||
1,662,103 | ||||||||
Food & Drug Retailers: 0.4% | ||||||||
SEG Holding LLC, 5.625%, 10/15/28(a) | 120,000 | 112,968 | ||||||
The Accompanying Footnotes are an Integral Part of these Financial Statements
11
THE RBB FUND TRUST
PENN CAPITAL OPPORTUNISTIC HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Food - Wholesale: 1.4% | ||||||||
BellRing Brands, Inc., 7.000%, 3/15/30(a) | $ | 140,000 | $ | 138,446 | ||||
HLF Financing Sarl LLC, 4.875%, 6/1/29(a) | 55,000 | 42,614 | ||||||
KeHE Distributors LLC, 8.625%, 10/15/26(a) | 96,000 | 96,240 | ||||||
Simmons Foods, Inc., 4.625%, 3/1/29(a) | 105,000 | 85,575 | ||||||
362,875 | ||||||||
Forestry/Paper: 0.3% | ||||||||
Mercer International, Inc., 5.125%, 2/1/29 | 80,000 | 65,596 | ||||||
Gaming: 1.7% | ||||||||
Affinity Interactive, 6.875%, 12/15/27(a) | 65,000 | 57,977 | ||||||
Caesars Entertainment, Inc., 7.000%, 2/15/30(a) | 175,000 | 176,312 | ||||||
CCM Merger, Inc., 6.375%, 5/1/26(a) | 65,000 | 62,376 | ||||||
Scientific Games Holdings LP/Scientific Games US FinCo, Inc., 6.625%, 3/1/30(a) | 100,000 | 87,943 | ||||||
Station Casinos LLC, 4.625%, 12/1/31(a) | 80,000 | 65,179 | ||||||
449,787 | ||||||||
Gas Distribution: 4.1% | ||||||||
Antero Midstream Partners LP, 5.375%, 6/15/29(a) | 95,000 | 85,500 | ||||||
Blue Racer Midstream LLC, 7.625%, 12/15/25(a) | 40,000 | 40,200 | ||||||
Blue Racer Midstream LLC, 6.625%, 7/15/26(a) | 40,000 | 38,995 | ||||||
Cheniere Energy, Inc., 4.625%, 10/15/28 | 95,000 | 88,066 | ||||||
Crestwood Midstream Partners LP, 6.000%, 2/1/29(a) | 90,000 | 81,873 | ||||||
Crestwood Midstream Partners LP, 7.375%, 2/1/31(a) | 60,000 | 58,447 | ||||||
EnLink Midstream LLC, 6.500%, 9/1/30(a) | 55,000 | 54,171 | ||||||
EnLink Midstream Partners LP, 5.050%, 4/1/45 | 125,000 | 95,566 | ||||||
EQM Midstream Partners LP, 7.500%, 6/1/27(a) | 95,000 | 93,100 | ||||||
EQM Midstream Partners LP, 6.500%, 7/15/48 | 60,000 | 44,693 | ||||||
New Fortress Energy, Inc., 6.750%, 9/15/25(a) | 125,000 | 117,207 |
Principal | Value | |||||||
New Fortress Energy, Inc., 6.500%, 9/30/26(a) | $ | 60,000 | $ | 54,900 | ||||
Solaris Midstream Holdings LLC, 7.625%, 4/1/26(a) | 77,000 | 76,049 | ||||||
Venture Global Calcasieu Pass LLC, 6.250%, 1/15/30(a) | 115,000 | 113,419 | ||||||
1,042,186 | ||||||||
Health Facilities: 3.3% | ||||||||
CHS/Community Health Systems, Inc., 6.875%, 4/1/28(a) | 165,000 | 112,040 | ||||||
CHS/Community Health Systems, Inc., 6.000%, 1/15/29(a) | 200,000 | 172,727 | ||||||
Encompass Health Corp., 4.750%, 2/1/30 | 255,000 | 225,718 | ||||||
Option Care Health, Inc., 4.375%, 10/31/29(a) | 140,000 | 119,990 | ||||||
Surgery Center Holdings, Inc., 6.750%, 7/1/25(a) | 33,000 | 32,571 | ||||||
Tenet Healthcare Corp., 6.125%, 10/1/28 | 65,000 | 60,125 | ||||||
Tenet Healthcare Corp., 4.375%, 1/15/30 | 100,000 | 87,500 | ||||||
Tenet Healthcare Corp., 6.125%, 6/15/30(a) | 40,000 | 38,099 | ||||||
848,770 | ||||||||
Health Services: 2.1% | ||||||||
DaVita, Inc., 4.625%, 6/1/30(a) | 165,000 | 135,988 | ||||||
Modivcare, Inc., 5.875%, 11/15/25(a) | 110,000 | 103,882 | ||||||
ModivCare Escrow Issuer, Inc., 5.000%, 10/1/29(a) | 115,000 | 97,292 | ||||||
Owens & Minor, Inc., 6.625%, 4/1/30(a) | 145,000 | 119,263 | ||||||
Pediatrix Medical Group, Inc., 5.375%, 2/15/30(a) | 100,000 | 88,218 | ||||||
544,643 | ||||||||
Hotels: 0.4% | ||||||||
Hilton Grand Vacations LLC, 5.000%, 6/1/29(a) | 75,000 | 65,823 | ||||||
Hilton Grand Vacations LLC, 4.875%, 7/1/31(a) | 45,000 | 37,832 | ||||||
103,655 | ||||||||
Investments & Miscellaneous Financial Services: 0.8% | ||||||||
Icahn Enterprises LP, 6.250%, 5/15/26 | 100,000 | 97,000 | ||||||
Icahn Enterprises LP, 5.250%, 5/15/27 | 65,000 | 60,128 | ||||||
Icahn Enterprises LP, 4.375%, 2/1/29 | 55,000 | 47,504 | ||||||
204,632 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
12
THE RBB FUND TRUST
PENN CAPITAL OPPORTUNISTIC HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Machinery: 0.7% | ||||||||
Titan International, Inc., 7.000%, 4/30/28 | $ | 190,000 | $ | 180,025 | ||||
Managed Care: 1.7% | ||||||||
Centene Corp., 4.625%, 12/15/29 | 490,000 | 448,101 | ||||||
Media - Diversified: 0.7% | ||||||||
News Corp., 3.875%, 5/15/29(a) | 135,000 | 115,688 | ||||||
Urban One, Inc., 7.375%, 2/1/28(a) | 70,000 | 62,468 | ||||||
178,156 | ||||||||
Media Content: 1.3% | ||||||||
Cumulus Media New Holdings, Inc., 6.750%, 7/1/26(a) | 96,000 | 82,441 | ||||||
Gray Television, Inc., 4.750%, 10/15/30(a) | 115,000 | 84,316 | ||||||
Scripps Escrow II, Inc., 5.375%, 1/15/31(a) | 125,000 | 88,497 | ||||||
Univision Communications, Inc., 6.625%, 6/1/27(a) | 90,000 | 85,444 | ||||||
340,698 | ||||||||
Medical Products: 1.0% | ||||||||
AdaptHealth LLC, 6.125%, 8/1/28(a) | 155,000 | 142,366 | ||||||
Medline Borrower LP, 3.875%, 4/1/29(a) | 140,000 | 116,687 | ||||||
259,053 | ||||||||
Metals/Mining Excluding Steel: 1.5% | ||||||||
FMG Resources August 2006 Pty Ltd., 6.125%, 4/15/32(a) | 70,000 | 66,150 | ||||||
Freeport-McMoRan, Inc., 4.625%, 8/1/30 | 95,000 | 87,670 | ||||||
Kaiser Aluminum Corp., 4.625%, 3/1/28(a) | 150,000 | 129,185 | ||||||
Taseko Mines Ltd., 7.000%, 2/15/26(a) | 120,000 | 108,437 | ||||||
391,442 | ||||||||
Oil Field Equipment & Services: 2.2% | ||||||||
Oceaneering International, Inc., 4.650%, 11/15/24 | 70,000 | 67,381 | ||||||
Nabors Industries Ltd., 7.250%, 1/15/26(a) | 135,000 | 128,504 | ||||||
Transocean, Inc., 8.750%, 2/15/30(a) | 60,000 | 61,050 | ||||||
Transocean, Inc., 6.800%, 3/15/38 | 145,000 | 99,673 | ||||||
USA Compression Partners LP / USA Compression Finance Corp., 6.875%, 4/1/26 | 65,000 | 62,295 |
Principal | Value | |||||||
Weatherford International Ltd., 11.000%, 12/1/24(a) | $ | 6,000 | $ | 6,137 | ||||
Weatherford International Ltd., 8.625%, 4/30/30(a) | 140,000 | 139,811 | ||||||
564,851 | ||||||||
Packaging: 1.9% | ||||||||
Ardagh Packaging Finance PLC / Ardagh Holdings USA, Inc., 4.125%, 8/15/26(a) | 200,000 | 182,000 | ||||||
FXI Holdings, Inc., 12.250%, 11/15/26(a) | 60,000 | 52,539 | ||||||
FXI Holdings, Inc., 7.875%, 11/1/24(a) | 90,000 | 80,100 | ||||||
Mauser Packaging Solutions Holding Co., 7.875%, 8/15/26(a) | 80,000 | 80,500 | ||||||
Pactiv Evergreen Group Issuer LLC / Pactiv Evergreen Group Issuer, Inc., 4.375%, 10/15/28(a) | 115,000 | 98,648 | ||||||
493,787 | ||||||||
Personal & Household Products: 1.2% | ||||||||
Energizer Holdings, Inc., 6.500%, 12/31/27(a) | 70,000 | 67,200 | ||||||
Mattel, Inc., 5.875%, 12/15/27(a) | 145,000 | 141,600 | ||||||
Tempur Sealy International, Inc., 4.000%, 4/15/29(a) | 115,000 | 98,315 | ||||||
307,115 | ||||||||
Printing & Publishing: 0.3% | ||||||||
Gannett Holdings LLC, 6.000%, 11/1/26(a) | 100,000 | 84,006 | ||||||
Real Estate Development & Management: 1.0% | ||||||||
Hunt Cos, Inc., 5.250%, 4/15/29(a) | 100,000 | 79,935 | ||||||
Kennedy-Wilson, Inc., 4.750%, 2/1/30 | 90,000 | 69,168 | ||||||
Realogy Group LLC, 5.750%, 1/15/29(a) | 140,000 | 100,519 | ||||||
249,622 | ||||||||
Real Estate Investment Trusts (REITs): 2.9% | ||||||||
HAT Holdings I LLC, 3.375%, 6/15/26(a) | 100,000 | 86,750 | ||||||
Iron Mountain, Inc., 5.250%, 3/15/28(a) | 140,000 | 128,883 | ||||||
Iron Mountain, Inc., 4.875%, 9/15/29(a) | 125,000 | 108,811 | ||||||
Rithm Capital Corp., 6.250%, 10/15/25(a) | 95,000 | 86,674 | ||||||
Service Properties Trust, 4.350%, 10/1/24 | 110,000 | 105,292 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
13
THE RBB FUND TRUST
PENN CAPITAL OPPORTUNISTIC HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Service Properties Trust, 7.500%, 9/15/25 | $ | 50,000 | $ | 49,559 | ||||
Service Properties Trust, 5.250%, 2/15/26 | 35,000 | 31,762 | ||||||
Starwood Property Trust, Inc., 4.375%, 1/15/27(a) | 165,000 | 143,047 | ||||||
740,778 | ||||||||
Recreation & Travel: 3.1% | ||||||||
Life Time, Inc., 8.000%, 4/15/26(a) | 90,000 | 86,721 | ||||||
NCL Corp Ltd., 5.875%, 3/15/26(a) | 205,000 | 177,325 | ||||||
NCL Corp Ltd., 8.375%, 2/1/28(a) | 90,000 | 91,438 | ||||||
SeaWorld Parks & Entertainment, Inc., 8.750%, 5/1/25(a) | 50,000 | 51,038 | ||||||
SeaWorld Parks & Entertainment, Inc., 5.250%, 8/15/29(a) | 130,000 | 116,350 | ||||||
Sabre GLBL, Inc., 7.375%, 9/1/25(a) | 50,000 | 46,801 | ||||||
Royal Caribbean Cruises Ltd., 5.375%, 7/15/27(a) | 130,000 | 114,261 | ||||||
Royal Caribbean Cruises Ltd., 7.250%, 1/15/30(a) | 125,000 | 125,313 | ||||||
809,247 | ||||||||
Restaurants: 1.1% | ||||||||
Papa John’s International, Inc., 3.875%, 9/15/29(a) | 330,000 | 275,550 | ||||||
Software/Services: 1.4% | ||||||||
Gen Digital, Inc., 6.750%, 9/30/27(a) | 145,000 | 142,527 | ||||||
GoDaddy, Inc., 3.500%, 3/1/29(a) | 150,000 | 125,667 | ||||||
Unisys Corp., 6.875%, 11/1/27(a) | 105,000 | 79,191 | ||||||
347,385 | ||||||||
Specialty Retail: 1.7% | ||||||||
Bath & Body Works, Inc., 9.375%, 7/1/25(a) | 18,000 | 19,035 | ||||||
Bath & Body Works, Inc., 5.250%, 2/1/28 | 55,000 | 51,219 | ||||||
Bath & Body Works, Inc., 6.625%, 10/1/30(a) | 95,000 | 89,987 | ||||||
Crocs, Inc., 4.250%, 3/15/29(a) | 260,000 | 222,950 | ||||||
Kontoor Brands, Inc., 4.125%, 11/15/29(a) | 65,000 | 55,087 | ||||||
438,278 | ||||||||
Steel Producers/Products: 1.1% | ||||||||
Carpenter Technology Corp., 7.625%, 3/15/30 | 120,000 | 119,647 | ||||||
Commercial Metals Co., 4.125%, 1/15/30 | 50,000 | 43,597 |
Principal | Value | |||||||
Commercial Metals Co., 3.875%, 2/15/31 | $ | 70,000 | $ | 59,063 | ||||
Commercial Metals Co., 4.375%, 3/15/32 | 80,000 | 68,999 | ||||||
291,306 | ||||||||
Support - Services: 5.2% | ||||||||
Arrow Bidco LLC, 9.500%, 3/15/24(a) | 95,000 | 94,880 | ||||||
H&E Equipment Services, Inc., 3.875%, 12/15/28(a) | 110,000 | 94,598 | ||||||
Matthews International Corp., 5.250%, 12/1/25(a) | 115,000 | 108,100 | ||||||
Specialty Building Products Holdings LLC / SBP Finance Corp., 6.375%, 9/30/26(a) | 105,000 | 96,371 | ||||||
Staples, Inc., 7.500%, 4/15/26(a) | 115,000 | 102,350 | ||||||
Staples, Inc., 10.750%, 4/15/27(a) | 110,000 | 84,238 | ||||||
The ADT Security Corp., 4.125%, 8/1/29(a) | 65,000 | 55,931 | ||||||
The ADT Security Corp., 4.875%, 7/15/32(a) | 45,000 | 38,592 | ||||||
The Hertz Corp., 4.625%, 12/1/26(a) | 105,000 | 93,506 | ||||||
The Hertz Corp., 5.000%, 12/1/29(a) | 50,000 | 41,512 | ||||||
White Cap Buyer LLC, 6.875%, 10/15/28(a) | 80,000 | 72,656 | ||||||
SRS Distribution, Inc., 6.000%, 12/1/29(a) | 120,000 | 100,224 | ||||||
SRS Distribution, Inc., 4.625%, 7/1/28(a) | 115,000 | 100,623 | ||||||
United Rentals North America, Inc., 5.500%, 5/15/27 | 65,000 | 63,707 | ||||||
United Rentals North America, Inc., 6.000%, 12/15/29(a) | 185,000 | 185,000 | ||||||
1,332,288 | ||||||||
Tech Hardware & Equipment: 1.0% | ||||||||
Dell, Inc., 6.500%, 4/15/38 | 255,000 | 254,363 | ||||||
Telecom - Wireless: 0.4% | ||||||||
United States Cellular Corp., 6.700%, 12/15/33 | 115,000 | 104,661 | ||||||
Telecom - Wireline Integrated & Services: 1.9% | ||||||||
Cogent Communications Group, Inc., 3.500%, 5/1/26(a) | 115,000 | 104,450 | ||||||
Cogent Communications Group, Inc., 7.000%, 6/15/27(a) | 70,000 | 67,725 | ||||||
Frontier Communications Holdings LLC, 5.000%, 5/1/28(a) | 175,000 | 153,562 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
14
THE RBB FUND TRUST
PENN CAPITAL OPPORTUNISTIC HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Frontier Communications Holdings LLC, 6.000%, 1/15/30(a) | $ | 190,000 | $ | 151,763 | ||||
477,500 | ||||||||
Theaters & Entertainment: 0.4% | ||||||||
Cinemark USA, Inc., 5.875%, 3/15/26(a) | 100,000 | 91,555 | ||||||
Tobacco: 0.9% | ||||||||
Turning Point Brands, Inc., 5.625%, 2/15/26(a) | 50,000 | 45,253 | ||||||
Vector Group Ltd., 5.750%, 2/1/29(a) | 225,000 | 193,655 | ||||||
238,908 | ||||||||
Transport Infrastructure/Services: 0.8% | ||||||||
XPO CNW, Inc., 6.700%, 5/1/34 | 130,000 | 118,074 | ||||||
XPO Escrow Sub LLC, 7.500%, 11/15/27(a) | 75,000 | 76,092 | ||||||
194,166 | ||||||||
Total Corporate Bonds (cost $21,758,993) | 20,351,528 | |||||||
Number of | ||||||||
Real Estate Investment Trusts (REITs): 0.3% | ||||||||
Pebblebrook Hotel Trust | 4,225 | 88,218 | ||||||
Total REITs (cost $108,091) | 88,218 | |||||||
Short-Term Investments: 18.7% | ||||||||
U.S. Bank Money Market Deposit Account, 2.73%(b) | 4,800,678 | |||||||
Total Short-Term Investments (cost $4,800,678) | 4,800,678 | |||||||
Total Investments - 99.6% (cost $27,073,747) | 25,635,256 | |||||||
Other Assets and Liabilities 0.4% | 95,408 | |||||||
Net Assets: 100.0% | $ | 25,730,664 |
Percentages are stated as a percent of net assets.
(a) | Securities purchased pursuant to Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “qualified institutional buyers.” As of February 28, 2023, the value of these investments was $15,376,729, or 59.8% of total net assets. |
(b) | The rate shown is as of February 28, 2022. |
Country Exposure (as a percentage of total investments) | |
United States | 91.6% |
Cayman Islands | 2.2% |
Bermuda | 2.1% |
Liberia | 0.9% |
Canada | 0.9% |
Switzerland | 0.8% |
Ireland | 0.7% |
Malta | 0.5% |
Australia | 0.3% |
Asset Type (as a percentage of total investments) (Unaudited) |
The Accompanying Footnotes are an Integral Part of these Financial Statements
15
THE RBB FUND TRUST
Penn Capital Short Duration High Income Fund
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Corporate Bonds: 68.3% | ||||||||
Advertising: 0.6% | ||||||||
TripAdvisor, Inc., 7.000%, 7/15/25(a) | $ | 210,000 | $ | 210,282 | ||||
Aerospace/Defense: 3.6% | ||||||||
Bombardier, Inc., 7.125%, 6/15/26(a) | 85,000 | 83,464 | ||||||
Howmet Aerospace, Inc., 6.875%, 5/1/25 | 497,000 | 505,698 | ||||||
TransDigm, Inc., 6.250%, 3/15/26(a) | 130,000 | 128,277 | ||||||
TransDigm, Inc., 8.000%, 12/15/25(a) | 315,000 | 321,930 | ||||||
Triumph Group, Inc., 8.875%, 6/1/24(a) | 198,000 | 205,986 | ||||||
1,245,355 | ||||||||
Air Transportation: 2.1% | ||||||||
Allegiant Travel Co., 8.500%, 2/5/24(a) | 249,000 | 250,867 | ||||||
American Airlines, Inc., 11.750%, 7/15/25(a) | 90,000 | 98,710 | ||||||
Delta Air Lines, Inc., 7.000%, 5/1/25(a) | 203,000 | 207,181 | ||||||
Spirit Loyalty Cayman Ltd., 8.000%, 9/20/25(a) | 165,000 | 165,619 | ||||||
722,377 | ||||||||
Auto Loans: 1.4% | ||||||||
Ford Motor Credit Co LLC, 5.584%, 3/18/24 | 500,000 | 496,500 | ||||||
Auto Parts & Equipment: 0.6% | ||||||||
The Goodyear Tire & Rubber Co., 9.500%, 5/31/25 | 195,000 | 201,019 | ||||||
Building & Construction: 1.6% | ||||||||
Fluor Corp., 3.500%, 12/15/24 | 165,000 | 157,686 | ||||||
Meritage Homes Corp., 6.000%, 6/1/25 | 175,000 | 174,084 | ||||||
TRI Pointe Group Inc / TRI Pointe Homes, Inc., 5.875%, 6/15/24 | 230,000 | 227,125 | ||||||
558,895 | ||||||||
Cable & Satellite TV: 1.4% | ||||||||
CSC Holdings LLC, 5.250%, 6/1/24 | 219,000 | 212,181 | ||||||
DISH Network Corp., 11.750%, 11/15/27(a) | 250,000 | 253,306 | ||||||
465,487 | ||||||||
Chemicals: 3.9% | ||||||||
Avient Corp., 5.750%, 5/15/25(a) | 185,000 | 181,326 |
Principal | Value | |||||||
Compass Minerals International, Inc., 4.875%, 7/15/24(a) | $ | 420,000 | $ | 400,623 | ||||
Koppers, Inc., 6.000%, 2/15/25(a) | 125,000 | 120,846 | ||||||
NOVA Chemicals Corp., 4.875%, 6/1/24(a) | 405,000 | 396,924 | ||||||
OCI NV, 4.625%, 10/15/25(a) | 240,000 | 233,674 | ||||||
1,333,393 | ||||||||
Consumer/Commercial/Lease Financing: 3.3% | ||||||||
Fortress Transportation and Infrastructure Investors LLC, 6.500%, 10/1/25(a) | 182,000 | 177,518 | ||||||
Navient Corp., 7.250%, 9/25/23 | 123,000 | 123,357 | ||||||
OneMain Finance Corp., 6.125%, 3/15/24 | 700,000 | 690,187 | ||||||
SLM Corp., 4.200%, 10/29/25 | 155,000 | 141,897 | ||||||
1,132,959 | ||||||||
Department Stores: 0.3% | ||||||||
Neiman Marcus Group LLC, 7.125%, 4/1/26(a) | 115,000 | 110,975 | ||||||
Diversified Capital Goods: 1.0% | ||||||||
Regal Rexnord Corp., 6.050%, 2/15/26(a) | 135,000 | 133,918 | ||||||
Stevens Holding Co, Inc., 6.125%, 10/1/26(a) | 200,000 | 202,884 | ||||||
336,802 | ||||||||
Electric-Generation: 0.6% | ||||||||
NextEra Energy Operating Partners LP, 4.250%, 7/15/24(a) | 200,000 | 193,250 | ||||||
Energy - Exploration & Production: 2.2% | ||||||||
Chesapeake Energy Corp., 5.500%, 2/1/26(a) | 175,000 | 171,500 | ||||||
EQT Corp., 6.125%, 2/1/25 | 190,000 | 190,262 | ||||||
Range Resources Corp., 4.875%, 5/15/25 | 150,000 | 146,340 | ||||||
SM Energy Co., 6.750%, 9/15/26 | 80,000 | 77,183 | ||||||
Talos Production, Inc., 12.000%, 1/15/26 | 65,000 | 68,599 | ||||||
Vital Energy, Inc., 9.500%, 1/15/25 | 100,000 | 100,807 | ||||||
754,691 | ||||||||
Food - Wholesale: 1.1% | ||||||||
HLF Financing Sarl LLC, 7.875%, 9/1/25(a) | 266,000 | 256,025 | ||||||
KeHE Distributors LLC, 8.625%, 10/15/26(a) | 132,000 | 132,330 | ||||||
388,355 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
16
THE RBB FUND TRUST
PENN CAPITAL SHORT DURATION HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Forestry/Paper: 0.6% | ||||||||
Clearwater Paper Corp., 5.375%, 2/1/25(a) | $ | 205,000 | $ | 198,778 | ||||
Gaming: 2.6% | ||||||||
Caesars Entertainment, Inc., 6.250%, 7/1/25(a) | 295,000 | 292,547 | ||||||
International Game Technology PLC, 6.500%, 2/15/25(a) | 275,000 | 275,687 | ||||||
Las Vegas Sands Corp., 3.200%, 8/8/24 | 340,000 | 327,207 | ||||||
895,441 | ||||||||
Gas Distribution: 3.0% | ||||||||
Blue Racer Midstream LLC, 7.625%, 12/15/25(a) | 195,000 | 195,975 | ||||||
Buckeye Partners LP, 4.125%, 3/1/25(a) | 305,000 | 285,934 | ||||||
Crestwood Midstream Partners LP, 5.750%, 4/1/25 | 175,000 | 169,744 | ||||||
DCP Midstream Operating LP, 5.375%, 7/15/25 | 195,000 | 192,595 | ||||||
Western Midstream Operating LP, 3.350%, 2/1/25 | 190,000 | 180,075 | ||||||
1,024,323 | ||||||||
Health Facilities: 1.6% | ||||||||
HCA, Inc., 5.375%, 2/1/25 | 355,000 | 351,657 | ||||||
Tenet Healthcare Corp., 4.625%, 7/15/24 | 99,000 | 97,391 | ||||||
Tenet Healthcare Corp., 4.625%, 9/1/24 | 100,000 | 98,479 | ||||||
547,527 | ||||||||
Health Services: 0.2% | ||||||||
Modivcare, Inc., 5.875%, 11/15/25(a) | 80,000 | 75,550 | ||||||
Hotels: 1.9% | ||||||||
Park Intermediate Holdings LLC, 7.500%, 6/1/25(a) | 192,000 | 192,606 | ||||||
Travel + Leisure Co., 6.600%, 10/1/25 | 250,000 | 249,209 | ||||||
Travel + Leisure Co., 6.625%, 7/31/26(a) | 200,000 | 196,049 | ||||||
637,864 | ||||||||
Investments & Miscellaneous Financial Services: 1.4% | ||||||||
Icahn Enterprises LP, 6.250%, 5/15/26 | 268,000 | 259,960 | ||||||
Oppenheimer Holdings, Inc., 5.500%, 10/1/25 | 220,000 | 216,150 | ||||||
476,110 |
Principal | Value | |||||||
Machinery: 0.5% | ||||||||
Hillenbrand, Inc., 5.750%, 6/15/25 | $ | 180,000 | $ | 177,750 | ||||
Media Content: 2.3% | ||||||||
AMC Networks, Inc., 5.000%, 4/1/24 | 273,000 | 272,659 | ||||||
Univision Communications, Inc., 5.125%, 2/15/25(a) | 515,000 | 501,404 | ||||||
774,063 | ||||||||
Monoline Insurance: 2.3% | ||||||||
NMI Holdings, Inc., 7.375%, 6/1/25(a) | 375,000 | 373,125 | ||||||
Radian Group, Inc., 4.500%, 10/1/24 | 440,000 | 430,408 | ||||||
803,533 | ||||||||
Multi-Line Insurance: 0.6% | ||||||||
Enact Holdings, Inc., 6.500%, 8/15/25(a) | 210,000 | 206,377 | ||||||
Non-Electric Utilities: 0.5% | ||||||||
AmeriGas Partners LP, 5.625%, 5/20/24 | 165,000 | 161,287 | ||||||
Oil Field Equipment & Services: 0.9% | ||||||||
Oceaneering International, Inc., 4.650%, 11/15/24 | 171,000 | 164,601 | ||||||
TechnipFMC PLC, 6.500%, 2/1/26(a) | 137,000 | 135,240 | ||||||
299,841 | ||||||||
Oil Refining & Marketing: 0.5% | ||||||||
Methanex Corp., 4.250%, 12/1/24 | 195,000 | 188,175 | ||||||
Packaging: 3.0% | ||||||||
Ball Corp., 5.250%, 7/1/25 | 180,000 | 177,108 | ||||||
Crown Cork & Seal Co., Inc., 7.375%, 12/15/26 | 473,000 | 487,961 | ||||||
Owens-Brockway Glass Container, Inc., 5.875%, 8/15/23(a) | 147,000 | 146,188 | ||||||
Owens-Brockway Glass Container, Inc., 5.375%, 1/15/25(a) | 205,000 | 199,213 | ||||||
1,010,470 | ||||||||
Personal & Household Products: 1.0% | ||||||||
Mattel, Inc., 5.875%, 12/15/27(a) | 150,000 | 146,483 | ||||||
Spectrum Brands, Inc., 5.750%, 7/15/25 | 195,000 | 191,201 | ||||||
337,684 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
17
THE RBB FUND TRUST
PENN CAPITAL SHORT DURATION HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Principal | Value | |||||||
Pharmaceuticals: 2.9% | ||||||||
Elanco Animal Health, Inc., 5.772%, 8/28/23 | $ | 200,000 | $ | 199,268 | ||||
Owens & Minor, Inc., 4.375%, 12/15/24 | 625,000 | 597,125 | ||||||
Teva Pharmaceutical Finance Netherlands III BV, 6.000%, 4/15/24 | 200,000 | 199,580 | ||||||
995,973 | ||||||||
Real Estate Development & Management: 1.1% | ||||||||
Newmark Group, Inc., 6.125%, 11/15/23 | 385,000 | 384,338 | ||||||
Real Estate Investment Trusts (REITs): 4.2% | ||||||||
HAT Holdings I LLC, 6.000%, 4/15/25(a) | 265,000 | 255,399 | ||||||
Service Properties Trust, 7.500%, 9/15/25 | 155,000 | 153,633 | ||||||
Starwood Property Trust, Inc., 5.500%, 11/1/23(a) | 310,000 | 307,013 | ||||||
Starwood Property Trust, Inc., 3.750%, 12/31/24(a) | 150,000 | 141,171 | ||||||
VICI Properties LP / VICI Note Co, Inc., 5.625%, 5/1/24(a) | 455,000 | 451,733 | ||||||
XHR LP, 6.375%, 8/15/25(a) | 100,000 | 96,996 | ||||||
1,405,945 | ||||||||
Recreation & Travel: 2.2% | ||||||||
Carnival Corp., 10.500%, 2/1/26(a) | 155,000 | 160,421 | ||||||
SeaWorld Parks & Entertainment, Inc., 8.750%, 5/1/25(a) | 205,000 | 209,256 | ||||||
Six Flags Entertainment Corp., 4.875%, 7/31/24(a) | 210,000 | 206,325 | ||||||
Vail Resorts, Inc., 6.250%, 5/15/25(a) | 165,000 | 164,556 | ||||||
740,558 | ||||||||
Restaurants: 0.5% | ||||||||
Dave & Buster’s, Inc., 7.625%, 11/1/25(a) | 155,000 | 157,131 | ||||||
Software/Services: 0.5% | ||||||||
Gen Digital, Inc., 5.000%, 4/15/25(a) | 170,000 | 165,131 | ||||||
Specialty Retail: 2.6% | ||||||||
Abercrombie & Fitch Management Co., 8.750%, 7/15/25(a) | 175,000 | 176,255 | ||||||
Bath & Body Works, Inc., 9.375%, 7/1/25(a) | 193,000 | 204,098 | ||||||
Hanesbrands, Inc., 4.625%, 5/15/24(a) | 215,000 | 214,849 |
Principal | Value | |||||||
Michael Kors USA, Inc., 4.250%, 11/1/24(a) | $ | 200,000 | $ | 191,750 | ||||
QVC, Inc., 4.850%, 4/1/24 | 115,000 | 107,957 | ||||||
894,909 | ||||||||
Support - Services: 3.3% | ||||||||
Arrow Bidco LLC, 9.500%, 3/15/24(a) | 176,000 | 175,778 | ||||||
Matthews International Corp., 5.250%, 12/1/25(a) | 168,000 | 157,920 | ||||||
Prime Security Services Borrower LLC, 5.250%, 4/15/24(a) | 417,000 | 410,745 | ||||||
United Rentals North America, Inc., 5.500%, 5/15/27 | 80,000 | 78,408 | ||||||
WESCO Distribution, Inc., 7.125%, 6/15/25(a) | 313,000 | 315,838 | ||||||
1,138,689 | ||||||||
Tech Hardware & Equipment: 0.3% | ||||||||
Xerox Corp., 3.800%, 5/15/24 | 40,000 | 38,400 | ||||||
Xerox Corp., 4.625%, 3/15/23 | 55,000 | 54,679 | ||||||
93,079 | ||||||||
Telecom - Satellite: 1.0% | ||||||||
Hughes Satellite Systems Corp., 6.625%, 8/1/26 | 380,000 | 357,675 | ||||||
Telecom - Wireline Integrated & Services: 1.8% | ||||||||
Qwest Corp., 7.250%, 9/15/25 | 630,000 | 621,652 | ||||||
Theaters & Entertainment: 0.6% | ||||||||
Cinemark USA, Inc., 8.750%, 5/1/25(a) | 90,000 | 91,818 | ||||||
Live Nation Entertainment, Inc., 4.875%, 11/1/24(a) | 105,000 | 101,850 | ||||||
193,668 | ||||||||
Tobacco: 0.3% | ||||||||
Turning Point Brands, Inc., 5.625%, 2/15/26(a) | 124,000 | 112,228 | ||||||
Transport Infrastructure/Services: 0.4% | ||||||||
XPO, Inc., 6.250%, 5/1/25(a) | 147,000 | 147,073 | ||||||
Total Corporate Bonds (cost $24,281,643) | 23,373,162 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
18
THE RBB FUND TRUST
PENN CAPITAL SHORT DURATION HIGH INCOME FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Number of | Value | |||||||
Short-Term Investments: 30.4% | ||||||||
U.S. Bank Money Market Deposit Account, 2.73%(b) | 10,419,973 | $ | 10,419,973 | |||||
Total Short-Term Investments (cost $10,419,973) | 10,419,973 | |||||||
Total Investments - 98.7% (cost $34,701,616) | 33,793,135 | |||||||
Other Assets and Liabilities 1.3% | 456,203 | |||||||
Net Assets: 100.0% | $ | 34,249,338 |
Percentages are stated as a percent of net assets.
(a) | Securities purchased pursuant to Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in that program or other “qualified institutional buyers.” As of February 28, 2023, the value of these investments was $12,673,905, or 37.0% of total net assets. |
(b) | The rate shown is as of February 28, 2023. |
Country Exposure (as a percentage of total investments) | |
United States | 93.2% |
Canada | 2.0% |
Cayman Islands | 1.8% |
Netherlands | 1.3% |
United Kingdom | 1.2% |
Panama | 0.5% |
Asset Type (as a percentage of total investments) (Unaudited) |
The Accompanying Footnotes are an Integral Part of these Financial Statements
19
THE RBB FUND TRUST
Penn Capital Special Situations Small Cap Equity Fund
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Number of | Value | |||||||
Common Stocks: 95.0% | ||||||||
Aerospace & Defense: 3.4% | ||||||||
Spirit AeroSystems Holdings, Inc. - Class A* | 10,086 | $ | 344,740 | |||||
Triumph Group, Inc.* | 19,133 | 241,458 | ||||||
586,198 | ||||||||
Air Freight & Logistics: 2.9% | ||||||||
GXO Logistics, Inc.* | 5,578 | 276,502 | ||||||
XPO Logistics, Inc.* | 6,320 | 210,835 | ||||||
487,337 | ||||||||
Auto Components: 1.7% | ||||||||
American Axle & Manufacturing Holdings, Inc.* | 33,869 | 298,047 | ||||||
Banks: 9.6% | ||||||||
Ameris Bancorp | 4,962 | 237,531 | ||||||
FB Financial Corp. | 6,940 | 261,569 | ||||||
First BanCorp | 21,911 | 317,929 | ||||||
Hancock Whitney Corp. | 3,696 | 181,547 | ||||||
Pinnacle Financial Partners, Inc. | 3,034 | 224,789 | ||||||
Seacoast Banking Corp of Florida | 5,488 | 167,439 | ||||||
South State Corp. | 2,956 | 238,490 | ||||||
1,629,294 | ||||||||
Biotechnology: 1.4% | ||||||||
Halozyme Therapeutics, Inc.* | 4,806 | 230,640 | ||||||
Chemicals: 3.6% | ||||||||
Aspen Aerogels, Inc.* | 14,055 | 152,497 | ||||||
Avient Corp. | 5,110 | 222,949 | ||||||
Livent Corp.* | 10,292 | 241,347 | ||||||
616,793 | ||||||||
Commercial Services & Supplies: 1.0% | ||||||||
Viad Corp.* | 6,458 | 166,035 | ||||||
Construction Materials: 1.3% | ||||||||
Summit Materials, Inc. - Class A* | 7,596 | 224,386 | ||||||
Containers & Packaging: 1.5% | ||||||||
O-I Glass, Inc.* | 11,503 | 255,597 | ||||||
Electronic Equipment, Instruments & Components: 0.5% | ||||||||
Ouster, Inc.* | 72,264 | 86,717 | ||||||
Number of | Value | |||||||
Energy Equipment & Services: 8.6% | ||||||||
ChampionX Corp. | 6,164 | $ | 188,433 | |||||
Patterson-UTI Energy, Inc. | 17,066 | 233,804 | ||||||
Transocean Ltd.* | 51,001 | 356,497 | ||||||
Weatherford International PLC* | 10,327 | 687,985 | ||||||
1,466,719 | ||||||||
Food & Staples Retailing: 1.3% | ||||||||
Performance Food Group Co.* | 3,783 | 214,080 | ||||||
Health Care Equipment & Supplies: 4.7% | ||||||||
Alphatec Holdings, Inc.* | 22,594 | 334,617 | ||||||
Lantheus Holdings, Inc.* | 3,812 | 281,936 | ||||||
SI-BONE, Inc.* | 9,777 | 193,340 | ||||||
809,893 | ||||||||
Health Care Providers & Services: 4.1% | ||||||||
ModivCare, Inc.* | 2,132 | 209,341 | ||||||
Option Care Health, Inc.* | 7,451 | 228,522 | ||||||
Tenet Healthcare Corp.* | 4,518 | 264,439 | ||||||
702,302 | ||||||||
Hotels, Restaurants & Leisure: 13.1% | ||||||||
Bloomin’ Brands, Inc. | 10,348 | 270,083 | ||||||
Boyd Gaming Corp. | 3,093 | 201,447 | ||||||
Golden Entertainment, Inc.* | 8,660 | 356,013 | ||||||
Hilton Grand Vacations, Inc.* | 4,477 | 213,732 | ||||||
Papa John’s International, Inc. | 2,534 | 212,729 | ||||||
Penn National Gaming, Inc.* | 8,859 | 270,465 | ||||||
Planet Fitness, Inc. - Class A* | 3,451 | 279,704 | ||||||
PlayAGS, Inc.* | 13,658 | 87,684 | ||||||
SeaWorld Entertainment, Inc.* | 5,411 | 349,551 | ||||||
2,241,408 | ||||||||
Machinery: 2.4% | ||||||||
Chart Industries, Inc.* | 1,332 | 177,822 | ||||||
Hillman Solutions Corp.* | 26,115 | 232,162 | ||||||
409,984 | ||||||||
Marine: 1.4% | ||||||||
Kirby Corp.* | 3,239 | 234,925 | ||||||
Media: 7.3% | ||||||||
Clear Channel Outdoor Holdings, Inc.* | 115,590 | 204,594 | ||||||
EW Scripps Co. - Class A* | 20,633 | 260,389 | ||||||
Gray Television, Inc. | 22,457 | 262,747 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
20
THE RBB FUND TRUST
PENN CAPITAL SPECIAL SITUATIONS SMALL CAP EQUITY FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Number of | Value | |||||||
Magnite, Inc.* | 16,824 | $ | 187,251 | |||||
Nexstar Media Group, Inc. - Class A | 1,740 | 323,466 | ||||||
1,238,447 | ||||||||
Metals & Mining: 3.9% | ||||||||
Carpenter Technology Corp. | 5,534 | 267,458 | ||||||
Compass Minerals International, Inc. | 4,364 | 168,145 | ||||||
Kaiser Aluminum Corp. | 2,794 | 221,620 | ||||||
657,223 | ||||||||
Oil, Gas & Consumable Fuels: 4.0% | ||||||||
California Resources Corp. | 5,204 | 219,609 | ||||||
Northern Oil and Gas, Inc. | 8,016 | 248,816 | ||||||
Talos Energy, Inc.* | 11,938 | 212,616 | ||||||
681,041 | ||||||||
Pharmaceuticals: 2.2% | ||||||||
Harmony Biosciences Holdings, Inc.* | 4,033 | 177,573 | ||||||
Perrigo Co Plc | 5,123 | 193,086 | ||||||
370,659 | ||||||||
Semiconductors & Semiconductor Equipment: 5.3% | ||||||||
Allegro MicroSystems, Inc.* | 6,876 | 300,344 | ||||||
Kulicke & Soffa Industries, Inc. | 5,422 | 288,992 | ||||||
Navitas Semiconductor Corp.* | 9,796 | 63,576 | ||||||
Rambus, Inc.* | 5,752 | 254,411 | ||||||
907,323 | ||||||||
Software: 2.2% | ||||||||
New Relic, Inc.* | 2,765 | 201,762 | ||||||
RingCentral, Inc. - Class A* | 5,406 | 178,614 | ||||||
380,376 | ||||||||
Specialty Retail: 1.2% | ||||||||
Five Below, Inc.* | 1,002 | 204,709 | ||||||
Textiles, Apparel & Luxury Goods: 1.3% | ||||||||
Crocs, Inc.* | 1,857 | 226,015 | ||||||
Trading Companies & Distributors: 3.9% | ||||||||
H&E Equipment Services, Inc. | 7,137 | 396,103 | ||||||
NOW, Inc.* | 21,542 | 276,815 | ||||||
672,918 | ||||||||
Wireless Telecommunication Services: 1.2% | ||||||||
Gogo, Inc.* | 12,602 | 207,429 | ||||||
Total Common Stocks (cost $13,189,595) | 16,206,495 | |||||||
Principal | Value |
Equity Real Estate Investment Trusts (REITs): 3.3% | ||||||||
Essential Properties Realty Trust, Inc. | 10,590 | $ | 272,798 | |||||
Ryman Hospitality Properties, Inc. | 3,185 | 295,473 | ||||||
568,271 | ||||||||
Total REITs (cost $462,704) | 568,271 | |||||||
Short-Term Investments: 1.3% | ||||||||
U.S. Bank Money Market Deposit Account, 2.73%(a) | 220,620 | 220,620 | ||||||
Total Short-Term Investments (cost $220,620) | 220,620 | |||||||
Total Investments - 99.6% (cost $13,872,919) | 16,995,386 | |||||||
Other Assets and Liabilities 0.4% | 64,549 | |||||||
Net Assets: 100.0% | $ | 17,059,935 |
Percentages are stated as a percent of net assets.
* | Non-income producing security. |
(a) | The rate shown is as of February 28, 2023. |
The Accompanying Footnotes are an Integral Part of these Financial Statements
21
THE RBB FUND TRUST
PENN CAPITAL SPECIAL SITUATIONS SMALL CAP EQUITY FUND
SCHEDULE OF INVESTMENTS
FEBRUARY 28, 2023 (UNAUDITED)
Country Exposure (as a percentage of total investments) | |
United States | 90.9% |
Ireland | 5.2% |
Switzerland | 2.1% |
Puerto Rico | 1.9% |
Asset Type (as a percentage of total investments) (Unaudited) |
The industry classifications presented in this report, present the Global Industry Classification Standard (GICS®). GICS® was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.
The Accompanying Footnotes are an Integral Part of these Financial Statements
22
THE RBB FUND TRUST
Statements of Assets and Liabilities
FEBRUARY 28, 2023 (UNAUDITED)
Assets | Penn Capital | Penn Capital | Penn Capital | Penn Capital | ||||||||||||
Investments, at fair value (1) | ||||||||||||||||
Unaffiliated issuers | $ | 13,448,903 | $ | 25,635,256 | $ | 33,793,135 | $ | 16,995,386 | ||||||||
Receivables: | ||||||||||||||||
Advisor reimbursement due | — | 3,702 | 25,893 | — | ||||||||||||
Dividends and interest | 6,667 | 368,608 | 381,152 | 9,161 | ||||||||||||
Investments sold | 41,746 | 343,830 | 224,169 | 135,380 | ||||||||||||
Capital shares sold | 1,043 | 828 | 214 | 1,882 | ||||||||||||
Other assets | 20,599 | 24,426 | 44,961 | 22,449 | ||||||||||||
Total assets | 13,518,958 | 26,376,650 | 34,469,524 | 17,164,258 | ||||||||||||
Liabilities | ||||||||||||||||
Payables: | ||||||||||||||||
Investments purchased | 33,707 | 567,231 | 117,299 | 76,615 | ||||||||||||
Fund shares redeemed | — | 16,398 | 44,776 | — | ||||||||||||
Distribution payable | — | 42,070 | 17,992 | — | ||||||||||||
Investment advisory fees | 6,705 | — | — | 13,261 | ||||||||||||
Accrued expenses: | ||||||||||||||||
Professional fees | 4,010 | 2,284 | 9,078 | 2,306 | ||||||||||||
Administration fees | 10,698 | 12,843 | 20,441 | 8,205 | ||||||||||||
Other accrued expenses | 2,439 | 5,160 | 10,600 | 3,936 | ||||||||||||
Total liabilities | 57,559 | 645,986 | 220,186 | 104,323 | ||||||||||||
Net assets | $ | 13,461,399 | $ | 25,730,664 | $ | 34,249,338 | $ | 17,059,935 | ||||||||
Composition of Net Assets | ||||||||||||||||
Paid-in capital | $ | 10,089,331 | $ | 28,971,200 | $ | 37,562,930 | $ | 14,297,575 | ||||||||
Total distributable earnings/accumulated loss | 3,372,068 | (3,240,536 | ) | (3,313,592 | ) | 2,762,360 | ||||||||||
Net assets | $ | 13,461,399 | $ | 25,730,664 | $ | 34,249,338 | $ | 17,059,935 | ||||||||
Institutional Class | ||||||||||||||||
Net assets applicable to outstanding shares | $ | 13,461,399 | $ | 25,730,664 | $ | 34,249,338 | $ | 17,059,935 | ||||||||
Shares of beneficial interest outstanding, no par value, unlimited authorization | 1,004,301 | 3,058,203 | 3,700,645 | 1,179,969 | ||||||||||||
Net asset value per share outstanding | $ | 13.40 | $ | 8.41 | $ | 9.25 | $ | 14.46 |
(1) | Investment in securities at cost |
Unaffiliated issuers | $ | 10,574,358 | $ | 27,073,747 | $ | 34,701,616 | $ | 13,872,919 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
23
THE RBB FUND TRUST
Statements of Operations
For the SIX MONTHS ENDED FEBRUARY 28, 2023 (UNAUDITED)
Investment Income (Loss) | Penn Capital | Penn Capital | Penn Capital | Penn Capital | ||||||||||||
Income | ||||||||||||||||
Dividends | ||||||||||||||||
Unaffiliated dividends | $ | 77,751 | $ | 3,367 | $ | — | $ | 65,374 | ||||||||
Short-term capital gain distribution from affiliated mutual fund | — | 48,433 | 84,590 | — | ||||||||||||
Interest and fees | 4,163 | 627,168 | 598,708 | 2,164 | ||||||||||||
Total income | 81,914 | 678,968 | 683,298 | 67,538 | ||||||||||||
Expenses | ||||||||||||||||
Advisory fees | 56,579 | 68,106 | 67,411 | 78,355 | ||||||||||||
Administration and accounting fees | 15,728 | 33,963 | 37,608 | 12,969 | ||||||||||||
Legal fees | 12,081 | 13,414 | 15,902 | 12,333 | ||||||||||||
Registration and filing fees | 10,481 | 10,387 | 12,666 | 10,481 | ||||||||||||
Transfer agent fees | 2,369 | 2,725 | 5,955 | 3,223 | ||||||||||||
Printing and shareholder reporting fees | 2,174 | 1,775 | 4,122 | 2,306 | ||||||||||||
Service Fees | 1,102 | 14 | 18,780 | 5,139 | ||||||||||||
Custodian fees | 813 | 474 | 183 | 2,862 | ||||||||||||
Director fees | 437 | 699 | 1,378 | 642 | ||||||||||||
Officer fees | 214 | 347 | 1,630 | 293 | ||||||||||||
Interest Expenses | — | — | — | 88 | ||||||||||||
Other expenses | 2,918 | 10,453 | 14,092 | 8,446 | ||||||||||||
Total expenses | 104,896 | 142,357 | 179,727 | 137,137 | ||||||||||||
Expense waiver and reimbursement from Advisor | (38,259 | ) | (71,290 | ) | (98,831 | ) | (47,148 | ) | ||||||||
Net expenses | 66,637 | 71,067 | 80,896 | 89,989 | ||||||||||||
Net investment income (loss) | 15,277 | 607,901 | 602,402 | (22,451 | ) | |||||||||||
Realized and Unrealized Gain (Loss) on Investments | ||||||||||||||||
Net realized gain (loss) on investments | ||||||||||||||||
Unaffiliated issuers | 564,882 | (770,125 | ) | (479,537 | ) | (223,605 | ) | |||||||||
Net change in unrealized appreciation (depreciation) | ||||||||||||||||
Unaffiliated issuers | 483,505 | 470,404 | 604,607 | 1,583,143 | ||||||||||||
Affiliated Mutual Fund (See Note 8) | — | 78,147 | 162,371 | — | ||||||||||||
Net realized and unrealized gain (loss) on investments | 1,048,387 | (221,574 | ) | 287,441 | 1,359,538 | |||||||||||
Net increase (decrease) in net assets resulting from operations | $ | 1,063,664 | $ | 386,327 | $ | 889,843 | $ | 1,337,087 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
24
[THIS PAGE INTENTIONALLY LEFT BLANK.]
THE RBB FUND TRUST
Statements of Changes in Net Assets
Penn Capital | Penn Capital | |||||||||||||||||||||||
Increase (Decrease) in Net Assets | Six Months | Fiscal Year | Fiscal Period | Six Months | Fiscal Year | Fiscal Period | ||||||||||||||||||
Operations | ||||||||||||||||||||||||
Net investment income (loss) | $ | 15,277 | $ | 24,128 | $ | (9,065 | ) | $ | 607,901 | $ | 946,198 | $ | 153,322 | |||||||||||
Net realized gain (loss) on investments: | ||||||||||||||||||||||||
Unaffiliated issuers | 564,882 | 396,672 | 485,294 | (770,126 | ) | (454,505 | ) | 137,452 | ||||||||||||||||
Net change in unrealized appreciation (depreciation) | 483,505 | (3,534,958 | ) | (468,266 | ) | 548,552 | (2,605,097 | ) | (206,077 | ) | ||||||||||||||
Net increase (decrease) in net assets resulting from operations | 1,063,664 | (3,114,158 | ) | 7,963 | 386,327 | (2,113,404 | ) | 84,697 | ||||||||||||||||
Dividends and distributions to shareholders | ||||||||||||||||||||||||
Net dividends and distributions from net investment income and realized gain - Institutional Class | (63,731 | ) | (2,002,649 | ) | — | (587,931 | ) | (943,646 | ) | (156,147 | ) | |||||||||||||
Total dividends and distributions to shareholders | (63,731 | ) | (2,002,649 | ) | — | (587,931 | ) | (943,646 | ) | (156,147 | ) | |||||||||||||
Capital share transactions | ||||||||||||||||||||||||
Net proceeds from sale of shares | 152,386 | 344,227 | 28,349 | 9,025,924 | 2,179,258 | 2,753 | ||||||||||||||||||
Dividends and distributions reinvested | 49,197 | 1,592,243 | — | 424,998 | 747,008 | 120,747 | ||||||||||||||||||
Cost of shares redeemed** | (417,327 | ) | (3,002,147 | ) | (1,148,821 | ) | (1,520,325 | ) | (826,310 | ) | (1,192,655 | ) | ||||||||||||
Net increase (decrease) in net assets resulting from capital share transactions | (215,744 | ) | (1,065,677 | ) | (1,120,472 | ) | 7,930,597 | 2,099,956 | (1,069,155 | ) | ||||||||||||||
Net increase (decrease) in net assets | 784,189 | (6,182,484 | ) | (1,112,509 | ) | 7,728,993 | (957,094 | ) | (1,140,605 | ) | ||||||||||||||
Net Assets | ||||||||||||||||||||||||
Beginning of period | 12,677,210 | 18,859,694 | 19,972,203 | $ | 18,001,671 | 18,958,765 | 20,099,370 | |||||||||||||||||
End of period | $ | 13,461,399 | $ | 12,677,210 | $ | 18,859,694 | $ | 25,730,664 | $ | 18,001,671 | $ | 18,958,765 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
26
THE RBB FUND TRUST
Statements of Changes in Net Assets
Penn Capital | Penn Capital | ||||||||||||||||||||||
Six Months | Fiscal Year | Fiscal Period | Six Months | Fiscal Year | Fiscal Period | ||||||||||||||||||
$ | 602,402 | $ | 1,205,182 | $ | 209,362 | $ | (22,451 | ) | $ | (56,705 | ) | $ | (12,786 | ) | |||||||||
(479,537 | ) | (99,367 | ) | 93,746 | (223,605 | ) | 617,231 | 338,177 | |||||||||||||||
766,978 | (2,410,109 | ) | (126,700 | ) | 1,583,143 | (3,000,682 | ) | (463,507 | ) | ||||||||||||||
889,843 | (1,304,294 | ) | 176,408 | 1,337,087 | (2,440,156 | ) | (138,116 | ) | |||||||||||||||
(598,023 | ) | (1,192,175 | ) | (213,906 | ) | (277,739 | ) | (3,352,825 | ) | — | |||||||||||||
(598,023 | ) | (1,192,175 | ) | (213,906 | ) | (277,739 | ) | (3,352,825 | ) | — | |||||||||||||
7,792,478 | 2,759,420 | 4,619,400 | 584,870 | 5,556,932 | 312,961 | ||||||||||||||||||
554,819 | 1,063,957 | 190,157 | 246,703 | 2,834,632 | — | ||||||||||||||||||
(8,294,302 | ) | (11,293,367 | ) | (1,081,292 | ) | (1,447,465 | ) | (2,875,898 | ) | (203,662 | ) | ||||||||||||
52,995 | (7,469,990 | ) | 3,728,265 | (615,892 | ) | 5,515,666 | 109,299 | ||||||||||||||||
344,815 | (9,966,459 | ) | 3,690,767 | 443,456 | (277,315 | ) | (28,817 | ) | |||||||||||||||
33,904,523 | 43,870,982 | 40,180,215 | 16,616,479 | 16,893,794 | 16,922,611 | ||||||||||||||||||
$ | 34,249,338 | $ | 33,904,523 | $ | 43,870,982 | $ | 17,059,935 | $ | 16,616,479 | $ | 16,893,794 |
The Accompanying Footnotes are an Integral Part of these Financial Statements
27
THE RBB FUND TRUST
Financial Highlights
Per Common | ||||||||||||||||||||||||||||
Income from | Distributions | |||||||||||||||||||||||||||
Net asset | Net | Net | Total from | Dividends | Distributions | Total | ||||||||||||||||||||||
Penn Capital Mid Cap Core Fund | ||||||||||||||||||||||||||||
Institutional Class | ||||||||||||||||||||||||||||
9/1/22 to 2/28/23 (Unaudited) | $ | 12.42 | 0.02 | 1.03 | 1.05 | (0.02 | ) | (0.05 | ) | (0.07 | ) | |||||||||||||||||
9/1/21 to 8/31/22 | $ | 16.79 | 0.02 | (2.62 | ) | (2.60 | ) | (0.05 | ) | (1.72 | ) | (1.77 | ) | |||||||||||||||
7/1/21 to 8/31/21(e) | $ | 16.76 | (0.01 | ) | 0.04 | 0.03 | — | — | — | |||||||||||||||||||
7/1/20 to 6/30/21 | $ | 11.49 | 0.03 | 5.24 | 5.27 | — | (h) | — | — | (h) | ||||||||||||||||||
7/1/19 to 6/30/20 | $ | 12.68 | — | (h) | (0.60 | ) | (0.60 | ) | — | (0.59 | ) | (0.59 | ) | |||||||||||||||
7/1/18 to 6/30/19 | $ | 13.55 | (0.01 | ) | 0.37 | 0.36 | (g) | — | (1.23 | ) | (1.23 | ) | ||||||||||||||||
7/1/17 to 6/30/18 | $ | 11.73 | (0.04 | ) | 2.07 | 2.03 | — | (0.21 | ) | (0.21 | ) | |||||||||||||||||
Penn Capital Opportunistic High Income Fund | ||||||||||||||||||||||||||||
Institutional Class | ||||||||||||||||||||||||||||
9/1/22 to 2/28/23 (Unaudited) | $ | 8.50 | 0.26 | (0.11 | ) | 0.15 | (0.24 | ) | — | (0.24 | ) | |||||||||||||||||
9/1/21 to 8/31/22 | $ | 9.96 | 0.46 | (1.46 | ) | (1.00 | ) | (0.46 | ) | — | (0.46 | ) | ||||||||||||||||
7/1/21 to 8/31/21(e) | $ | 10.00 | 0.08 | (0.04 | ) | 0.04 | (0.08 | ) | — | (0.08 | ) | |||||||||||||||||
7/1/20 to 6/30/21 | $ | 8.88 | 0.54 | 1.12 | 1.66 | (0.54 | ) | — | (0.54 | ) | ||||||||||||||||||
7/1/19 to 6/30/20 | $ | 9.99 | 0.53 | (1.10 | ) | (0.57 | )(g) | (0.54 | ) | — | (0.54 | ) | ||||||||||||||||
7/1/18 to 6/30/19 | $ | 10.06 | 0.59 | (0.02 | ) | 0.57 | (g) | (0.61 | ) | (0.03 | ) | (0.64 | ) | |||||||||||||||
7/1/17 to 6/30/18 | $ | 10.52 | 0.61 | (0.22 | ) | 0.39 | (g) | (0.63 | ) | (0.22 | ) | (0.85 | ) | |||||||||||||||
Penn Capital Short Duration High Income Fund | ||||||||||||||||||||||||||||
Institutional Class | ||||||||||||||||||||||||||||
9/1/22 to 2/28/23 (Unaudited) | $ | 9.15 | 0.18 | 0.10 | 0.28 | (0.18 | ) | — | (0.18 | ) | ||||||||||||||||||
9/1/21 to 8/31/22 | $ | 9.73 | 0.29 | (0.58 | ) | (0.29 | ) | (0.29 | ) | — | (0.29 | ) | ||||||||||||||||
7/1/21 to 8/31/21(e) | $ | 9.74 | 0.05 | (0.01 | ) | 0.04 | (0.05 | ) | — | (0.05 | ) | |||||||||||||||||
7/1/20 to 6/30/21 | $ | 9.33 | 0.36 | 0.41 | 0.77 | (0.36 | ) | — | (0.36 | ) | ||||||||||||||||||
7/1/19 to 6/30/20 | $ | 9.93 | 0.37 | (0.59 | ) | (0.22 | ) | (0.38 | ) | — | (0.38 | ) | ||||||||||||||||
7/1/18 to 6/30/19 | $ | 9.85 | 0.35 | 0.10 | 0.45 | (g) | (0.37 | ) | — | (0.37 | ) | |||||||||||||||||
7/17/17(f) to 6/30/18 | $ | 10.00 | 0.27 | (0.17 | ) | 0.10 | (0.25 | ) | — | (0.25 | ) |
(a) | Information presented related to a share outstanding for the entire period. |
(b) | Annualized for periods less than one full year. |
(c) | Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. |
(d) | Not annualized. |
(e) | The Funds changed their fiscal year end to August 31. |
(f) | Commencement of operations. |
(g) | Total from investment operations per share includes redemption fees of less than $0.01 per share. |
(h) | Amount is less than $0.005 per share. |
The Accompanying Footnotes are an Integral Part of these Financial Statements
28
THE RBB FUND TRUST
Financial Highlights
Per Common | Supplemental | ||||||||||||||||||||||||||||||
Net asset | Total | Net assets, | Ratio of | Ratio of | Ratio of net | Ratio of net | Portfolio | ||||||||||||||||||||||||
$ | 13.40 | 8.43 | % | $ | 13,461 | 1.06 | % | 1.67 | % | 0.24 | % | (0.37 | )% | 46 | % | ||||||||||||||||
$ | 12.42 | (17.45 | )% | $ | 12,677 | 1.06 | % | 1.49 | % | 0.14 | % | (0.29 | )% | 38 | % | ||||||||||||||||
$ | 16.79 | 0.18 | % | $ | 18,860 | 1.06 | % | 1.70 | % | (0.28 | )% | (0.92 | )% | 3 | % | ||||||||||||||||
$ | 16.76 | 45.88 | % | $ | 19,972 | 1.06 | % | 2.19 | % | 0.30 | % | (0.83 | )% | 59 | % | ||||||||||||||||
$ | 11.49 | (5.23 | )% | $ | 15,966 | 1.06 | % | 2.14 | % | (0.04 | )% | (1.12 | )% | 57 | % | ||||||||||||||||
$ | 12.68 | 3.64 | % | $ | 14,363 | 1.06 | % | 2.20 | % | (0.11 | )% | (1.25 | )% | 40 | % | ||||||||||||||||
$ | 13.55 | 17.41 | % | $ | 14,910 | 1.06 | % | 2.38 | % | (0.34 | )% | (1.66 | )% | 64 | % | ||||||||||||||||
$ | 8.41 | 1.82 | % | $ | 25,731 | 0.72 | % | 1.44 | % | 6.16 | % | 5.44 | % | 34 | % | ||||||||||||||||
$ | 8.50 | (10.31 | )% | $ | 18,002 | 0.72 | % | 1.42 | % | 4.94 | % | 4.24 | % | 71 | % | ||||||||||||||||
$ | 9.96 | 0.43 | % | $ | 18,959 | 0.72 | % | 1.65 | % | 4.69 | % | 3.76 | % | 18 | % | ||||||||||||||||
$ | 10.00 | 19.08 | % | $ | 20,099 | 0.72 | % | 2.08 | % | 5.27 | % | 4.21 | % | 156 | % | ||||||||||||||||
$ | 8.88 | (5.86 | )% | $ | 17,819 | 0.72 | % | 2.08 | % | 5.66 | % | 4.30 | % | 149 | % | ||||||||||||||||
$ | 9.99 | 5.83 | % | $ | 15,236 | 0.72 | % | 2.26 | % | 5.90 | % | 4.36 | % | 85 | % | ||||||||||||||||
$ | 10.06 | 3.81 | % | $ | 13,814 | 0.72 | % | 2.80 | % | 5.89 | % | 3.81 | % | 66 | % | ||||||||||||||||
$ | 9.25 | 3.10 | % | $ | 34,249 | 0.54 | % | 1.20 | % | 4.02 | % | 3.36 | % | 10 | % | ||||||||||||||||
$ | 9.15 | (3.05 | )% | $ | 33,905 | 0.54 | % | 0.88 | % | 3.02 | % | 2.68 | % | 54 | % | ||||||||||||||||
$ | 9.73 | 0.41 | % | $ | 43,871 | 0.54 | % | 0.99 | % | 2.97 | % | 2.52 | % | 11 | % | ||||||||||||||||
$ | 9.74 | 11.96 | % | $ | 40,180 | 0.54 | % | 1.16 | % | 3.77 | % | 3.15 | % | 104 | % | ||||||||||||||||
$ | 9.33 | (2.33 | )% | $ | 44,462 | 0.54 | % | 1.15 | % | 3.87 | % | 3.26 | % | 113 | % | ||||||||||||||||
$ | 9.93 | 4.65 | % | $ | 34,924 | 0.54 | % | 1.44 | % | 3.75 | % | 2.85 | % | 48 | % | ||||||||||||||||
$ | 9.85 | 1.03 | % | $ | 12,436 | 0.54 | % | 2.70 | % | 3.08 | % | 0.92 | % | 39 | % |
The Accompanying Footnotes are an Integral Part of these Financial Statements
29
THE RBB FUND TRUST
Financial Highlights
Per Common | ||||||||||||||||||||||||||||
Income from | Distributions | |||||||||||||||||||||||||||
Net asset | Net | Net | Total from | Dividends | Distributions | Total | ||||||||||||||||||||||
Penn Capital Special Situations Small Cap Equity Fund | ||||||||||||||||||||||||||||
Institutional Class | ||||||||||||||||||||||||||||
9/1/22 to 2/28/23 (Unaudited) | $ | 13.64 | (0.02 | ) | 1.07 | 1.05 | — | (0.23 | ) | (0.23 | ) | |||||||||||||||||
9/1/21 to 8/31/22 | $ | 19.62 | (0.05 | ) | (2.12 | ) | (2.17 | ) | — | (3.81 | ) | (3.81 | ) | |||||||||||||||
7/1/21 to 8/31/21(e) | $ | 19.79 | (0.01 | ) | (0.16 | ) | (0.17 | ) | — | — | — | |||||||||||||||||
7/1/20 to 6/30/21 | $ | 9.33 | (0.01 | ) | 10.47 | 10.46 | — | — | — | |||||||||||||||||||
7/1/19 to 6/30/20 | $ | 10.67 | (0.03 | ) | (1.31 | ) | (1.34 | ) | — | — | — | |||||||||||||||||
7/1/18 to 6/30/19 | $ | 12.59 | (0.05 | ) | (0.98 | ) | (1.03 | )(f) | — | (0.89 | ) | (0.89 | ) | |||||||||||||||
7/1/17 to 6/30/18 | $ | 11.71 | (0.08 | ) | 2.36 | 2.28 | (f) | — | (1.40 | ) | (1.40 | ) |
(a) | Information presented related to a share outstanding for the entire period. |
(b) | Annualized for periods less than one full year. |
(c) | Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued. |
(d) | Not annualized. |
(e) | The Funds changed their fiscal year end to August 31. |
(f) | Total from investment operations per share includes redemption fees of less than $0.01 per share. |
The Accompanying Footnotes are an Integral Part of these Financial Statements
30
THE RBB FUND TRUST
Financial Highlights
Per Common | Supplemental | ||||||||||||||||||||||||||||||
Net asset | Total | Net assets, | Ratio of | Ratio of | Ratio of net | Ratio of net | Portfolio | ||||||||||||||||||||||||
$ | 14.46 | 7.83 | % | $ | 17,060 | 1.09 | % | 1.66 | % | (0.27 | )% | (0.84 | )% | 36 | % | ||||||||||||||||
$ | 13.64 | (14.39 | )% | $ | 16,616 | 1.09 | % | 1.58 | % | (0.34 | )% | (0.83 | )% | 87 | % | ||||||||||||||||
$ | 19.62 | (0.86 | )% | $ | 16,894 | 1.09 | % | 1.71 | % | (0.46 | )% | (1.08 | )% | 11 | % | ||||||||||||||||
$ | 19.79 | 112.11 | % | $ | 16,923 | 1.09 | % | 2.97 | % | (0.02 | )% | (1.90 | )% | 132 | % | ||||||||||||||||
$ | 9.33 | (12.56 | )% | $ | 7,245 | 1.09 | % | 3.09 | % | (0.42 | )% | (2.42 | )% | 115 | % | ||||||||||||||||
$ | 10.67 | (7.91 | )% | $ | 10,198 | 1.09 | % | 2.38 | % | (0.35 | )% | (1.64 | )% | 97 | % | ||||||||||||||||
$ | 12.59 | 20.31 | % | $ | 21,289 | 1.09 | % | 2.09 | % | (0.64 | )% | (1.64 | )% | 105 | % |
The Accompanying Footnotes are an Integral Part of these Financial Statements
31
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
1. Organization
The RBB Fund Trust (the “Trust”) was organized as a Delaware statutory trust on August 29, 2014, and is registered under the Investment Company Act of 1940 (the “1940 Act”), as amended, as an open-end management investment company. The Trust consists of eight series that are available for investment including: the Penn Capital Mid Cap Core Fund, the Penn Capital Opportunistic High Income Fund, the Penn Capital Short Duration High Income Fund, and the Penn Capital Special Situations Small Cap Equity Fund (collectively referred to as the “Funds” and each individually referred to as a “Fund”). Two other series, the Penn Capital Micro Cap Equity Fund and the Penn Capital Enterprise Value Small Cap Equity Fund, are not currently offered. The Funds follow the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services - Investment Companies”.
The Penn Capital Opportunistic High Income Fund’s investment objective is to seek to provide total return through interest income and capital appreciation. The Penn Capital Opportunistic High Income Fund commenced operations on November 30, 2015.
The Penn Capital Short Duration High Income Fund’s investment objective is to seek to provide a high level of current income. The Penn Capital Short Duration High Income Fund commenced operations on July 17, 2017.
The Penn Capital Mid Cap Core Fund and the Penn Capital Special Situations Small Cap Equity Fund’s investment objective is to seek to provide capital appreciation. The Penn Capital Mid Cap Core Fund commenced operations on November 30, 2015. The Penn Capital Special Situations Small Cap Equity Fund commenced operations on December 17, 2015.
Each Fund’s investment objective is non-fundamental, and may be changed by the Trust’s Board of Trustees (the “Board” or “Trustees”) without shareholder approval. Unless otherwise noted, all of the other investment policies and strategies described in the Prospectus or hereafter are nonfundamental. The Penn Capital Management Company, LLC (the “Advisor” or “Penn Capital”) serves as the investment advisor to the Funds.
The Trust offers Institutional Class shares for the Penn Capital Mid Cap Core Fund, the Penn Capital Opportunistic High Income Fund, the Penn Capital Special Situations Small Cap Equity Fund and the Penn Capital Short Duration High Income Fund. The Trust has also registered two other series, each with one class: the Penn Capital Micro Cap Equity Fund and the Penn Capital Enterprise Value Small Cap Equity Fund: Institutional Class. Institutional Class shares do not have a front-end or back-end sales charge. The Penn Capital Micro Cap Equity Fund and Penn Capital Enterprise Value Small Cap Fund have not commenced operations as of February 28, 2023.
The end of the reporting period for the Funds is February 28, 2023, and the period covered by these Notes to Financial Statements is the six months ended February 28, 2023 (the “current fiscal period”).
2. Significant Accounting Policies
The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”).
A. Investment Valuation
The Funds use the following valuation methods to determine fair value as either fair value for investments for which market quotations are available, or if not available, the fair value, as determined in good faith pursuant to such policies and procedures as may be approved by the Trust’s Board from time to time. The valuation of the portfolio investments of the Funds currently includes the following processes:
Portfolio securities listed on a national or foreign securities exchange, except those listed on the NASDAQ® Stock Market and Small CapSM exchanges (“NASDAQ®”), for which market quotations are available, are valued at the official closing price of such exchange on each business day (defined as days on which the Funds are open for business (“Business Day”)). Portfolio securities traded on the NASDAQ® will be valued at the NASDAQ® Official Closing Price on each Business Day. If there is no such reported sale on an exchange or NASDAQ®, the portfolio security will be valued at the most recent quoted bid price. Price information on listed securities is taken from the exchange where the security is primarily traded.
32
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
Other assets and securities for which no quotations are readily available (such as for certain restricted or unlisted securities and private placements) or that may not be reliably priced (such as in the case of trade suspensions or halts, price movement limits set by certain foreign markets, and thinly traded or illiquid securities) will be valued in good faith at fair value using procedures and methods approved by the Board. Under the procedures adopted by the Board, the Board has delegated day-to-day responsibility for fair value determinations to the Advisor, as valuation designee (the “Valuation Designee”).
A Fund’s portfolio holdings may also consist of shares of other investment companies in which the Fund invests. The value of each such investment company will be its net asset value (“NAV”) at the time the Fund’s shares are priced. Each investment company calculates its NAV based on the current market value for its portfolio holdings. Each investment company values securities and other instruments in a manner as described in that investment company’s prospectus. The investment company’s prospectus explains the circumstances under which the company will use fair value pricing and the effects of using fair value pricing.
Because a Fund may invest in foreign securities, the Fund’s NAV may change on days when a shareholder will not be able to purchase or redeem Fund shares because foreign markets are open at times and on days when U.S. markets are not. Investments quoted in foreign currencies will be valued daily in U.S. dollars on the basis of the foreign currency exchange rates prevailing at the time such valuation is determined. Foreign currency exchange rates are generally determined as of the close of the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time). If an event that could materially affect the value of the Fund’s foreign securities has occurred between the time the securities were last traded and the time that the Fund calculates its NAV, the closing price of the Fund’s securities may no longer reflect their market value at the time the Fund calculates its NAV. In such a case, the Valuation Designee may use fair value methods to value such securities.
Fixed income securities shall be valued at the evaluated bid price supplied by the Fund’s pricing agent based on broker-dealer supplied valuations and other criteria, or directly by independent brokers when the pricing agent does not provide a price or the Valuation Designee does not believe that the pricing agent price reflects the current market value. If a price of a position is sought using independent brokers, the Advisor shall seek to obtain an evaluation bid price from at least two independent brokers who are knowledgeable about the position. The price of the position would be deemed to be an average of such bid prices. In the absence of sufficient broker dealer quotes, securities shall be valued at fair value pursuant to procedures adopted by the Board.
Bank loans are not listed on any securities exchange or board of trade. They are typically bought and sold by institutional investors in individually negotiated private transactions that function in many respects like an over-the-counter secondary market. This market generally has fewer trades and less liquidity than the secondary market for other types of securities. Some bank loans have few or no trades, or trade infrequently, and information regarding a specific bank loan may not be widely available or may be incomplete. Except as otherwise specified, bank loan securities shall be valued at the evaluated bid prices supplied by the Fund’s pricing agent based on broker-dealer supplied valuations and other criteria, such as, issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar assets, or directly by independent brokers when the pricing agent does not provide a price or the Valuation Designee does not believe that the pricing agent price reflects the current market value. If a price of a position is sought using independent brokers, the Advisor shall seek to obtain a bid price from at least two independent brokers who are knowledgeable about the position. The price of the position would be deemed to be an average of such bid prices. In the absence of sufficient broker dealer quotes, securities shall be valued at fair value pursuant to procedures adopted by the Board.
Occasionally, reliable market quotations are not readily available (such as for certain restricted or unlisted securities and private placements) or securities and other assets may not be reliably priced (such as in the case of trade suspensions or halts, price movement limits set by certain foreign markets, and thinly traded or illiquid securities), or there may be events affecting the value of foreign securities or other securities held by the Funds that occur when regular trading on foreign or other exchanges is closed, but before trading on the NYSE is closed. Fair value determinations are then made in good faith in accordance with procedures adopted by the Board. Under the procedures adopted by the Board, the Board has delegated the responsibility for making fair value determinations to the Valuation Designee, subject to the Board’s oversight. Generally, the fair value of a portfolio security or other asset shall be the amount that the owner of the security or asset might reasonably expect to receive upon its current sale. A three-tier hierarchy is utilized to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs may be observable or unobservable and refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting
33
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability and are developed based on the best information available under the circumstances. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.
Level 1 — Prices are determined using quoted prices in active markets for identical securities.
Level 2 — Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3 — Prices are determined using significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments).
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The following table summarizes the inputs used as of the end of the reporting period, in valuing each Fund’s investments:
Description | ||||||||||||||||
Penn Capital Mid Cap Core Fund | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Investments in Securities(a) | ||||||||||||||||
Common Stocks | $ | 12,509,782 | $ | — | $ | — | $ | 12,509,782 | ||||||||
Real Estate Investment Trusts (REITs) | 690,951 | — | — | 690,951 | ||||||||||||
Short-Term Investments | 248,170 | — | — | 248,170 | ||||||||||||
Total Investments in Securities | $ | 13,448,903 | $ | — | $ | — | $ | 13,448,903 |
Penn Capital Opportunistic High Income Fund | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Investments in Securities(a) | ||||||||||||||||
Convertible Bonds | $ | — | $ | 394,832 | $ | — | $ | 394,832 | ||||||||
Corporate Bonds | — | 20,351,528 | — | 20,351,528 | ||||||||||||
Real Estate Investment Trusts (REITs) | 88,218 | — | — | 88,218 | ||||||||||||
Short-Term Investments | 4,800,678 | — | — | 4,800,678 | ||||||||||||
Total Investments in Securities | $ | 4,888,896 | $ | 20,746,360 | $ | — | $ | 25,635,256 |
Penn Capital Short Duration High Income Fund | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Investments in Securities(a) | ||||||||||||||||
Corporate Bonds | $ | — | $ | 23,373,162 | $ | — | $ | 23,373,162 | ||||||||
Short-Term Investments | 10,419,973 | — | — | 10,419,973 | ||||||||||||
Total Investments in Securities | $ | 10,419,973 | $ | 23,373,162 | $ | — | $ | 33,793,135 |
34
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
Penn Capital Special Situations Small Cap Equity Fund | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Investments in Securities(a) | ||||||||||||||||
Common Stocks | $ | 16,206,495 | — | — | $ | 16,206,495 | ||||||||||
Real Estate Investment Trusts (REITs) | 568,271 | — | — | 568,271 | ||||||||||||
Short-Term Investments | 220,620 | — | — | 220,620 | ||||||||||||
Total Investments in Securities | $ | 16,995,386 | $ | — | $ | — | $ | 16,995,386 |
(a) | All other industry classifications are identified in the Schedule of Investments for the Fund. |
During the current fiscal period, the Funds had no significant Level 3 transfers.
B. Investment Transactions and Related Investment Income
Investment transactions are accounted for on a trade-date basis. Interest income is recorded on the accrual basis, including the amortization of premiums and accretion of discounts on bonds held using the yield-to-maturity method. Dividend income is recognized on ex-dividend date.
Realized gains and losses on investment transactions and unrealized appreciation and depreciation of investments are reported for financial statement and federal income tax purposes on the identified cost method.
C. Expenses
Certain expenses are shared with The RBB Fund, Inc. (“RBB”), an affiliated fund. Expenses incurred on behalf of a specific class, fund or fund family of the Trust or RBB are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the funds (such as trustee or professional fees) are charged to all funds in proportion to their average net assets of the Trust and RBB, or in such other manner as the Board deems fair or equitable.
D. Use of Estimates
The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting year. Actual results could differ from those estimates.
E. Dividends and Distributions
Dividends and distributions to Shareholders are recorded on the ex-date. The Penn Capital Opportunistic High Income Fund and the Penn Capital Short Duration High Income Fund declare and distribute their net investment income, if any, monthly and make distributions of their net realized capital gains, if any, at least annually, usually in December. The Penn Capital Mid Cap Core Fund and the Penn Capital Special Situations Small Cap Equity Fund declare and distribute their net investment income, if any, annually and make distributions of net realized capital gains, if any, at least annually, usually in December.
The character of distributions made during the period from net investment income or net realized gains may differ from its ultimate characterization for federal income tax purposes. In addition, due to the timing of dividend distributions, the fiscal period in which the amounts are distributed may differ from the period that income or realized gains (losses) were recorded by each Fund.
F. Federal Income Taxes
Each Fund intends to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended. If so qualified, the Funds will not be subject to federal income tax to the extent they distribute all of their net investment income and capital gains to shareholders. Therefore, no federal income tax provision is required.
The Funds evaluate tax positions taken or expected to be taken in the course of preparing their tax returns to determine whether it is more-likely-than-not (i.e., greater than 50%) 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
35
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
a tax benefit or expense in the current year. The Funds did not record any tax provision in the current period and have no provision for taxes in the financial statements. 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) and on-going analysis of and changes to tax laws, regulations and interpretations thereof.
G. Indemnifications
Under the Trust’s organizational documents, its officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Trust and each Fund. In addition, in the normal course of business, the Trust may enter into contracts that provide general indemnification to other parties. The Trust’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Trust that have not yet occurred, and may not occur. However, the Trust has not had prior claims or losses pursuant to these contracts and considers the risk of loss to be remote.
3. Agreements and Related Party Transactions
Investment Advisory Agreement
The Trust has entered into an investment advisory agreement with the Advisor. Under the terms of the agreement, each Fund pays the Advisor a fee, payable at the end of each month, at an annual rate, set forth in the table below, of the respective Fund’s average daily net assets.
Penn Capital Mid Cap Core Fund | 0.90% |
Penn Capital Opportunistic High Income Fund | 0.69% |
Penn Capital Short Duration High Income Fund | 0.45% |
Penn Capital Special Situations Small Cap Equity Fund | 0.95% |
With respect to each Fund other than the Penn Capital Opportunistic High Income Fund and the Penn Capital Short Duration High Income Fund, the Advisor has contractually agreed to waive its fees and/or pay Fund expenses so that the Funds’ total annual operating expenses (excluding any acquired fund fees and expenses, taxes, interest, brokerage fees, certain insurance costs, and extraordinary and other non-routine expenses) do not exceed the amounts shown below as a percentage of each Fund’s average daily net assets. With respect to the Penn Capital Opportunistic High Income Fund and the Penn Capital Short Duration High Income Fund, the Advisor has contractually agreed to waive its fees and/or pay Fund expenses so that the Fund’s total annual operating expenses (including any acquired fund fees and expenses incurred by the Fund as a result of its investments in other investment companies managed by the Advisor, but excluding any acquired fund fees and expenses incurred by the Fund as a result of its investments in unaffiliated investment companies, taxes, interest, brokerage fees, certain insurance costs, and extraordinary and other non-routine expenses) do not exceed the amounts shown below as a percentage of each Fund’s average daily net assets. The expense limitation agreement will remain in place through December 31, 2023. Thereafter, the expense limitation agreement for the Funds will be reviewed annually by the Advisor and the Board.
Institutional | |
Penn Capital Mid Cap Core Fund | 1.06% |
Penn Capital Opportunistic High Income Fund | 0.72% |
Penn Capital Short Duration High Income Fund | 0.54% |
Penn Capital Special Situations Small Cap Equity Fund | 1.09% |
36
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
Any waived or reimbursed expenses by the Advisor to the Funds excluding any waivers related to acquired fund fees and expenses incurred by the Funds as a result of its investments in other investment companies managed by the Advisor, are subject to repayment by a Fund in the three years following the date the fees were waived or the expenses were paid, provided that the respective Fund is able to make the repayment without exceeding the Fund’s expense limitation in place when the fees were waived or expenses paid. The Advisor’s waived fees and paid expenses that are subject to potential recoupment are as follows:
Fiscal Period Incurred | Amount | Amount | Amount | Year of | ||||||||||||
Penn Capital Mid Cap Core Fund | ||||||||||||||||
June 30, 2021 | $ | 198,611 | $ | — | $ | 198,611 | 2024 | |||||||||
August 31, 2021(1) | 20,634 | — | 20,634 | 2024 | ||||||||||||
August 31, 2022 | 72,939 | — | 72,939 | 2025 | ||||||||||||
February 28, 2023 | 38,259 | — | 38,259 | 2026 | ||||||||||||
Total | $ | 330,443 | $ | — | $ | 330,443 | ||||||||||
Penn Capital Opportunistic High Income Fund | ||||||||||||||||
June 30, 2021 | $ | 256,142 | (2) | $ | — | $ | 253,063 | 2024 | ||||||||
August 31, 2021(1) | 30,361 | — | 30,361 | 2024 | ||||||||||||
August 31, 2022 | 133,924 | (2) | — | 126,522 | 2025 | |||||||||||
February 28, 2023 | 71,290 | 2) | — | 66,583 | 2026 | |||||||||||
Total | $ | 491,717 | $ | — | $ | 476,529 | ||||||||||
Penn Capital Short Duration High Income Fund | ||||||||||||||||
June 30, 2021 | $ | 271,231 | (2) | $ | — | $ | 265,384 | 2024 | ||||||||
August 31, 2021(1) | 33,215 | (2) | — | 31,724 | 2024 | |||||||||||
August 31, 2022 | 133,986 | (2) | — | 118,474 | 2025 | |||||||||||
February 28, 2023 | 98,831 | (2) | — | 90,612 | 2026 | |||||||||||
Total | $ | 537,263 | $ | — | $ | 506,194 | ||||||||||
Penn Capital Special Situations Small Cap Equity Fund | ||||||||||||||||
June 30, 2021 | $ | 222,981 | $ | — | $ | 222,981 | 2024 | |||||||||
August 31, 2021(1) | 17,080 | — | 17,080 | 2024 | ||||||||||||
August 31, 2022 | 80,812 | — | 80,812 | 2025 | ||||||||||||
February 28, 2023 | 47,148 | — | 47,148 | 2026 | ||||||||||||
Total | $ | 368,021 | $ | — | $ | 368,021 |
(1) | Period from July 1, 2021 through August 31, 2021. |
(2) | Includes fees waived that are not subject to potential recoupment. |
37
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
Distribution Agreement
Foreside Fund Services, LLC is the Trust’s distributor and principal underwriter (the “Distributor”).
Agreements with the Administrator, Transfer Agent, and Custodian
U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as the Funds’ administrator. For providing administrative and accounting services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Fund Services serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, Fund Services is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
U.S. Bank, N.A. (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum and out of pocket expenses.
Shareholder Servicing Plan
The Trust has adopted a Shareholder Servicing Plan on behalf of each Fund’s Institutional Class. Under the plan, each Class can pay for non-distribution related shareholder support services (‘‘service fees’’) in an amount up to 0.15% of its average daily net assets. The amount actually incurred by the Institutional Class shares for the current fiscal period on an annualized basis was 0.00% for the Penn Capital Mid Cap Core Fund, 0.00% for the Penn Capital Opportunistic High Income Fund, 0.00% for the Penn Capital Short Duration High Income Fund and 0.00% for the Penn Capital Special Situations Small Cap Equity Fund.
Other Related Party Transactions
The Advisor and its affiliates have made investments in the Funds and accordingly, as shareholders of the Funds, pay a proportionate share of the Funds’ investment advisory fees and other expenses identified in the Funds’ Prospectus.
4. Federal Tax Information
It is each Fund’s intention to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and distribute all of its taxable income. Accordingly, no provision for federal income taxes is required in the financial statements.
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 GAAP. These differences are primarily due to differences in the timing of recognition of gains or losses on investments. Permanent book and tax basis differences, if any, may result in reclassifications to distributable earnings and additional paid-in capital.
38
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
The following information is provided on a tax basis as of August 31, 2022:
Penn Capital | Penn Capital | Penn Capital | Penn Capital | |||||||||||||
Cost of investments | $ | 19,726,802 | $ | 15,201,404 | $ | 10,372,192 | $ | 35,164,630 | ||||||||
Gross unrealized appreciation | 22,023 | 2,729,733 | 3,024,679 | 12,730 | ||||||||||||
Gross unrealized (depreciation) | (2,009,066 | ) | (1,304,451 | ) | (674,617 | ) | (1,691,405 | ) | ||||||||
Net unrealized appreciation (depreciation) | (1,987,043 | ) | 1,425,282 | 2,350,062 | (1,678,675 | ) | ||||||||||
Undistributed ordinary income | 21,557 | — | 15,705 | 27,854 | ||||||||||||
Undistributed long-term capital gains | — | 277,730 | 45,435 | — | ||||||||||||
Total distributable earnings | 21,557 | 277,730 | 61,140 | 27,854 | ||||||||||||
Other accumulated losses | (1,073,446 | ) | — | (39,067 | ) | (1,954,591 | ) | |||||||||
Total accumulated earnings (losses) | $ | (3,038,932 | ) | $ | 1,703,012 | $ | 2,372,135 | $ | (3,605,412 | ) |
Net investment income and net realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of permanent book-to-tax differences. GAAP requires that permanent differences between financial reporting and tax reporting be reclassified between various components of net assets.
These differences are primarily due to net operating losses. On the Statement of Assets and Liabilities, the following adjustments were made:
Distributable | Paid-In Capital | |||||||
Penn Capital Special Situations Small Cap Equity Fund | $ | 56,705 | $ | (56,705 | ) |
The Funds intend to utilize capital loss carryforwards to offset future realized gains. Capital loss carryforwards available for federal income tax purposes are as follows:
Capital Loss | Short-Term | Long-Term | ||||||||||
Penn Capital Opportunistic High Income Fund | unlimited | $ | 664,563 | $ | 389,898 | |||||||
Penn Capital Short Duration High Income Fund | unlimited | 1,941,966 | — |
A regulated investment company may elect for any taxable year to treat any portion of the qualified late year loss as arising on the first day of the next taxable year. Qualified late year losses are certain capital and ordinary losses which occur during the portion of the taxable year subsequent to October 31 and December 31, respectively. For the fiscal period ended August 31, 2022, the Penn Capital Mid Cap Core Fund deferred Post October losses of $39,067.
39
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
The character of distributions for tax purposes paid during the fiscal period ended August 31, 2022, is as follows:
Ordinary | Long-Term | |||||||
Penn Capital Opportunistic High Income Fund | $ | 943,646 | $ | — | ||||
Penn Capital Short Duration High Income Fund | 1,192,175 | — | ||||||
Penn Capital Mid Cap Core Fund | 162,152 | 1,840,497 | ||||||
Penn Capital Special Situations Small Cap Equity Fund | 1,940,765 | 1,412,060 |
The character of distributions for tax purposes paid during the fiscal year ended August 31, 2021, is as follows:
Ordinary | Long-Term | |||||||
Penn Capital Opportunistic High Income Fund | $ | 156,147 | $ | — | ||||
Penn Capital Short Duration High Income Fund | 213,906 | — |
The character of distributions for tax purposes paid during the fiscal year ended June 30, 2021, is as follows:
Ordinary | Long-Term | |||||||
Penn Capital Mid Cap Core Fund | $ | 1,241 | $ | — | ||||
Penn Capital Opportunistic High Income Fund | 1,055,682 | — | ||||||
Penn Capital Short Duration High Income Fund | 1,641,797 | — |
5. Trustee and Officer Compensation
The Trustees of the Trust receive an annual retainer and meeting fees for meetings attended. An employee of Vigilant-Compliance, LLC serves as Chief Compliance Officer of the Trust. Vigilant Compliance, LLC is compensated for the services provided to the Trust. Employees of the Trust serve as President, Chief Financial Officer, Chief Operating Officer, Secretary and Director of Marketing & Business Development of the Trust. They are compensated by the Trust for services provided. Certain employees of U.S. Bancorp Fund Services, LLC serve as officers of the Trust. They are not compensated by the Funds or the Trust. For Trustee and Officer compensation amounts, please refer to the Statement of Operations.
6. Investment Transactions
The cost of security purchases and the proceeds from security sales, other than short-term investments, for the period ended February 28, 2023, were as follows:
Non-U.S. Government | U.S. Government | |||||||||||||||
Purchases | Sales | Purchases | Sales | |||||||||||||
Penn Capital Mid Cap Core Fund | $ | 5,781,479 | $ | 5,722,950 | $ | — | $ | — | ||||||||
Penn Capital Opportunistic High Income Fund | 9,926,435 | 6,474,273 | — | — | ||||||||||||
Penn Capital Short Duration High Income Fund | 2,934,918 | 11,903,761 | — | — | ||||||||||||
Penn Capital Special Situations Small Cap Equity Fund | �� | 5,933,565 | 6,751,318 | — | — |
40
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
7. Capital Share Transactions
Penn Capital | Penn Capital | Penn Capital | Penn Capital | |||||||||||||
Institutional Class Shares | ||||||||||||||||
Shares sold | 13,010 | 1,072,115 | 840,452 | 44,623 | ||||||||||||
Shares issued in reinvestment of dividends | 3,920 | 50,796 | 60,479 | 18,577 | ||||||||||||
Shares redeemed | (33,543 | ) | (183,094 | ) | (904,691 | ) | (101,481 | ) | ||||||||
Net increase (decrease) | (16,613 | ) | 939,817 | (3,760 | ) | (38,281 | ) |
8. Transactions with Affiliates
The following issuers are affiliated with the Funds; that is, the Adviser had control of 5% or more of the outstanding voting securities during the period from September 1, 2022 through February 28, 2023. As defined in Section (2)(a)(3) of the Investment Company Act of 1940; such issuers are:
September 1, 2022 | Additions | Reductions | ||||||||||||||||||||||
Issuer Name | Share | Cost | Share | Cost | Share | Cost | ||||||||||||||||||
Penn Capital Opportunistic High Income Fund | ||||||||||||||||||||||||
Penn Capital Floating Rate Income Fund | 158,977 | $ | 1,539,143 | 6,191 | $ | 56,573 | (165,168 | ) | $ | (1,595,716 | ) | |||||||||||||
$ | 1,539,143 | $ | 56,573 | $ | (1,595,716 | ) | ||||||||||||||||||
Penn Capital Short Duration High Income Fund | ||||||||||||||||||||||||
Penn Capital Floating Rate Income Fund | 277,659 | $ | 2,714,060 | 10,813 | $ | 98,807 | (288,472 | ) | $ | (2,812,867 | ) | |||||||||||||
$ | 2,714,060 | $ | 98,807 | $ | (2,812,867 | ) |
41
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
February 28, 2023 | February 28, 2023 | |||||||||||||||||||||||||||
Issuer Name | Share | Dividend | Capital Gain | Unrealized | Realized | Value | Cost | |||||||||||||||||||||
Penn Capital Opportunistic High Income Fund | ||||||||||||||||||||||||||||
Penn Capital Floating Rate Income Fund | — | $ | 51,800 | $ | — | $ | — | $ | (71,087 | ) | $ | — | $ | — | ||||||||||||||
$ | 51,800 | $ | — | $ | — | $ | (71,087 | ) | $ | — | $ | — | ||||||||||||||||
Penn Capital Short Duration High Income Fund | ||||||||||||||||||||||||||||
Penn Capital Floating Rate Income Fund | — | $ | 84,590 | $ | — | $ | — | $ | (150,040 | ) | $ | — | $ | — | ||||||||||||||
$ | 84,590 | $ | — | $ | — | $ | (150,040 | ) | $ | — | $ | — |
9. Credit Risk, LIBOR and Asset Concentration
Small- and mid-capitalization companies may not have the size, resources and other assets of large capitalization companies. As a result, the securities of small- and mid-capitalization companies may be subject to greater market risks and fluctuations in value than large capitalization companies or may not correspond to changes in the stock market in general. In addition, small- and mid-capitalization companies may be particularly affected by interest rate increases, as they may find it more difficult to borrow money to continue or expand operations, or may have difficulty in repaying any loans.
High yield securities and unrated securities of similar credit quality have speculative characteristics and involve greater volatility of price and yield, greater of liquidity risk, and generally reflect a greater possibility of an adverse change in financial condition that could affect an issuer’s ability to honor its obligations.
There are a number of risks associated with an investment in bank loans, including credit risk, interest rate risk, liquidity risk and prepayment risk. Lack of an active trading market, restrictions on resale, irregular trading activity, wide bid/ask spreads and extended trade settlement periods may impair the Fund’s ability to sell bank loans within its desired time frame or at an acceptable price and its ability to accurately value existing and prospective investments. Extended trade settlement periods may result in cash not being immediately available to the Fund. As a result of such illiquidity, the Fund may have to sell other investments or engage in borrowing transactions to raise cash to meet its obligations.
A Fund may invest in certain instruments that rely in some fashion upon London Interbank Offered Rate (“LIBOR”). LIBOR is an average interest rate, determined by the ICE Benchmark Administration, that banks charge one another for the use of short-term money. The United Kingdom’s Financial Conduct Authority, which regulates LIBOR, announced plans to phase out the use of LIBOR by the end of 2021. The FCA and ICE Benchmark Administrator have since announced that most LIBOR settings will no longer be published after December 31, 2021 and a majority of U.S. dollar LIBOR settings will cease publication after June 30, 2023. The U.S. Federal Reserve, based on the recommendations of the New York Federal Reserve’s Alternative Reference Rate Committee (comprised of major derivative market participants and their regulators), has begun publishing SOFR that is intended to replace U.S. dollar LIBOR. Proposals for alternative reference rates for other currencies have also been announced or have already begun publication. Uncertainty related to the liquidity impact of the change in rates, and how to appropriately adjust these rates at the time of transition, poses risks for the Funds. The effect of any changes to, or discontinuation of, LIBOR on the Funds will depend on, among other things, (1) existing
42
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
fallback or termination provisions in individual contracts and (2) whether, how, and when industry participants develop and adopt new reference rates and fallbacks for both legacy and new instruments and contracts. The expected discontinuation of LIBOR could have a significant impact on the financial markets in general and may also present heightened risk to market participants, including public companies, investment advisers, investment companies, and broker-dealers. The risks associated with this discontinuation and transition will be exacerbated if the work necessary to effect an orderly transition to an alternative reference rate is not completed in a timely manner. Accordingly, it is difficult to predict the full impact of the transition away from LIBOR on the Funds until new reference rates and fallbacks for both legacy and new instruments and contracts are commercially accepted and market practices become settled.
10. Line of Credit
The Funds have a $10,000,000 uncommitted, unsecured, umbrella 364-day line of credit, for temporary purposes, including to meet redemption requests. The interest rate as of February 28, 2023 was 7.75%. During the current fiscal period, the Penn Capital Mid Cap Core Fund, the Penn Capital Opportunistic High Income Fund, and the Penn Capital Short Duration High Income Fund did not use the credit line.
During the current fiscal period, line of credit activity for the Penn Capital Special Situations Small Cap Equity Fund was as follows:
Fund | Average | Amount | Interest | Maximum | ||||||||||||
Penn Capital Special Situations Small Cap Equity Fund | $ | 2,011 | $ | — | $ | 78 | $ | 226,000 |
11. Recent Accounting Pronouncements and Regulatory Updates
In June 2022, the FASB issued Accounting Standards Update 2022-03, which amends Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and establishes new disclosure requirements for such equity securities. ASU 2022-03 is effective for fiscal years beginning after December 25, 2023 and for interim periods within those fiscal years, with early adoption permitted. Management is currently evaluating the impact of these amendments on the financial statements.
12. Concentration Risks
The Advisor and its employees collectively have beneficial ownership, either directly or indirectly, of more than 20% of each of the Funds as of February 28, 2023. In addition to the Advisor, one or more individual investors own more than 10% of the Penn Capital Special Situations Small Cap Equity Fund and the Penn Capital Mid Cap Core Fund as of February 28, 2023. To the extent multiple investors in the Funds rely on the advice of a common investment advisor the Funds may have the risk of a concentrated investor base.
13. COVID-19
The global outbreak of COVID-19 (commonly referred to as “coronavirus”) has disrupted economic markets and the prolonged economic impact is uncertain. Although vaccines for COVID-19 are available, the ultimate economic fallout from the pandemic, and the long-term impact on economies, markets, industries and individual issuers, are not known. The operational and financial performance of the issuers of securities in which the Funds invest depends on future developments, including the duration and spread of the outbreak and the pace of recovery which may vary from market to market, and such uncertainty may in turn adversely affect the value and liquidity of the Funds’ investments, impair the Funds’ ability to satisfy redemption requests, and negatively impact the Funds’ performance.
43
THE RBB FUND TRUST
Notes to the Financial Statements
FEBRUARY 28, 2023 (UNAUDITED)
14. Ukraine-Russia Conflict Risk
In February 2022, Russia commenced a military attack on Ukraine. The outbreak of hostilities between the two countries and the threat of wider-spread hostilities could have a severe adverse effect on the region and global economies, including significant negative impacts on the markets for certain securities and commodities, such as oil and natural gas. In addition, sanctions imposed on Russia by the United States and other countries, and any sanctions imposed in the future, could have a significant adverse impact on the Russian economy and related markets. The price and liquidity of investments may fluctuate widely as a result of the conflict and related events. How long the armed conflict and related events will last cannot be predicted. These tensions and any related events could have a significant impact on Fund performance and the value of Fund investments, even beyond any direct exposure the Funds may have to issuers located in these countries.
15. Unfunded Commitments
The Funds may enter into unfunded loan commitments. Unfunded loan commitments may be partially or wholly funded. During the contractual period, the Funds are obliged to provide funding to the borrower upon demand. Unfunded loan commitments are fair valued in accordance with the valuation policy described in Note 2(a) and unrealized appreciation or depreciation, if any, is recorded on the Statements of Assets and Liabilities. As of February 28, 2023, there were no unfunded commitments to report.
16. Subsequent Events
Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that there were no significant events requiring recognition or disclosure in the financial statements.
44
THE RBB FUND TRUST
Additional Information
FEBRUARY 28, 2023 (UNAUDITED)
Proxy Voting Policies
A description of the policies and procedures that each Fund uses to determine how to vote proxies relating to portfolio securities owned by that Fund is available: (1) without charge, upon request, by calling 844-302-7366; (2) in the Statement of Additional Information on the Trust’s website www.penncapitalfunds.com; and (3) on the SEC’s website at www.sec.gov. Information about how the Funds voted proxies relating to portfolio securities during the most recent 12 month period ended June 30 may be obtained (1) without charge, upon request, by calling 844-302-7366 and (2) on the SEC’s website at www.sec.gov.
Form N-PORT
Each Fund will file its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Part F of Form N-PORT. The Funds’ Part F of Form N-PORT will be available on the EDGAR database on the SEC’s website at www.sec.gov.
Householding
In an effort to decrease costs, the Funds intend to reduce the number of duplicate prospectuses, annual and semi-annual reports, proxy statements and other similar documents you receive by sending only one copy of each to those addresses shared by two or more accounts and to shareholders that the transfer agent reasonably believes are from the same family or household. Once implemented, if you would like to discontinue householding for your accounts, please call (844) 302-7366 to request individual copies of these documents. The transfer agent will begin sending individual copies thirty days after receiving your request to stop householding. This policy does not apply to account statements.
45
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Investment Advisor
Penn Capital Management Company, LLC
Navy Yard Corporate Center
1200 Intrepid Avenue, Suite 400
Philadelphia, Pennsylvania 19112
Legal Counsel
Faegre Drinker Biddle & Reath LLP
One Logan Square, Suite 2000
Philadelphia, PA 19103
Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
50 South 16th Street, Suite 2900
Philadelphia, PA 19102
Custodian
U.S. Bank N.A.
1555 N. Rivercenter Drive, Suite 302
Milwaukee, WI 53212
Distributor
Foreside Fund Services, LLC
Three Canal Plaza
Portland, ME 04101
Administrator, Transfer Agent
and Dividend Disbursing Agent
U.S. Bancorp Fund Services, LLC
doing business as U.S. Bank Global Fund Services
615 East Michigan Street
Milwaukee, WI 53202
Shareholder/Investor Information
1.844.302.PENN (7366)
www.penncapitalfunds.com
BEFORE INVESTING YOU SHOULD CAREFULLY CONSIDER THE FUNDS’ INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES. THIS AND OTHER RELEVANT INFORMATION CAN BE FOUND IN THE PROSPECTUS AND STATEMENT OF ADDITIONAL INFORMATION, COPIES OF WHICH MAY BE OBTAINED BY CALLING (844) 302-PENN (7366) OR BY VISITING WWW.PENNCAPITALFUNDS.COM. PLEASE READ THE PROSPECTUS CAREFULLY BEFORE YOU INVEST.
PENN-SAR23
(b) | Not applicable |
Item 2. Code of Ethics.
Not applicable for semi-annual reports.
Item 3. Audit Committee Financial Expert.
Not applicable for semi-annual reports.
Item 4. Principal Accountant Fees and Services.
Not applicable for semi-annual reports.
Item 5. Audit Committee of Listed Registrants.
Not applicable to open-end investment companies.
Item 6. Investments.
(a) | The Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form. |
(b) | Not applicable |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to open-end investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable to open-end investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
(a) | The registrant’s principal executive and principal financial officers have reviewed the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the registrant and by the registrant’s service provider. |
(b) | There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting. |
Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable to open-end investment companies.
Item 13. Exhibits.
(a) | (1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not applicable. |
(2) A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Furnished herewith. |
(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable to open-end investment companies. |
(4) Change in the registrant’s independent public accountant. There was no change in the registrant’s independent public accountant for the period covered by this report. |
(b) | Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. Furnished herewith. |
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 RBB Fund Trust | ||
By (Signature and Title)* | /s/ Steven Plump | ||
Steven Plump, President | |||
(principal executive officer) |
Date | 5/03/2023 |
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/ Steven Plump | ||
Steven Plump, President | |||
(principal executive officer) |
Date | 5/03/2023 |
By (Signature and Title)* | /s/ James Shaw | ||
James Shaw, CFO/COO | |||
(principal financial officer) |
Date | 5/03/2023 |
* Print the name and title of each signing officer under his or her signature.