N-CSRS 1 ssdhif-ncsrs.htm SHENKMAN SHORT DURATION HIGH INCOME FUND SEMIANNUAL REPORT 3-31-13 ssdhif-ncsrs.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES




Investment Company Act file number  811-07959



Advisors Series Trust
(Exact name of registrant as specified in charter)



615 East Michigan Street
Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)


Douglas G. Hess, President
Advisors Series Trust
c/o U.S. Bancorp Fund Services, LLC
777 East Wisconsin Avenue, 5th Floor
Milwaukee, WI 53202
(Name and address of agent for service)



(414) 765-6609
Registrant's telephone number, including area code



Date of fiscal year end: September 30, 2013



Date of reporting period:  March 31, 2013

 
 

 
Item 1. Reports to Stockholders.
 

 
 
shenkman funds logo
 
 
 
 
Semi-Annual
Report
March 31, 2013
 SHENKMAN SHORT DURATION
 HIGH INCOME FUND
       
   
A Series of Advisors Series Trust (the “Trust”)
 
   
Class A
Institutional Class
 
   
(SCFAX)
(SCFIX)
 
  turtle graphic        
 
c/o U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701
1-855-SHENKMAN (1-855-743-6562)
       
 

 
 
 

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SHAREHOLDER LETTER
March 31, 2013


Dear Shareholder,
 
The high yield bond market rallied strong during the six months ending March 31, 2013 as accommodative top-tier central bank policies and glimmers of an improving US economy underpinned investors’ insatiable risk-appetite and their need to earn incremental yield in a low-interest-rate environment.  The overall high yield bond market returned 6.17% for the period (H0A0), while short duration high yield returned 4.51% (HUCS) and short duration US Treasuries (G1QA) returned 0.16%.  Underscoring the level of risk sought by investors during the period, CCC-rated bonds (H0A3) were in favor, returning 9.15% while B-rated bonds (H0A2) garnered 6.46% and BB-rated issues (H0A1) gained 4.68%.
 
Fund Performance
 
The Shenkman Short Duration High Income Fund has returned 2.35% (SCFIX) from its inception on 10/31/12 through 3/31/13, while the BofA Merrill Lynch 0-3 Year DTW US High Yield Constrained Index (HUCS) returned 3.87% and the BofA Merrill Lynch 0-3 year Treasury Index returned 0.19%.  The Fund continues seeking investments believed to be high quality, yet short duration.  As the riskier segments of the HUCS index posted the strongest returns during the period, the Fund’s significantly lower exposure to triple-C rated credits and bonds trading below par restrained performance.  The longer duration segment of the HUCS also posted stronger returns.  Security selection and being overweight in bonds with a duration-to-worst of less than two years also detracted from gains.  The Fund’s duration-to-worst ended the period at 0.71 years with an average final maturity of 4.02 years as compared to the benchmark index at 1.65 years and 4.81 years, respectively.  The Fund’s sector weightings are largely the result of its focus on bottom-up individual security selection and fundamental analysis as opposed to top-down driven sector allocations.  The Fund’s bank loan exposure ended the period at 17.2% and was a positive contributor to overall performance for the period as it outpaced bonds.  As diversification remains a key factor in helping to mitigate risk, the portfolio was well diversified with investments in 105 issuers across 27 industries as of March 31, 2013.
 
Market Performance
 
While the market rallied throughout the five months since the Fund’s launch, the drivers of demand varied.  During the final two months of 2012, bankers rushed to capitalize on investors’ strong demand to be fully invested by year-end and ahead of a resolution to the fiscal cliff.  Investors were also encouraged by the Federal Reserve’s monetary policies and its unexpected move to link future policy guidance to economic thresholds.  It is worth noting that the torrid gait of new issuance, which began in August and never decelerated, pushed 2012’s volume to $368.1 billion, smashing the previous annual record of $302 billion in 2010.  Meanwhile, despite a cursory

 
1

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SHAREHOLDER LETTER – Continued
March 31, 2013

 
breather during February, issuers sold a record $118.8 billion during the three months ending March 31, 2013, thumping the previous quarterly record of $107.1 billion issued during the second quarter of 2012.
 
Market Outlook
 
Looking ahead, with the economy slowly trending better and stocks soaring to record highs, the future would appear to be bright.  However, several potentially major issues still exist.  The European debt crisis is far from over.  In light of the Great Cyprus Bank Raid of 2013, other countries may now be vulnerable to bank runs in its aftermath.  Furthermore, the relentless printing of new money and low interest rates cannot go on forever.  In fact, concern that a rise in interest rates could pop a forming bubble in the high yield market is already sitting in the back of many investors’ minds.  However, we think it is critical for high yield investors to focus on the degree to which they are exposed to interest rate risk versus credit risk within the asset class.  We believe the most likely cause of the next downturn in high yield will be rising interest rates, and not significant credit deterioration, and note that such interest rate-driven corrections have historically been far milder than credit deterioration corrections.  Furthermore, at least for the balance of the 2013 calendar year, we do not anticipate any significant rise in interest rates or defaults and, therefore, continue to view high yield as an attractive asset class for investors seeking incremental yield.
 
Thank you again for your continued support and trust in our strategy.  We look forward to growing with you.
 
 
Past performance does not guarantee future results.
 
Opinions expressed are subject to change at any time, are not guaranteed and should not be considered investment advice.
 
Mutual fund investing involves risk.  Principal loss is possible.  There can be no assurance that the Fund will achieve its stated objective.  In addition to the normal risks associated with investing, bonds and bank loans, and the funds that invest in them are subject to interest rate risk and can be expected to decline in value as interest rates rise.  Investment by the Fund in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities.  The Fund invests in foreign securities which involve political, economic and currency risks, greater volatility and differences in accounting methods.  Derivatives may involve certain costs and risks such as liquidity, interest rate, market, credit, management, and the risk that a position could not be closed when most advantageous.  Leverage may cause the effect of an increase or decrease in the value of the portfolio securities to be magnified and the fund to be more volatile than if leverage was not used.

 
2

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SHAREHOLDER LETTER – Continued
March 31, 2013

 
Diversification does not assure a profit, nor does it protect against a loss in a declining market.
 
The BofA Merrill Lynch U.S. High Yield Index (H0A0) has an inception date of August 31, 1986 and tracks the performance of U.S. dollar denominated below investment grade corporate debt publicly issued in the U.S. domestic market.  The BofA Merrill Lynch High Yield Indices are unmanaged, not available for direct investment, and do not reflect deductions for fees or expenses.  The BofA Merrill Lynch BB US High Yield Index (H0A1), the BofA Merrill Lynch Single-B US High Yield Index (H0A2) and the BofA Merrill Lynch CCC & Lower US High Yield Index (H0A3) are a subset of the BofA Merrill Lynch U.S. High Yield Index (H0A0) and represent a specific area of the index.
 
The BofA Merrill Lynch 0-3 Year Duration-to-Worst U.S. High Yield Constrained Index (HUCS) tracks the performance of short-term US dollar denominated below investment grade corporate debt publicly issued in the US domestic market that has a duration-to worst less than three years and a remaining to final maturity of at least one month and does not reflect deductions for fees or expenses.
 
The BofA Merrill Lynch 0-3 Year US Treasury Index (G1QA) tracks the performance of US dollar denominated sovereign debt publicly issued by the US government in its domestic market with maturities less than three years.
 
Duration is a measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates.  Duration is expressed as a number of years.
 
Duration-to-worst is the duration of a bond computed using either the final maturity date, or a call date within the bond’s call schedule, whichever would result in the lowest yield to the investor.
 
Fund holdings and sector allocations are subject to change at any time and should not be considered a recommendation to buy or sell any security.  Please refer to the Schedule of Investments for a complete list of fund holdings.
 
Must be preceded or accompanied by a prospectus.
 
The Shenkman Short Duration High Income Fund is distributed by Quasar Distributors, LLC.
 


 
3

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
EXPENSE EXAMPLE
March 31, 2013 (Unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs including sales charges (loads), if applicable; redemption fees, if applicable; and exchange fees; 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.
 
The Example is based on an investment of $1,000 invested at the beginning of the period indicated and held for the entire period from October 31, 2012 (Fund’s inception) to March 31, 2013.
 
Actual Expenses
 
The information in the table under the heading “Actual” provides 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 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 row entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.  There are some account fees that are charged to certain types of accounts, such as Individual Retirement Accounts (generally, a $15 fee is charged to the account annually) that would increase the amount of expenses paid on your account.  The example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.
 
Hypothetical Example for Comparison Purposes
 
The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and 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 the other funds.  As noted above, there are some account fees that are charged to certain types of accounts that would increase the amount of expense paid on your account.
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads), redemption fees, or exchange fees.  Therefore, the
 

 
4

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
EXPENSE EXAMPLE – Continued
March 31, 2013 (Unaudited)
 
information under the heading “Hypothetical (5% return before expenses)” 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.
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period(1)
 
10/31/12
3/31/13
10/31/12 – 3/31/13
Actual
     
Class A
$1,000.00
$1,023.30
$4.19
Institutional Class
$1,000.00
$1,023.50
$2.72
       
Hypothetical (5% return
     
  before expenses)
     
Class A
$1,000.00
$1,016.55
$4.17
Institutional Class
$1,000.00
$1,018.00
$2.71
 
(1)
Expenses are equal to the Class A and Institutional Class fund shares’ annualized expense ratio of 1.00% and 0.65%, respectively, multiplied by the average account value over the period, multiplied by 151/365 (to reflect the five-month period of operation).  The Fund’s ending account values in the table are based on its actual total return of 2.33% for Class A and 2.35% for Institutional Class for the five month period of operation, October 31, 2012 to March 31, 2013.
 


 
5

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
PORTFOLIO ALLOCATION
March 31, 2013 (Unaudited)




 
 

 
TOP TEN HOLDINGS
% Net Assets
West Corp., 11.00%, 10/15/2016
1.99%
R.R. Donnelley & Sons Co., 4.95%, 04/01/2014
1.97%
Stater Brothers Holdings, Inc., 7.75%, 04/15/2015
1.91%
Petrohawk Energy Corp., 10.50%, 08/01/2014
1.68%
Dole Food Co., 8.75%, 07/15/2013
1.62%
Pinnacle Foods LLC, 9.25%, 04/01/2015
1.45%
Sinclair Television Group, 9.25%, 11/01/2017
1.38%
Cequel Communications Holdings LLC,
 
  8.63%, 11/15/2017
1.36%
El Paso Corp., 6.88%, 06/15/2014
1.35%
Bombardier, Inc., 4.25%, 01/15/2016 (b)(c)
1.32%

The portfolio’s holdings and allocations are subject to change. The percentages are of total net assets and as of March 31, 2013.


 
6

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS
March 31, 2013 (Unaudited)

   
Principal
   
Fair
 
   
Amount
   
Value
 
             
BANK LOAN OBLIGATIONS – 17.15%
           
             
Aerospace & Defense – 0.32%
           
Sequa Corp, 5.25%, 06/19/2017 (a)
  $ 49,500     $ 50,401  
                 
Beverage & Food – 2.24%
               
H.J. Heinz Co., 2.50%, 02/15/2020 (a)
    150,000       151,469  
US Foods Inc., 5.75%, 03/31/2017 (a)
    198,789       201,614  
              353,083  
                 
Chemicals – 0.64%
               
US Coatings Acquisition Inc.,
               
  4.75%, 02/3/2020 (a)
    100,000       101,495  
                 
Gaming – 1.93%
               
MGM Resorts International,
               
  4.25%, 12/20/2019 (a)
    149,625       152,300  
Station Casinos LLC,
               
  5.00%, 03/02/2020 (a)
    150,000       151,999  
              304,299  
General Industrial Manufacturing – 1.61%
               
Apex Tool Group, 4.50%, 01/31/2020 (a)
    150,000       152,250  
Tomkins LLC, 5.00%, 11/09/2018 (a)
    99,750       101,371  
              253,621  
Healthcare – 1.44%
               
United Surgical Partners International,
               
  7.00%, 04/03/2019 (a)
    74,625       75,255  
United Surgical Term Loan,
               
  3.75%, 02/28/2019 (a)
    150,000       151,875  
              227,130  
Media – Broadcast – 0.97%
               
FoxCo Acquisition Sub LLC,
               
  5.50%, 07/14/2017 (a)
    149,624       152,570  
                 
Oil & Gas – 0.66%
               
Chesapeake Energy Corp.,
               
  5.75%, 12/04/2017 (a)
    100,000       103,238  
 

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

 
7

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS – Continued
March 31, 2013 (Unaudited)
 
   
Principal
   
Fair
 
   
Amount
   
Value
 
             
BANK LOAN OBLIGATIONS – Continued
           
             
Packaging – 0.96%
           
BWAY Holding Company,
           
  4.50%, 08/7/2017 (a)
  $ 149,625     $ 151,720  
                 
Printing & Publishing – 0.62%
               
McGraw-Hill Global Education,
               
  7.75%, 03/31/2019 (a)
    100,000       96,875  
                 
Support – Services – 3.84%
               
ARAMARK Corp., 4.00%, 09/9/2019 (a)
    150,000       151,664  
Asurion LLC, 4.50%, 05/24/2019 (a)
    149,625       151,486  
Bright Horizons Family Solutions LLC,
               
  4.00%, 01/30/2020 (a)
    149,625       151,177  
Moneygram International LLC,
               
  3.25%, 03/27/2020 (a)
    150,000       150,000  
              604,327  
Technology – 1.28%
               
SunGard Data Systems, Inc.,
               
  4.50%, 01/31/2020 (a)
    199,500       202,450  
                 
Telecommunications – 0.64%
               
Consolidated Communications,
               
  5.25%, 12/31/2018 (a)
    99,750       101,196  
TOTAL BANK LOAN OBLIGATIONS
               
  (Cost $2,653,745)
            2,702,405  
                 
CORPORATE BONDS – 78.50%
               
                 
Aerospace & Defense – 2.34%
               
Bombardier, Inc.,
               
  4.25%, 01/15/2016 (b)(c)
    200,000       208,500  
Spirit Aerosystems, Inc.,
               
  7.50%, 10/01/2017
    150,000       160,125  
              368,625  
Apparel & Textiles – 0.34%
               
Hanesbrands, Inc., 8.00%, 12/15/2016
    49,000       53,226  
 

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

 
8

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS – Continued
March 31, 2013 (Unaudited)

   
Principal
   
Fair
 
   
Amount
   
Value
 
             
CORPORATE BONDS – Continued
           
             
Automotive – 3.96%
           
Cooper-Standard Automotive, Inc.,
           
  8.50%, 05/01/2018
  $ 75,000     $ 82,125  
KAR Auction Services,
               
  4.30%, 05/01/2014 (a)
    175,000       175,221  
Lear Corp., 7.88%, 03/15/2018
    133,000       144,970  
Sonic Automotive, Inc.,
               
   9.00%, 03/15/2018
    100,000       110,500  
Tenneco, Inc., 7.75%, 08/15/2018
    100,000       110,500  
              623,316  
Beverage & Food – 4.46%
               
Cott Beverages, Inc., 8.13%, 09/01/2018
    100,000       109,750  
Dole Food Co., 8.75%, 07/15/2013
    250,000       256,000  
Pinnacle Foods LLC, 9.25%, 04/01/2015
    227,000       228,135  
TreeHouse Foods, Inc.,
               
  7.75%, 03/01/2018
    100,000       108,625  
              702,510  
Consumer Products – 1.79%
               
NBTY, Inc., 9.00%, 10/01/2018
    100,000       112,250  
Spectrum Brands, Inc.,
               
  9.50%, 06/15/2018
    150,000       170,625  
              282,875  
Finance – 1.02%
               
Fidelity National Information Services,
               
  7.63%, 07/15/2017
    150,000       161,250  
                 
Food & Drug – 2.91%
               
Ingles Markets, Inc., 8.88%, 05/15/2017
    150,000       157,500  
Stater Brothers Holdings, Inc.,
               
  7.75%, 04/15/2015
    300,000       301,500  
              459,000  
Forestry & Paper – 2.36%
               
Boise Paper Holdings LLC,
               
  9.00%, 11/01/2017
    145,000       156,963  
 

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

 
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SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS – Continued
March 31, 2013 (Unaudited)

   
Principal
   
Fair
 
   
Amount
   
Value
 
             
CORPORATE BONDS – Continued
           
             
Forestry & Paper – Continued
           
Clearwater Paper Corp.,
           
  7.13%, 11/01/2018
  $ 100,000     $ 109,250  
Graphic Packaging International, Inc.,
               
  9.50%, 06/15/2017
    100,000       106,500  
              372,713  
Gaming – 1.53%
               
MGM Resorts International,
               
  5.88%, 02/27/2014
    150,000       156,656  
Penn National Gaming, Inc.,
               
  8.75%, 08/15/2019
    75,000       85,125  
              241,781  
General Industrial Manufacturing – 2.10%
               
SPX Corp.
               
  7.63%, 12/15/2014
    50,000       54,750  
  6.88%, 09/01/2017
    50,000       55,875  
Titan International, Inc.,
               
  7.88%, 10/01/2017 (c)
    100,000       108,125  
Tomkins LLC, 9.00%, 10/01/2018 (a)
    100,000       111,875  
              330,625  
Healthcare – 4.35%
               
Bausch & Lomb, Inc.,
               
  9.88%, 11/01/2015
    197,000       204,880  
Catalent Pharma Solutions,
               
  9.50%, 04/15/2015
    125,000       125,000  
Grifols, Inc., 8.25%, 02/01/2018
    150,000       165,750  
HCA Holdings, Inc., 6.50%, 02/15/2016
    25,000       27,437  
Valeant Pharmaceuticals
               
  International, Inc.,
               
  6.75%, 10/01/2017 (c)
    150,000       161,813  
              684,880  
Hotels – 0.84%
               
FelCor Lodging Trust,
               
  10.00%, 10/01/2014
    118,000       132,455  
 

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

 
10

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS – Continued
March 31, 2013 (Unaudited)

   
Principal
   
Fair
 
   
Amount
   
Value
 
             
CORPORATE BONDS – Continued
           
             
Leisure & Entertainment – 1.06%
           
Cedar Fair LP/Canada’s Wonderland
           
  Co./Magnum Management Corp.,
           
  9.13%, 08/01/2018
  $ 100,000     $ 112,500  
Live Nation Entertainment, Inc.,
               
  8.13%, 05/15/2018 (c)
    50,000       54,625  
              167,125  
Media – Broadcast – 4.35%
               
Belo Corp., 8.00%, 11/15/2016
    100,000       108,000  
LIN Television Corp., 8.38%, 04/15/2018
    75,000       82,031  
Nexstar Broadcasting Group, Inc.,
               
  8.88%, 04/15/2017
    100,000       110,500  
Sinclair Television Group,
               
  9.25%, 11/01/2017 (c)
    200,000       217,750  
Sirius XM Radio, Inc.,
               
  8.75%, 04/01/2015 (c)
    150,000       167,625  
              685,906  
Media – Cable – 5.55%
               
CCO Holdings, LLC, 7.25%, 10/30/2017
    144,000       155,700  
Cequel Communications Holdings LLC,
               
  8.63%, 11/15/2017 (c)
    200,000       214,250  
UPC Holding B.V.,
               
  9.88%, 04/15/2018 (b)(c)
    100,000       112,125  
Videotron
               
  6.38%, 12/15/2015 (b)
    125,000       126,875  
  9.13%, 04/15/2018 (b)
    100,000       105,312  
Virgin Media Secured Finance PLC,
               
  6.50%, 01/15/2018 (b)
    150,000       160,500  
              874,762  
Media – Diversified & Service – 6.29%
               
Inmarsat Finance PLC,
               
  7.38%, 12/01/2017 (b)(c)
    150,000       160,500  
Intelsat S.A., 11.25%, 02/04/2017 (b)
    100,000       106,625  
Lamar Media Corp., 7.88%, 04/15/2018
    150,000       164,062  
Liberty Interactive Corp, 5.70%, 05/15/2013
    150,000       150,938  
 

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

 
11

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS – Continued
March 31, 2013 (Unaudited)

   
Principal
   
Fair
 
   
Amount
   
Value
 
             
CORPORATE BONDS – Continued
           
             
Media – Diversified & Service – Continued
           
Nielsen Finance LLC,
           
  11.63%, 02/01/2014
  $ 150,000     $ 162,375  
  7.75%, 10/15/2018
    75,000       83,625  
Quebecor Media, Inc.,
               
  7.75%, 03/15/2016 (b)
    108,000       110,295  
Telesat, 12.50%, 11/01/2017 (b)
    50,000       53,625  
              992,045  
Metals & Mining Excluding Steel – 1.32%
               
FMG Resources,
               
  6.00%, 04/01/2017 (b)(c)
    100,000       103,250  
  7.00%, 11/01/2015 (b)(c)
    100,000       105,250  
              208,500  
Non-Food & Drug Retailers – 2.24%
               
Michaels Stores, Inc., 7.75%, 11/01/2018
    150,000       164,625  
Toys ‘R’ Us Property Co. I LLC,
               
  10.75%, 07/15/2017
    100,000       108,125  
Toys ‘R’ Us Property Co. II LLC,
               
  8.50%, 12/01/2017
    75,000       79,594  
              352,344  
Oil & Gas – 8.19%
               
Berry Petroleum Co., 10.25%, 06/01/2014
    150,000       164,250  
Chesapeake Energy Corp.
               
  9.50%, 02/15/2015
    50,000       56,750  
  3.25%, 03/15/2016
    75,000       76,031  
CGG Veritas, 9.50%, 05/15/2016 (b)
    100,000       105,500  
Concho Resources, Inc., 8.63%, 10/01/2017
    150,000       161,625  
Helix Energy Solutions Group, Inc.,
               
  9.50%, 01/15/2016 (c)
    100,000       102,938  
Petrohawk Energy Corp.,
               
  10.50%, 08/01/2014
    250,000       264,441  
SESI LLC, 6.88%, 06/01/2014
    149,000       149,231  
Whiting Petroleum Corp., 7.00%, 02/01/2014
    50,000       52,187  
WPX Energy, Inc., 5.25%, 01/15/2017
    150,000       157,875  
              1,290,828  
 

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

 
12

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS – Continued
March 31, 2013 (Unaudited)
 
   
Principal
   
Fair
 
   
Amount
   
Value
 
             
CORPORATE BONDS – Continued
           
             
Packaging – 0.71%
           
Greif, Inc., 6.75%, 02/01/2017
  $ 100,000     $ 112,000  
                 
Printing & Publishing – 1.97%
               
R.R. Donnelley & Sons Co.,
               
  4.95%, 04/01/2014
    300,000       309,750  
                 
Steel Producers & Products – 0.72%
               
ArcelorMittal, 9.50%, 02/15/2015 (b)
    100,000       113,049  
                 
Support – Services – 5.03%
               
Avis Budget Group, 9.63%, 03/15/2018
    125,000       141,720  
Corrections Corporation of America,
               
  7.75%, 06/01/2017
    75,000       78,799  
Interactive Data Corp.,
               
  10.25%, 08/01/2018
    100,000       114,250  
TransUnion LLC, 11.38%, 06/15/2018
    125,000       144,375  
West Corp., 11.00%, 10/15/2016
    300,000       313,500  
              792,644  
Telecommunications – 5.18%
               
Cincinnati Bell, Inc., 8.25%, 10/15/2017
    150,000       159,750  
Equinix, Inc., 8.13%, 03/01/2018
    100,000       110,562  
Frontier Communications Corp.,
               
  7.88%, 04/15/2015
    100,000       114,500  
  8.25%, 05/01/2014
    5,000       5,375  
MetroPCS Wireless, Inc.,
               
  7.88%, 09/01/2018
    75,000       82,312  
Paetec Holdings Corp.,
               
  9.88%, 12/01/2018
    150,000       172,875  
Sprint Nextel Corp., 9.13%, 03/01/2017
    75,000       89,063  
TW Telecom Holdings Inc.,
               
  8.00%, 03/01/2018
    75,000       82,125  
              816,562  
Utilities – 7.89%
               
AES Corp.
               
  7.75%, 03/01/2014
    100,000       105,625  
  8.00%, 10/15/2017
    100,000       118,125  
 

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

 
13

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
SCHEDULE OF INVESTMENTS – Continued
March 31, 2013 (Unaudited)

   
Principal
   
Fair
 
   
Amount
   
Value
 
             
CORPORATE BONDS – Continued
           
             
Utilities – Continued
           
Calpine Corp., 7.25%, 10/15/2017 (c)
  $ 150,000     $ 159,750  
Copano Energy LLC, 7.75%, 06/01/2018
    150,000       157,688  
El Paso Corp., 6.88%, 06/15/2014
    200,000       212,865  
Ferrellgas LP/Ferrellgas Finance Corp.,
               
  9.13%, 10/01/2017
    100,000       107,750  
Genesis Energy LP/Genesis
               
  Energy Finance Corp.,
               
  7.88%, 12/15/2018
    150,000       165,375  
GenOn Energy, Inc., 7.63%, 06/15/2014
    100,000       107,000  
Suburban Propane Partners LP/
               
  Suburban Energy Finance Corp.,
               
  7.50%, 10/01/2018
    100,000       109,000  
              1,243,178  
TOTAL CORPORATE BONDS
               
  (Cost $12,264,422)
            12,371,949  
                 
SHORT-TERM INVESTMENTS – 3.45%
               
                 
Money Market Funds – 3.45%
               
Fidelity Government Portfolio –
               
  Institutional Class, 0.01% (d)
    543,039       543,039  
TOTAL SHORT-TERM INVESTMENTS
               
  (Cost $543,039)
            543,039  
Total Investments (Cost $15,461,206) – 99.10%
            15,617,393  
Other Assets in Excess of  Liabilities – 0.90%
            142,187  
TOTAL NET ASSETS – 100.00%
          $ 15,759,580  

(a)
Variable rate securities, the coupon rate shown is the effective interest rate as of March 31, 2013.
(b)
U.S. traded security of a foreign issuer.
(c)
Rule 144A security which is restricted as to resale to institutional investors.  The Fund Advisor has deemed this security to be liquid based upon procedures approved by the Board of Trustees.  As of March 31, 2013 the value of these investments as $1,876,500 or 11.91% of net assets.
(d)
Rate shown is the 7-day yield as of March 31, 2013.

 

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

 
14

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
STATEMENTS OF ASSETS AND LIABILITIES
March 31, 2013 (Unaudited)

ASSETS:
     
Investments, at value (cost $15,461,206)
  $ 15,617,393  
Interest receivable
    315,044  
Receivable for fund shares sold
    146,904  
Receivable for securities sold
    602,047  
Receivable from Advisor
    15,221  
Prepaid expenses and other assets
    24,638  
Total Assets
    16,721,247  
         
LIABILITIES:
       
Payable for securities purchased
    860,900  
Distributions payable
    46,326  
Distribution fees payable
    5  
Accrued administration and accounting expenses
    25,506  
Accrued custody expenses
    2,965  
Accrued compliance fees
    1,506  
Payable to trustees
    1,422  
Accrued service fees
    2  
Accrued transfer agent fees and expenses
    9,643  
Other accrued expenses and other liabilities
    13,392  
Total Liabilities
    961,667  
         
NET ASSETS
  $ 15,759,580  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 15,581,421  
Accumulated net investment income
    5,270  
Accumulated net realized gain on investments
    16,702  
Unrealized net appreciation on investments
    156,187  
Total Net Assets
  $ 15,759,580  
         
NET ASSETS
       
         
Class A:
       
Net assets applicable to outstanding shares
  $ 84,090  
Shares issued and outstanding
    8,311  
Net asset value, redemption price per share
  $ 10.12  
Maximum offering price per share
       
  (net asset value divided by 97.00%)
  $ 10.43  
         
Institutional Class:
       
Net assets applicable to outstanding
       
  Institutional Class shares
  $ 15,675,490  
Shares issued and outstanding
    1,549,645  
Net asset value, offering price and
       
  redemption price per share
  $ 10.12  


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

 
15

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
STATEMENTS OF OPERATIONS
For the Period Ended March 31, 2013 (Unaudited)

INVESTMENT INCOME:
     
Interest income
  $ 209,441  
Consent fee income
    28,300  
Total investment income
    237,741  
         
EXPENSES:
       
Investment advisory fees (Note 4)
    35,260  
Administration and accounting fees (Note 4)
    42,129  
Distribution fees – Class A (Note 6)
    5  
Service fees – Class A (Note 7)
    2  
Audit fees
    6,736  
Federal and state registration fees
    16,205  
Transfer agent fees and expenses (Note 4)
    16,262  
Chief Compliance Officer fees and expenses (Note 4)
    4,965  
Legal fees
    3,103  
Trustees’ fees and expenses
    2,566  
Custody fees (Note 4)
    3,227  
Other expenses
    5,926  
Total expenses before reimbursement from Advisor
    136,386  
Expense reimbursement from Advisor (Note 4)
    (94,745 )
Net expenses
    41,641  
NET INVESTMENT INCOME
    196,100  
         
REALIZED AND UNREALIZED GAIN:
       
Net realized gain on investments
    16,702  
Change in unrealized appreciation
       
  (depreciation) on investments
    156,187  
Net realized and unrealized gain on investments
    172,889  
         
NET INCREASE IN NET ASSETS
       
  RESULTING FROM OPERATIONS
  $ 368,989  
 

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

 
16

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
STATEMENTS OF CHANGES IN NET ASSETS

   
October 31, 2012(1)
 
   
through
 
   
March 31, 2013
 
   
(Unaudited)
 
OPERATIONS:
     
Net investment income
  $ 196,100  
Net realized gain on investments
    16,702  
Change in unrealized appreciation on securities
    156,187  
Net increase in net assets resulting from operations
    368,989  
DISTRIBUTIONS TO SHAREHOLDERS FROM:
       
Net investment income
       
Class A
    (253 )
Institutional Class
    (190,577 )
Total distributions
    (190,830 )
CAPITAL SHARE TRANSACTIONS:
       
Proceeds from shares sold
       
Class A shares
    84,010  
Institutional Class
    16,659,113  
Proceeds from shares issued to holders in reinvestment of dividends
       
Class A shares
    254  
Institutional Class
    188,054  
Cost of shares redeemed
       
Class A shares
    (10 )
Institutional Class
    (1,350,000 )
Net increase in net assets derived from capital share transactions
    15,581,421  
TOTAL INCREASE IN NET ASSETS
    15,759,580  
NET ASSETS:
       
Beginning of period
     
End of period
  $ 15,759,580  
Accumulated net investment income, end of period
  $ 5,270  
CHANGES IN SHARES OUTSTANDING:
       
Shares sold
       
Class A
    8,287  
Institutional Class
    1,664,197  
Shares issued to holders as reinvestment of dividends
       
Class A
    25  
Institutional Class
    18,652  
Shares redeemed
       
Class A
    (1 )
Institutional Class
    (133,204 )
Net increase in shares outstanding
    1,557,956  

(1)Commencement of operations of the Fund was October 31, 2012.
 

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

 
17

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
FINANCIAL HIGHLIGHTS


For a share outstanding throughout the period
 
Class A
   
October 31, 2012*
 
   
through
 
   
March 31, 2013
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 10.00  
         
Income from investment operations:
       
Net investment income
    0.09  
Net realized and unrealized gains on securities
    0.14  
Total from investment operations
    0.23  
         
Less Distributions:
       
Dividends from net investment income
    (0.11 )
Total distributions
    (0.11 )
         
Net asset value, end of period
  $ 10.12  
         
TOTAL RETURN
    1.35 %+
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (thousands)
  $ 84.0  
Ratio of expenses to average net assets:
       
Before advisory fee waiver
 
3.83
%^
After advisory fee waiver
 
1.00
%^
Ratio of net investment income to average net assets:
       
Before advisory fee waiver
 
0.36
%^
After advisory fee waiver
 
3.19
%^
Portfolio turnover rate
    56 %+

*
Commencement of operations for shares was October 31, 2012.
+
Not Annualized.
^
Annualized.
 

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

 
18

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
FINANCIAL HIGHLIGHTS


For a share outstanding throughout the period
 
Institutional Class
   
October 31, 2012*
 
   
through
 
   
March 31, 2013
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 10.00  
         
Income from investment operations:
       
Net investment income
    0.13  
Net realized and unrealized gains on securities
    0.11  
Total from investment operations
    0.24  
         
Less Distributions:
       
Dividends from net investment income
    (0.12 )
Total distributions
    (0.12 )
         
Net asset value, end of period
  $ 10.12  
         
TOTAL RETURN
    1.96 %+
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (thousands)
  $ 15,675  
Ratio of expenses to average net assets:
       
Before advisory fee waiver
 
2.13
%^
After advisory fee waiver
 
0.65
%^
Ratio of net investment income to average net assets:
       
Before advisory fee waiver
 
1.58
%^
After advisory fee waiver
 
3.06
%^
Portfolio turnover rate
    56 %+

*
Commencement of operations for shares was October 31, 2012.
+
Not Annualized.
^
Annualized.


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

 
19

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS
March 31, 2013 (Unaudited)


NOTE 1 – ORGANIZATION
 
The Shenkman Short Duration High Income Fund (the “Fund”) is a diversified series of Advisors Series Trust (the “Trust”), which is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company.  The Fund commenced operations on October 31, 2012.  The primary investment objective of the Fund is to seek a high level of current income.  Currently, the Fund offers the Class A, Class F, and Institutional Class shares.  Class F shares became available for purchase on May 17, 2013.  Each class of shares differs principally in its respective distribution expenses and sales charges, if any.  Each class of shares has identical rights to earnings, assets and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America.
 
Security Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
Federal Income Taxes – It is the Fund’s policy to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders.  Therefore, no Federal income or excise tax provision is required.
 
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities.  Management has analyzed the Funds’ tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions to be taken in the Funds’ 2012 tax returns.  The Fund identifies its major tax jurisdictions as U.S. Federal and the state of Wisconsin; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
Securities Transactions, Income, and Distributions – Securities transactions are accounted for on the trade date.  Securities sold are determined on a specific identification process.  Interest income is recorded on an accrual basis.  Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.  Dividend income and distributions to shareholders are recorded on the ex-dividend date.  Withholding taxes on foreign dividends have been provided for in accordance with the Funds’ understanding of the applicable country’s tax rules and rates.
 

 
20

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS – Continued
March 31, 2013 (Unaudited)
 
The Funds distribute substantially all of their net investment income, if any, and net realized capital gains, if any, annually.  The amount of dividends and distributions to shareholders from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations, which differ from accounting principles generally accepted in the United States of America.  To the extent these book/tax differences are permanent, such amounts are reclassified within the capital accounts based on their Federal tax treatment.
 
Investment income, expenses (other than those specific to the class of shares), and realized and unrealized gains and losses on investments are allocated to the separate classes of the Funds’ shares based upon their relative net assets on the date income is earned or expensed and realized and unrealized gains and losses are incurred.
 
The Fund is charged for those expenses that are directly attributable to the Fund, such as investment advisory, custody and transfer agent fees.  Expenses that are not attributable to a Fund are typically allocated among the Funds proportionately based on allocation methods approved by the Board of Trustees (the “Board”).
 
Securities Purchased on a When-Issued Basis – The Fund may purchase securities on a when-issued basis, for payment and delivery at a later date, generally within one month. The price and yield are generally fixed on the date of commitment to purchase, and the value of the security is thereafter reflected in the Fund’s NAV. During the period between purchase and settlement, no payment is made by the Fund and no interest accrues to the Fund. At the time of settlement, the market value of the security may be more or less than the purchase price.
 
Redemption Fees – The Shenkman Short Duration High Income Fund charges a 1% redemption fee to shareholders who redeem shared held for 30 days or less.  Such fees are retained by the Fund and accounted for as an addition to paid-in capital.
 
Use of Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 operation during the reporting period.  Actual results could differ from those estimates.
 
Events Subsequent to the Fiscal Period End – In preparing the financial statements as of March 31, 2013, management considered the impact of subsequent events for the potential recognition or disclosure in these financial statements.
 

 
21

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS – Continued
March 31, 2013 (Unaudited)

 
Derivatives – The Fund has adopted the financial account reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification (“FASB ASC”).  The Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s result of operations and financial position.  During the period ended March 31, 2013 the Fund did not hold any derivative instruments.
 
New Accounting Pronouncement – In December 2011, FASB issued ASU No. 2011-11 related to disclosures about offsetting assets and liabilities.  The amendments in this ASU require an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position.  The ASU is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods.  The guidance requires retrospective application for all comparative periods presented.  The Fund is currently evaluating the impact ASU 2011-11 will have on the financial statement disclosures.
 
NOTE 3 – SECURITIES VALUATION
 
The Fund has adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded disclosure of valuation levels for major security types.  These inputs are summarized in the three broad levels listed below:
 
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
   
Level 2 –
Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
   
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
 

 
22

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS – Continued
March 31, 2013 (Unaudited)

 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Bank Loan Obligations – Bank loan obligations are valued at market on the basis of valuations furnished by an independent pricing service which utilizes quotations obtained from dealers in bank loans.  These securities will generally be classified in level 2 of the fair value hierarchy.
 
Debt Securities – Debt securities, such as corporate bonds, asset backed securities, mortgage backed securities, municipal bonds, U.S. Treasuries and U.S. government agency issues are valued at market on the basis of valuations furnished by an independent pricing service which utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities will generally be classified in level 2 of the fair value hierarchy.
 
Investment Companies – Investments in open-end mutual funds are valued at their net asset value per share.  To the extent, these securities are actively traded and valuation adjustments are not applied, they are categorized in level 1 of the fair value hierarchy.
 
Short-Term Securities – Short-term securities having a maturity of less than 60 days are valued at amortized cost, which approximates market value.  To the extent the inputs are observable and timely, these securities would be classified in level 2 of the fair value hierarchy.
 
Illiquid Securities – A security may be considered illiquid if it lacks a readily available market.  Securities are generally considered liquid if they can be sold or disposed of in the ordinary course of business within seven days at approximately the price at which the security is valued by the Fund.  Illiquid securities may be valued under methods approved by the Fund’s Board of Trustees as reflecting fair value.  The Fund intends to hold no more than 15% of its net assets in illiquid securities.
 
Certain restricted securities may be considered illiquid.  Restricted securities are often purchased in private placement transactions, are not registered under the Securities Act of 1933, may have contractual restrictions on resale, and may be valued under methods approved by the Fund’s Board of Trustees as reflecting fair value.  Certain restricted securities eligible for resale to qualified institutional investors, including Rule 144A securities, are not subject to the limitation on the Fund’s investment in
 

 
23

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS – Continued
March 31, 2013 (Unaudited)

 
illiquid securities if they are determined to be liquid in accordance with procedures adopted by the Fund’s Board of Trustees.  As of March 31, 2013, Shenkman Capital Management, Inc. (the “Adviser”) has determined that all the Rule 144A securities held by the Fund are considered liquid.
 
Securities for which market quotations are not readily available, or if the closing price does not represent fair value, are valued following procedures approved by the Board of Trustees (“Board”).  These procedures consider many factors, including the type of security, size of holding, trading volume and news events.  There can be no assurance that the Fund could obtain the fair value assigned to a security if they were to sell the security at approximately the time at which the Fund determines its net asset value per share.
 
The Board has delegated day-to-day valuation issues to a Valuation Committee which is comprised of one or more trustees and representatives from U.S. Bancorp Fund Services, LLC, the Fund’s administrator.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed and ratified by the Board.
 
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Fund’s securities as of March 31, 2013:
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Fixed Income
                       
  Bank Loan Obligations
  $     $ 2,702,405     $     $ 2,702,405  
  Corporate Bonds
          12,371,949             12,371,949  
Total Fixed Income
          15,074,354             15,074,354  
Short-Term
                               
  Investments
    543,039                   543,039  
Total Investments
  $ 543,039     $ 14,924,354     $     $ 15,617,393  
 
Refer to the Fund’s Schedule of Investment for a detailed break-out of securities.  Transfers between levels are recognized at March 31, 2013, the end of the reporting period.  The Fund recognized no transfers between levels. There were no level 3 securities held in the Fund during the period ended March 31, 2013.
 
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Fund has an investment advisory agreement with Shenkman Capital Management, Inc. pursuant to which the Adviser is responsible for providing investment management services to the Fund.  The Adviser furnished all
 

 
24

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS – Continued
March 31, 2013 (Unaudited)

 
investment advice, office space and facilities, and provides most of the personnel needed by the Fund.  As compensation for its services, Shenkman Capital Management, Inc. is entitled to a fee, computed daily and payable monthly.  The Fund pays fees calculated at an annual rate of 0.55% based upon the Fund’s average daily net assets.  For the period ended March 31, 2013, the Fund incurred $35,260 in advisory fees.  Advisory fees payable at March 31, 2013 were $7,432.
 
The Fund is responsible for its own operating expenses.  The Advisor has contractually agreed to waive its fees and/or absorb expenses of the Fund to the extent necessary to limit the Fund’s aggregate annual operating expenses (excluding Acquired Fund Fees and Expenses, taxes, interest, dividends in securities sold short, and extraordinary expenses) to the following amounts of the average daily net assets for each class of shares:
 
 
Class A
1.00%
 
 
Institutional Class
0.65%
 
 
Any such reduction made by the Adviser in its fees or payment of expenses which are the Fund’s obligation are subject to reimbursement by the Fund to the Adviser, if so requested by the Adviser, in subsequent fiscal years if the aggregate amount actually paid by the Fund toward the operating expenses for such fiscal year (taking into account the reimbursement) does not exceed the applicable limitation on Fund’s expenses. The Adviser is permitted to be reimbursed only for fee reductions and expense payments made in the previous three fiscal years.  Any such reimbursement is also contingent upon Board of Trustees review and approval at the time the reimbursement is made. Such reimbursement may not be paid prior to the Fund’s payment of current ordinary operating expenses. For the period ended March 31, 2013, the Adviser reduced its fees in the amount of $94,745.  No amounts were reimbursed to the Adviser.  Cumulative expenses subject to recapture pursuant to the aforementioned conditions expire as follows:
 
 
Year
 
Amount
 
 
2016
  $ 94,745  
      $ 94,745  
 
U.S. Bancorp Fund Services, LLC (the “Administrator”) acts as the Fund’s Administrator under an Administration Agreement.  The Administrator prepares various federal and state regulatory filings, reports and returns for the Fund; prepares reports and materials to be supplied to the Trustees; monitors the activities of the Fund’s custodian, transfer agent and accountants; coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals.  U.S. Bancorp Fund Services, LLC also serves as the fund accountant, Chief Compliance Officer
 

 
25

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS – Continued
March 31, 2013 (Unaudited)

 
and transfer agent to the Fund.  U.S. Bank N.A. an affiliate of U.S. Bancorp Fund Services, serves as the Funds’ custodian.  For the period ended March 31, 2013, the Fund incurred the following expenses for administration, fund accounting, transfer agency, custody and Chief Compliance Officer fees:
 
 
Administration & accounting
  $ 42,129  
 
Custody
  $ 3,227  
 
Transfer agency (a)
  $ 13,711  
 
Chief Compliance Officer
  $ 4,965  
           
 
(a) Does not include out-of-pocket expenses
 
 
At March 31, 2013, the Fund had payables due to U.S. Bancorp Fund Services, LLC for administration, fund accounting, transfer agency and Chief Compliance Officer fees and to U.S. Bank N.A. for custody fees in the following amounts:
 
 
Administration & accounting
  $ 25,506  
 
Custody
  $ 2,965  
 
Transfer agency (a)
  $ 7,967  
 
Chief Compliance Officer
  $ 1,506  
           
 
(a) Does not include out-of-pocket expenses
 
 
Quasar Distributors, LLC (the “Distributor”) acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  The Distributor is an affiliate of the Administrator.
 
Certain officers of the Fund are employees of the Administrator.
 
NOTE 6 – DISTRIBUTION AGREEMENT AND PLAN
 
The Fund adopted a Distribution Plan pursuant to Rule 12b-1 (the “Plan”).  The Plan permits the Fund to pay for distribution and related expenses at an annual rate of up to 0.25% of the average daily net assets of the Fund’s Class A shares.  The expenses covered by the Plan may include the cost in connection with the promotion and distribution of shares and the provision of personal services to shareholders, including, but not necessarily limited to, advertising, compensation to underwriters, dealers and selling personnel, the printing and mailing of prospectuses to other than current Fund shareholders, and the printing and mailing of sales literature.  Payments made pursuant to the Plan will represent compensation for distribution and service activities, not reimbursements for specific expenses incurred.  For the period ended March 31, 2013, the Fund incurred distribution expenses on their Class A shares of $5.
 
NOTE 7 – SHAREHOLDER SERVICING FEE
 
The Fund entered into a shareholder servicing agreement (the “Agreement”) with the Advisor, under which the Advisor will provide, or arrange for others to provide, certain specified shareholder services.  As
 

 
26

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTES TO FINANCIAL STATEMENTS – Continued
March 31, 2013 (Unaudited)

 
compensation for the provision of shareholder services, the Fund may pay servicing fees at an annual rate of 0.10% of the average daily net assets of the Class A shares.  Payments to the Advisor under the Agreement may reimburse the Advisor for payments it makes to selected brokers, dealers and administrators which have entered into service agreements with the Advisor for services provided to shareholders of the Fund.  The services provided by such intermediaries are primarily designed to assist shareholders of the Fund and include the furnishing of office space and equipment, telephone facilities, personnel, and assistance to the Fund in servicing such shareholders.  Services provided by such intermediaries also include the provision of support services to the Fund and include establishing and maintaining shareholders’ accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Fund, and providing such other personal services to shareholders as the Fund may reasonably request.  For the period ended March 31, 2013, the Class A shares incurred $2 in shareholder servicing fees.
 
NOTE 8 – PURCHASES AND SALES OF SECURITIES
 
For the period ended March 31, 2013, the cost of purchases and the proceeds from sales of securities (excluding short-term securities) were $23,648,527 and $8,518,892. There were no purchases or sales of U.S. government obligations during the period ended March 31, 2013.
 


 
27

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT
March 31, 2013 (Unaudited)

At a meeting held on September 18-20, 2012, the Board of Trustees of Advisors Series Trust, including all the persons who are Independent Trustees as defined under the Investment Company Act of 1940, as amended, considered and approved the initial investment advisory agreement (“Advisory Agreement”) for the Shenkman Short Duration High Income Fund (the “Fund”) for a period not to exceed two years. Prior to this meeting, the Board received and reviewed substantial information regarding the Fund, the Advisor, and the services expected to be provided by the Advisor to the Fund under the Advisory Agreement.  This information formed the primary (but not exclusive) basis for the Board’s determinations.  Below is a summary of the factors considered by the Board and the conclusions that formed the basis for the Board’s approval of the initial Advisory Agreement:
 
The full Board, which includes a majority of Independent Trustees, took into consideration, among other things, the nature, extent and quality of the services to be provided by the Advisor under the Advisory Agreement.  The Board considered the Advisor’s specific responsibilities in all aspects of day-to-day management of the Fund.  The Board considered the qualifications, experience and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Advisor that would be involved in the day-to-day activities of the Fund, noting that the Advisor currently sub-advises a number of other mutual funds with the same or similar strategy.  The Board also considered the resources and compliance structure of the Advisor, including information regarding its compliance program, its chief compliance officer and the Advisor’s compliance record and business continuity plan.  The Board also considered the Advisor’s business plan, noting that the Advisor currently manages separate accounts with substantially similar objectives, policies, strategies and risks as the Fund.  After discussion, the Board concluded that the Advisor has the quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Advisory Agreement and that the nature, overall quality, cost and extent of such management services will be satisfactory.
 
The Trustees then discussed the expected costs of the services to be provided by the Advisor and the structure of the Advisor’s fees under the Advisory Agreement.  In considering the advisory fee and anticipated total fees and expenses of the Fund, the Board reviewed and compared the Fund’s anticipated fees and expenses to those funds in its Lipper peer groups, as well as the fees and expenses for similar types of accounts managed by the Advisor.  The Board viewed such information as a whole as useful in assessing whether the Advisor would be able to provide services at a cost that was competitive with other similar funds and consistent with an arm’s length bargaining process.  The Trustees also took into account the proposed expense waivers.

 
28

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT – Continued
March 31, 2013 (Unaudited)
 
The Board noted that the Advisor was agreeing to waive its advisory fees and reimburse the Fund for certain of its expenses to the extent necessary to maintain an annual expense ratio, excluding acquired fund fees and expenses, of 1.00% for Class A shares, 1.75% for Class C shares and 0.65% for Institutional Class shares (the “Expense Caps”).
 
The Board noted that the Fund’s expected total operating expenses for Class A and Institutional Class shares were below the peer group median and average and the contractual advisory fee was below the peer group median and average, though the expected total operating expenses for Class C shares were above the peer group median and average.  The Board also noted that the Fund’s expected contractual advisory fee was in line with the fees charged by the Advisor to many of its comparable separately managed account clients.
 
The Board concluded that the fees to be paid to the Advisor were fair and reasonable.
 
The Board also considered economies of scale that would be expected to be realized by the Advisor as the assets of the Fund grew.  The Board noted that the Advisor would be contractually agreeing to reduce its advisory fees or reimburse Fund expenses indefinitely, but in no event for less than a one year term, so that the Fund does not exceed the Expense Caps.  The Board concluded that there were no effective economies of scale to be shared by the Advisor at this time, but indicated that this issue would be revisited in the future as circumstances changed and asset levels increased.
 
The Board then considered the profits expected to be realized by the Advisor from its relationship with the Fund.  The Board reviewed the Advisor’s financial information and took into account both the expected direct benefits and the indirect benefits to the Advisor from advising the Fund.  The Board considered the expected profitability to the Advisor from its relationship with the Fund and considered any additional benefits that may be derived by the Advisor from its relationship with the Fund, such as benefits received in exchange for Rule 12b-1 fees on Class A and Class C shares of the Fund.  After such review, the Board determined that the expected profitability to the Advisor with respect to the Advisory Agreement was not excessive, and that the Advisor should be able to maintain adequate profit levels to support the services it provides to the Fund.
 
No single factor was determinative of the Board’s decision to approve the Advisory Agreement; rather, the Trustees based their determination on the total mix of information available to them.  Based on a consideration of all the factors in their totality, the Trustees determined that the advisory arrangement with the Advisor, including advisory fees, was fair and reasonable to the Fund.  The Board, including a majority of Independent Trustees, therefore determined that the approval of the Advisory Agreement was in the best interests of the Fund and its shareholders.

 
29

 
SHENKMAN SHORT DURATION HIGH INCOME FUND
 
NOTICE TO SHAREHOLDERS
March 31, 2013 (Unaudited)

How to Obtain a Copy of the Funds’ Proxy Voting Policies
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 1-855-SHENKMAN (1-855-743-6562) or on the U.S. Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
 
How to Obtain a Copy of the Funds’ Proxy Voting Records for the 12-Month Period Ended June 30, 2013
 
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 will be available without charge, upon request, by calling 1-855-SHENKMAN (1-855-743-6562) after August 31, 2013.  Furthermore, you can obtain the Fund’s proxy voting records on the SEC’s website at http://www.sec.gov.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 1-202-551-8090.  Information included in the Funds’ Form N-Q is also available, upon request, by calling 1-855-SHENKMAN (1-855-743-6562).
 
Trustees and Officers
 
The Fund’s Statement of Additional Information includes additional information about the Fund’s Trustees and Officers and is available, without charge, upon request by calling 1-855-SHENKMAN (1-855-743-6562) or by visiting the Fund’s website at www.shenkmanfunds.com.
 
Householding
 
In an effort to decrease costs, the Transfer Agent intends to reduce the number of duplicate prospectuses, annual and semi-annual reports, proxy statements and other regulatory documents you receive by sending only one copy of each to those addresses shared by two or more accounts and to shareholders 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 toll-free at 1-855-SHENKMAN (1-855-743-6562) to request individual copies of these documents.  Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request.  This policy does not apply to account statements.


 
30

 
 
















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Advisor
Shenkman Capital Management, Inc.
461 Fifth Avenue, 22nd Floor
New York, NY  10017

Distributor
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, WI  53202

Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI  53202
(877) 273-8635

Custodian
U.S. Bank N.A.
1555 N. River Center Drive, Suite 302
Milwaukee, WI  53212

Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, PA  19103

Legal Counsel
Paul Hastings LLP
75 East 55th Street
New York, NY  10022-3205







This report is intended for shareholders of the Fund and may not be used as sales literature unless preceded or accompanied by a current prospectus.
 
Past performance results shown in this report should not be considered a representation of future performance.  Share price and returns will fluctuate so that shares, when redeemed, may be worth more or less than their original cost.  Statements and other information herein are dated and are subject to change.

 

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 registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

(a)  
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 shareholders may recommend nominees to the Registrant’s Board of Trustees.

Item 11. Controls and Procedures.

(a)  
The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer 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 second fiscal quarter of 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. Exhibits.

(a)  
(1) Any code of ethics or amendment thereto, that is 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) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed 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.

(b)  
Certification 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)  Advisors Series Trust                                                                                                

By (Signature and Title)*    /s/Douglas G. Hess
Douglas G. Hess, President

Date    June 6, 2013


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/Douglas G. Hess
Douglas G. Hess, President

Date    June 6, 2013

 
By (Signature and Title)*    /s/Cheryl L. King
Cheryl L. King, Treasurer

Date    June 7, 2013

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