N-CSR 1 elvf-ncsra.htm EDGAR LOMAX VALUE FUND ANNUAL REPORT 10-31-14 elvf-ncsra.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 St.
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:  October 31, 2014


Date of reporting period:  October 31, 2014

 
 

 

Item 1. Reports to Stockholders.
 
 



 







Annual Report


For the year ended
October 31, 2014

 
 

 
EDGAR LOMAX VALUE FUND

Annual Report
October 31, 2014
 
Dear Fellow Shareholder:
 
It was a particularly exciting year to be an investor in the Edgar Lomax Value Fund and, truth be told, it was satisfying as the investment manager to witness the Fund’s good reputation bring in a notably larger group of investors.  Specifically, during the twelve months ended October 31, 2014, large-company (that is, “large-cap”) stocks in general strongly outperformed small- and mid-sized companies.  For example, the large-cap S&P 500 Index returned 17.27% while the S&P SmallCap 600 Index rose just 9.29%.  Meanwhile, your Fund outperformed all three of its large-cap benchmarks (see below).  Consequently, total assets in the Fund grew—through stock performance and additional shareholders—by almost 50%, ending the fiscal year at another all-time high of approximately $63 million.
 
With that introduction, let’s get right to the numbers.  The following table summarizes the Fund’s average annual total returns through this past October 31:
 
   
S&P 500/Citigroup
 
Lipper Large-Cap
 
Fund
Value Index
S&P 500 Index
Value Funds Index
1-year
17.94%
14.96%
17.27%
14.44%
5-year
16.12%
16.02%
16.69%
14.67%
10-year
  7.92%
  7.29%
  8.20%
  7.29%
 
Please note that the Fund outpaced  both the S&P 500/Citigroup Value Index and its Lipper “style” index over all three periods, and it also beat the broad-market S&P 500 last year.
 
Performance data quoted represents past performance and does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by calling (866) 205-0524 or visiting www.edgarlomax.com.  Before deducting fees that the Advisor contractually waived or expenses of the Fund that the Advisor absorbed, the gross expense ratio is 1.41%*; however, after such waivers or absorptions by the Advisor, the Fund’s net expense ratio is 0.96%.
 
The Fund’s fiscal year ended much the way it began.  Thus, two major comments we made at mid-year (in the Fund’s semi-annual report) are every bit as relevant now.  First, the current “bull market” has run longer than most have historically.  We have witnessed the S&P 500 Index practically triple from its low on March 9, 2009.  In light of this fact, we simply encourage you to do as we do and remain respectful of the stock market and the always-present risks of stock investing.  The stock market absolutely will experience “up” and “down” periods, but we believe large “blue-chip” companies, such as those we buy (that is, companies with generally solid balance sheets and long histories of profitability), can perform relatively well in both types of markets.
 
The second comment that warrants a reiteration from mid-year regards a significant development in U.S. monetary policy.  In the wake of the 2008-2009 Great Recession, the Federal Reserve took action to attempt to stimulate the economy, mainly through a money-printing program famously known as Quantitative Easing (or “QE”).  The fact is, much of this money found its way into the securities markets including, with interest rates near
____________________
 
*
Figures are from the Fund’s prospectus dated February 28, 2014. The Advisor has contractually agreed to waive its fees and/or absorb expenses of the Fund to ensure that Net Annual Fund Operating Expenses do not exceed 0.96% (excluding “Acquired Funds Fees and Expenses” and extraordinary expenses) through at least February 27, 2015. Prior to January 1, 2014, the contractual expense cap was 0.99%.  In addition, the Advisor has voluntarily agreed to waive a portion of its investment advisory fee contingent upon the Fund’s performance versus the S&P 500/Citigroup Value Index. While the Advisor may discontinue its voluntary waiver any time after February 27, 2015, it has no intention of doing so.
 

 
 

 
 

zero, into stocks . . . whose prices naturally rose.  With the government as a “partner,” stock investors became less cautious and, as we long maintained, artificially drove up the prices of smaller-cap stocks (many of which were not even profitable) vis-à-vis the large-caps that we buy.  Well, this year the Federal Reserve stopped adding additional funds through QE to the economy and signaled its intention to, over time, withdraw the huge tally it injected over the last 6 years.  We believe that the wide outperformance of large-cap stocks over small-caps this past fiscal year, as well as our own pleasing returns, are early—and hopefully long running—consequences of this return to a more merit-based equity market.
 
It is fitting, at this point, to talk specifically about a few of our holdings and how each performed during the year ended October 31, 2014.  As a reminder, a complete listing can be found in this report’s “Schedule of Investments.”  On an economic sector basis, our Information Technology holdings were the big winners with a composite gain of almost 36%.  Driving this were gains of 50% from Hewlett Packard and 43% from Intel.  These were classic “value” stocks, with low price-to-earnings ratios (or (“P/Es”) and generous dividend payments, when we first bought them.  Their profits have been so strong that, even after their outsized price appreciation this past year, their P/Es remain attractive at 13 and 16, respectively.
 
A similar story played out in our Health Care sector (up about 26% this year).  Its biggest contributor was UnitedHealth Group, which gained 41%, and still sports a 17 P/E after several years of strong investment returns.  We believe it to be a key player in a business that will ultimately touch each of our lives (and wallets).  Another of our perennial favorites, and in the same sector, is Pfizer.  Though it delivered a relatively paltry 1% gain during the twelve months ended this past October 31, we like it for the same reasons discussed mid-year.  That is, Pfizer remains very profitable, pays an above-market dividend yield of just over 3% and certainly has the financial resources (strong balance sheet with ample cash) to compete in a dynamic and growing industry.
 
Once again, we greatly appreciate your investment in the Fund and your apparent confidence in us.  We take neither for granted.  Meanwhile, we will continue to seek strong returns with, to the best of our ability, the lowest possible risk.
 
Cordially,
 
Randall R. Eley
Phillip A. Titzer
Chief Investment Officer
Portfolio Manager
____________________
 
Must be preceded or accompanied by a prospectus.
 
Mutual fund investing involves risk; principal loss is possible.  “Value” investing as a strategy may be out of favor in the market for an extended period. Value stocks can perform differently from the market as a whole and from other types of stocks.
 
Investment performance reflects expense waivers in effect.  In the absence of such waivers, total return would be reduced.
 
The opinions expressed are those of the investment advisor, are subject to change, and forecasts made cannot be guaranteed.  Fund holdings and sector allocations are subject to change and should not be considered recommendations to buy or sell any security.  Please see the Schedule of Investments in this report for current Fund holdings information.
 
The Price-to-Earnings (P/E) Ratio is calculated by dividing the current price of a stock by the company’s trailing 12 months’ earnings per share.
 
The Dividend Yield is calculated by dividing a company’s per-share projected annual dividend payment by the company’s stock price per share.
 
The S&P 500 Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.  The S&P 500/Citigroup Value Index is a capitalization-weighted index of stocks in the S&P 500 Index which exhibit strong value characteristics.  The S&P SmallCap 600 Index is an unmanaged capitalization-weighted index of 600 stocks designed to represent small-sized companies in the U.S.  The Lipper Large-Cap Value Funds Index measures the performance of 30 of the largest funds in the large cap value category as tracked by Lipper, Inc.  You cannot invest directly in an index.
 

 
2

 
EDGAR LOMAX VALUE FUND

Comparison of the change in value of a hypothetical $10,000 investment in the Edgar Lomax Value Fund vs.
the S&P 500® Index, the S&P 500®/Citigroup Value Index, and the Lipper Large-Cap Value Funds Index
 

Average Annual Total Return:
     
 
One Year
Five Years1
Ten Years1
Edgar Lomax Value Fund
17.94%
16.12%
7.92%
S&P 500® Index
17.27%
16.69%
8.20%
S&P 500®/Citigroup Value Index
14.96%
16.02%
7.29%
Lipper Large-Cap Value Funds Index
14.44%
14.67%
7.29%
 
Past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling (866) 205-0524 or visiting www.edgarlomax.com.
 
Returns reflect reinvestment of dividends and capital gains distributions.  Fee waivers are in effect.  In the absence of fee waivers, returns would be reduced. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions, or redemption of Fund shares. Indices do not incur expenses and are not available for investment.
 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.
 
The S&P 500®/Citigroup Value Index is a market-value-weighted index of stocks in the S&P 500® Index which score highest based on an average of book-to-price ratio, sales-to-price ratio and earnings-to-price ratio, representing 50% of the total market value of the S&P 500® Index.
 
The Lipper Large-Cap Value Funds Index consists of the largest funds as tracked by Lipper, Inc.  Large Cap Value Funds seek long-term growth of capital by investing in companies that are considered to be undervalued relative to a major unmanaged stock index based on price-to-current earnings, book value, asset value, or other factors. Lipper rankings are based on total returns, including reinvestment of dividends and capital gains for the stated period; this calculation does not include sales charges.
 
Average Annual Total Return represents the average annual change in account value over the period indicated.
 

 
3

 
EDGAR LOMAX VALUE FUND

EXPENSE EXAMPLE at October 31, 2014 (Unaudited)

 
Shareholders in mutual funds generally incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. The Edgar Lomax Value Fund is a no-load mutual fund and has no shareholder transaction 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 and held for the entire period (5/1/14 – 10/31/14).
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses, with actual net expenses being limited to 0.96% per the advisory agreement. For the period November 1, 2013 through December 31, 2013, the Advisor agreed to limit the Fund’s net annual operating expenses to 0.99% of average net assets. Effective January 1, 2014, the Advisor has agreed to limit net annual operating expenses to 0.96% of average net assets. In addition, the Advisor has voluntarily agreed to waive a portion of its advisory fee contingent upon the Fund’s performance versus the S&P 500® Value Index (see Note 4 of the Notes to Financial Statements). The amount of the voluntary waiver will depend upon the size of the Fund’s assets as of the end of each month. If the Advisor waives advisory fees under this arrangement, it has also agreed to absorb all expenses, other than advisory fees. For the six months ended October 31, 2014, the Fund’s aggregate annual operating expenses were reduced to 0.71%. Although the Fund charges no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks, and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent. The Example below includes, but is not limited to, management fees, fund accounting, custody and transfer agent fees. You may use the information in the first line of the table, 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 table below 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 the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and will not help you determine the relative total costs of owning different funds, as they may charge transactional costs, such as sales charges (loads), redemption fees, or exchange fees.
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period*
 
5/1/14
10/31/14
5/1/14 – 10/31/14
Actual
$1,000.00
$1,079.10
$3.72
Hypothetical (5% return before expenses)
$1,000.00
$1,021.63
$3.62
 
*
Expenses are equal to the Fund’s annualized expense ratio of 0.71%, multiplied by the average account value over the period, multiplied by 184 (days in most recent fiscal half-year)/365 days to reflect the one-half year expense.

 
 
4

 
EDGAR LOMAX VALUE FUND

INDUSTRY ALLOCATION OF PORTFOLIO ASSETS at October 31, 2014 (Unaudited)

 

 
 
Percentages represent market value as a percentage of total investments.

 
5

 
EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at October 31, 2014

Shares
 
COMMON STOCKS - 95.99%
 
Value
 
   
Beverage and Tobacco Product Manufacturing - 1.33%
     
  4,650  
Altria Group, Inc.
  $ 224,781  
  6,900  
Coca-Cola Co.
    288,972  
  3,400  
PepsiCo, Inc.
    326,978  
            840,731  
     
Chemical Manufacturing - 13.13%
       
  13,800  
AbbVie, Inc.
    875,748  
  5,400  
Bristol-Myers Squibb Co.
    314,226  
  25,000  
Dow Chemical Co.
    1,235,000  
  4,338  
E. I. du Pont de Nemours and Co.
    299,973  
  17,900  
Eli Lilly & Co.
    1,187,307  
  3,100  
Johnson & Johnson
    334,118  
  22,800  
Merck & Co., Inc.
    1,321,032  
  90,502  
Pfizer, Inc.
    2,710,535  
            8,277,939  
     
Computer and Electronic Product Manufacturing - 13.75%
       
  66,700  
Cisco Systems, Inc.
    1,632,149  
  51,600  
Hewlett-Packard Co.
    1,851,408  
  106,800  
Intel Corp.
    3,632,268  
  11,800  
Raytheon Co.
    1,225,784  
  6,500  
Texas Instruments, Inc.
    322,790  
            8,664,399  
     
Credit Intermediation and Related Activities - 4.21%
       
  2,500  
Capital One Financial Corp.
    206,925  
  3,600  
Citigroup, Inc.
    192,708  
  9,300  
JPMorgan Chase & Co.
    562,464  
  31,900  
Wells Fargo & Co.
    1,693,571  
            2,655,668  
     
Food Services and Drinking Places - 3.26%
       
  21,900  
McDonald’s Corp.
    2,052,687  
 
The accompanying notes are an integral part of these financial statements.

 
 
6

 
EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at October 31, 2014, continued

Shares
 
COMMON STOCKS - 95.99%
 
Value
 
   
General Merchandise Stores - 7.12%
     
  38,700  
Target Corp.
  $ 2,392,434  
  27,500  
Wal-Mart Stores, Inc.
    2,097,425  
            4,489,859  
     
Health and Personal Care Stores - 0.91%
       
  8,900  
Walgreen Co.
    571,558  
               
     
Insurance Carriers and Related Activities - 10.77%
       
  50,800  
Allstate Corp.
    3,294,380  
  36,800  
UnitedHealth Group, Inc.
    3,496,368  
            6,790,748  
     
Machinery Manufacturing - 3.44%
       
  83,900  
General Electric Co.
    2,165,459  
               
     
Management of Companies and Enterprises - 2.17%
       
  4,600  
Goldman Sachs Group, Inc.
    873,954  
  14,100  
Morgan Stanley
    492,795  
            1,366,749  
     
Merchant Wholesalers, Nondurable Goods - 0.49%
       
  3,500  
Procter & Gamble Co.
    305,445  
               
     
Mining (except Oil and Gas) - 0.34%
       
  7,600  
Freeport-McMoRan Copper & Gold, Inc.
    216,600  
               
     
Miscellaneous Manufacturing - 3.19%
       
  4,100  
Baxter International, Inc.
    287,574  
  25,300  
Medtronic, Inc.
    1,724,448  
            2,012,022  
     
Motion Picture and Sound Recording Industries - 1.49%
       
  11,800  
Time Warner, Inc.
    937,746  
               
     
Oil and Gas Extraction - 2.25%
       
  7,300  
Apache Corp.
    563,560  
  9,600  
Occidental Petroleum Corp.
    853,728  
            1,417,288  
 
The accompanying notes are an integral part of these financial statements.

 
 
7

 
EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at October 31, 2014, continued

Shares
 
COMMON STOCKS - 95.99%
 
Value
 
   
Petroleum and Coal Products Manufacturing - 6.35%
     
  16,500  
Chevron Corp.
  $ 1,979,175  
  12,900  
ConocoPhillips
    930,735  
  11,300  
Exxon Mobil Corp.
    1,092,823  
            4,002,733  
     
Professional, Scientific, and Technical Services - 0.44%
       
  1,700  
Amgen, Inc.
    275,706  
 
 
 
 
Publishing Industries (except Internet) - 5.94%
       
  62,000  
Microsoft Corp.
    2,910,900  
  1,212  
Time, Inc. (a)
    27,379  
  23,400  
Twenty-First Century Fox, Inc. - Class A
    806,832  
            3,745,111  
     
Rail Transportation - 3.16%
       
  15,600  
Norfolk Southern Corp.
    1,725,984  
  2,300  
Union Pacific Corp.
    267,835  
            1,993,819  
     
Real Estate - 0.56%
       
  1,900  
Simon Property Group, Inc.
    340,499  
  750  
Washington Prime Group, Inc.
    13,222  
            353,721  
     
Telecommunications - 4.54%
       
  48,600  
AT&T, Inc.
    1,693,224  
  23,200  
Verizon Communications, Inc.
    1,165,800  
            2,859,024  
     
Transportation Equipment Manufacturing - 3.09%
       
  18,500  
Ford Motor Co.
    260,665  
  5,400  
General Dynamics Corp.
    754,704  
  4,900  
Lockheed Martin Corp.
    933,793  
            1,949,162  
 
The accompanying notes are an integral part of these financial statements.

 
 
8

 
EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at October 31, 2014, continued

Shares
 
COMMON STOCKS - 95.99%
 
Value
 
   
Utilities - 4.06%
     
  5,800  
American Electric Power Co., Inc.
  $ 338,372  
  52,000  
Exelon Corp.
    1,902,680  
  6,900  
Southern Co.
    319,884  
            2,560,936  
     
TOTAL COMMON STOCKS (Cost $49,243,400)
    60,505,110  
               
Shares
 
SHORT-TERM INVESTMENTS - 3.89%
 
Value
 
  2,451,796  
Invesco STIT-STIC Prime Portfolio, 0.01% (b)
    2,451,796  
     
TOTAL SHORT-TERM INVESTMENTS (Cost $2,451,796)
    2,451,796  
     
TOTAL INVESTMENTS IN SECURITIES
       
     
  (Cost $51,695,196) - 99.88%
    62,956,906  
     
Other Assets in Excess of Liabilities - 0.12%
    78,501  
     
TOTAL NET ASSETS - 100.00%
  $ 63,035,407  

(a)
Non-income producing security.
(b)
Rate shown is the 7-day annualized yield as of October 31, 2014.
 
The accompanying notes are an integral part of these financial statements.

 
 
9

 
EDGAR LOMAX VALUE FUND

STATEMENT OF ASSETS AND LIABILITIES at October 31, 2014

ASSETS
     
Investments in securities, at value (identified cost $51,695,196)
  $ 62,956,906  
Receivables
       
Fund shares sold
    129,004  
Dividends and interest
    68,781  
Prepaid expenses
    6,216  
Total assets
    63,160,907  
         
LIABILITIES
       
Payables
       
Fund shares redeemed
    37,352  
Administration fees
    28,336  
Audit fees
    18,601  
Advisory fees
    11,916  
Transfer agent fees and expenses
    11,235  
Fund accounting fees
    7,695  
Shareholder reporting
    3,671  
Legal fees
    3,459  
Chief Compliance Officer fee
    2,000  
Custody fees
    620  
Accrued other expenses
    615  
Total liabilities
    125,500  
         
NET ASSETS
  $ 63,035,407  
         
Net asset value, offering and redemption price per share
       
  [$63,035,407/3,981,597 shares outstanding;
       
  unlimited number of shares (par value $0.01) authorized]
  $ 15.83  
         
COMPONENTS OF NET ASSETS
       
Paid-in capital
  $ 45,182,388  
Undistributed net investment income
    889,295  
Accumulated net realized gain on investments
    5,702,014  
Net unrealized appreciation on investments
    11,261,710  
Net assets
  $ 63,035,407  
 
The accompanying notes are an integral part of these financial statements.

 
 
10

 
EDGAR LOMAX VALUE FUND

STATEMENT OF OPERATIONS – For the year ended October 31, 2014

INVESTMENT INCOME
     
Dividends
  $ 1,303,190  
Interest
    1,689  
Total investment income
    1,304,879  
         
EXPENSES
       
Advisory fees (Note 4)
    399,678  
Adminstration fees (Note 4)
    98,732  
Transfer agent fees and expenses (Note 4)
    50,250  
Fund accounting fees (Note 4)
    30,890  
Registration fees
    22,437  
Audit fees
    18,601  
Legal fees
    9,790  
Custody fees (Note 4)
    9,423  
Chief Compliance Officer fee (Note 4)
    7,834  
Trustee fees
    7,064  
Reports to shareholders
    4,490  
Insurance expense
    3,091  
Other expenses
    5,176  
Total expenses
    667,456  
Less: advisory fee waiver and expense reimbursement (Note 4)
    (366,032 )
Net expenses
    301,424  
Net investment income
    1,003,455  
         
REALIZED AND UNREALIZED GAIN ON INVESTMENTS
       
Net realized gain on investments
    5,742,488  
Net change in unrealized appreciation on investments
    1,550,523  
Net realized and unrealized gain on investments
    7,293,011  
Net Increase in Net Assets Resulting from Operations
  $ 8,296,466  
 
The accompanying notes are an integral part of these financial statements.

 
 
11

 
EDGAR LOMAX VALUE FUND

STATEMENTS OF CHANGES IN NET ASSETS

   
Year Ended
   
Year Ended
 
   
October 31, 2014
   
October 31, 2013
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income
  $ 1,003,455     $ 790,467  
Net realized gain on investments
    5,742,488       1,581,223  
Net change in unrealized appreciation on investments
    1,550,523       6,164,369  
Net increase in net assets resulting from operations
    8,296,466       8,536,059  
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
    (799,197 )     (753,995 )
From net realized gain on investments
    (305,790 )      
Total distributions to shareholders
    (1,104,987 )     (753,995 )
                 
CAPITAL SHARE TRANSACTIONS
               
Net increase/(decrease) in net assets derived
               
  from net change in outstanding shares (a)
    12,621,052       (175,941 )
Total increase in net assets
    19,812,531       7,606,123  
                 
NET ASSETS
               
Beginning of year
    43,222,876       35,616,753  
End of year
  $ 63,035,407     $ 43,222,876  
                 
Undistributed net investment income at end of year
  $ 889,295     $ 685,220  

(a)  A summary of share transactions is as follows:

   
Year Ended
   
Year Ended
 
   
October 31, 2014
   
October 31, 2013
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
    1,072,297     $ 16,072,633       309,508     $ 3,920,650  
Shares issued on reinvestments of distributions
    80,926       1,103,026       67,968       752,405  
Shares redeemed
    (309,572 )     (4,554,607 )     (398,861 )     (4,848,996 )
Net increase/(decrease)
    843,651     $ 12,621,052       (21,385 )   $ (175,941 )
 
The accompanying notes are an integral part of these financial statements.

 
 
12

 
EDGAR LOMAX VALUE FUND

FINANCIAL HIGHLIGHTS
For a share outstanding throughout each year

   
Year Ended October 31
 
   
2014
   
2013
   
2012
   
2011
   
2010
 
Net asset value, beginning of year
  $ 13.77     $ 11.27     $ 10.39     $ 9.58     $ 8.41  
                                         
Income from investment operations:
                                       
Net investment income
    0.26       0.25       0.23       0.24       0.23  
Net realized and unrealized
                                       
  gain on investments
    2.15       2.49       0.88       0.79       1.14  
Total from investment operations
    2.41       2.74       1.11       1.03       1.37  
                                         
Less distributions:
                                       
From net investment income
    (0.25 )     (0.24 )     (0.23 )     (0.22 )     (0.20 )
From net realized gain on investments
    (0.10 )                        
Total distributions
    (0.35 )     (0.24 )     (0.23 )     (0.22 )     (0.20 )
                                         
Net asset value, end of year
  $ 15.83     $ 13.77     $ 11.27     $ 10.39     $ 9.58  
                                         
Total return
    17.94 %     24.83 %     10.95 %     10.92 %     16.52 %
                                         
Ratios/supplemental data:
                                       
Net assets, end of year (thousands)
  $ 63,035     $ 43,223     $ 35,617     $ 28,389     $ 24,695  
                                         
Ratio of expenses to average net assets:
                                       
Before fees waived and expenses absorbed
    1.33 %     1.41 %     1.43 %     1.52 %     1.60 %
After fees waived and expenses absorbed
    0.60 %     0.76 %     0.99 %     0.99 %     0.94 %
                                         
Ratio of net investment income to average net assets:
                                       
Before fees waived and expenses absorbed
    1.28 %     1.41 %     1.69 %     1.65 %     1.65 %
After fees waived and expenses absorbed
    2.01 %     2.06 %     2.13 %     2.18 %     2.31 %
                                         
Portfolio turnover rate
    43.36 %     32.36 %     45.61 %     39.50 %     54.45 %
 
The accompanying notes are an integral part of these financial statements.

 
 
13

 
EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at October 31, 2014

NOTE 1 – ORGANIZATION
 
The Edgar Lomax Value Fund (the “Fund”) is a diversified series of Advisors Series Trust (the “Trust”), which is registered under the Investment Company Act of 1940 as an open-end management investment company.  The Fund’s investment objective is to seek long-term capital growth while providing some income.  The Fund began operations on December 12, 1997.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America.
 
 
A.
Security Valuation: All investments in securities are recorded at their estimated fair value, as described in note 3.
 
 
B.
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 Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for the open tax years 2011-2013, or expected to be taken in the Fund’s 2014 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.
 
 
C.
Securities Transactions, Income and Distributions: Securities transactions are accounted for on the trade date. Realized gains and losses on securities sold are determined on a first-in, first-out basis.  Interest income is recorded on an accrual basis.  Dividend income and distributions to shareholders are recorded on the ex-dividend date.
 
The Fund distributes substantially all 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 differs 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.
 
 
D.
Reclassification of Capital Accounts: Accounting principles generally accepted in the United States of America require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.

 
 
14

 
EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at October 31, 2014, continued

  
For the year ended October 31, 2014, the Fund made the following permanent tax adjustments on the statement of assets and liabilities:
 
Undistributed Net Investment
Income
 
Accumulated Net Realized
Gain
($183)   $183
 
 
E.
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 at the date of the financial statements and the reported amounts of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates.
 
 
F.
Events Subsequent to the Fiscal Year End:  In preparing the financial statements as of October 31, 2014, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements.
 
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.
 
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.
 
The Fund determines the fair value of its investments and computes its net asset value per share as of the close of regular trading on the New York Stock Exchange (4:00 pm EST).
 

 
15

 
EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at October 31, 2014, continued

 
Equity Securities: The Fund’s investments are carried at fair value. Securities that are primarily traded on a national securities exchange shall be valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and asked prices.  Securities primarily traded in the NASDAQ Global Market System for which market quotations are readily available shall be valued using the NASDAQ Official Closing Price (“NOCP”).  If the NOCP is not available, such securities shall be valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and asked prices.  Over-the-counter securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price.  Investments in open-end 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 60 days or less 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.
 
The Board of Trustees (“Board”) has delegated day-to-day valuation issues to a Valuation Committee of the Trust which is comprised of 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 or the closing price does not represent fair value by following procedures approved by the Board. These procedures consider many factors, including the type of security, size of holding, trading volume and news events. All actions taken by the Valuation Committee are subsequently reviewed and ratified by the Board.
 
Depending on the relative significance of the valuation inputs, fair valued securities may be classified in either level 2 or level 3 of the fair value hierarchy.

 
 
16

 
EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at October 31, 2014, continued

 
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 October 31, 2014:
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
                       
  Accommodation and Food Services
  $ 2,052,687     $     $     $ 2,052,687  
  Finance and Insurance
    10,813,165                   10,813,165  
  Information
    7,541,881                   7,541,881  
  Manufacturing
    26,981,710                   26,981,710  
  Mining, Quarrying, and Oil
                               
    and Gas Extraction
    2,564,623                   2,564,623  
  Professional, Scientific,
                               
    and Technical Services
    275,706                   275,706  
  Real Estate
    353,721                   353,721  
  Retail Trade
    5,061,417                   5,061,417  
  Transportation and Warehousing
    1,993,819                   1,993,819  
  Utilities
    2,560,936                   2,560,936  
  Wholesale Trade
    305,445                   305,445  
Total Common Stocks
    60,505,110                   60,505,110  
Short-Term Investments
    2,451,796                   2,451,796  
Total Investments in Securities
  $ 62,956,906     $     $     $ 62,956,906  
 
Refer to the Fund’s Schedule of Investments for a detailed break-out of common stocks by industry classification. Transfers between levels are recognized at October 31, 2014, the end of the reporting period. The Fund recognized no transfers to/from Level 1 or Level 2. There were no Level 3 securities held in the Fund during the year ended October 31, 2014.
 
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
For the year ended October 31, 2014, The Edgar Lomax Company (the “Advisor”) provided the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnished all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee at the annual rate of 0.80% based upon the average daily net assets of the Fund. However, the Advisor has agreed to voluntarily waive a portion of its advisory fees due from the Fund based upon the Fund’s performance versus the “S&P 500 Value Index” (since February 28, 2006 this has been the S&P 500/Citigroup Value Index).  The Advisor intends to waive a portion of its advisory fee whenever, as of the end of each month, the Fund’s 3-year or 5-year average annual total return is less than that of the S&P 500 Value Index. The amount of the voluntary waiver will depend upon the size of the Fund’s assets as of the end of each month. While this voluntary fee waiver can be discontinued at any time, the Advisor has no intention of doing so. For the

 
 
17

 
EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at October 31, 2014, continued

 
year ended October 31, 2014, the Fund incurred $399,678  in advisory fees, of which the Advisor voluntarily waived $91,547, resulting in net advisory fees of $308,131 before expense limitation waivers.
 
The Fund is responsible for its own operating expenses. For the period November 1, 2013 through December 31, 2013, the Advisor agreed to limit the Fund’s net annual operating expenses to 0.99% of average net assets. Effective January 1, 2014, the Advisor has contractually agreed to reduce fees payable to it by the Fund and to pay Fund operating expenses to the extent necessary to limit the Fund’s net annual operating expenses to 0.96% of average daily net assets. If the Advisor waives advisory fees under the arrangement described in the preceding paragraph, it has also agreed to absorb all expenses, other than advisory fees.  For the year ended October 31, 2014, the Fund’s aggregate annual operating expenses were reduced to 0.60%, including contractual expense limits and voluntary performance fee waivers.  Any such reduction made by the Advisor in its fees or payment of expenses which are the Fund’s obligation are subject to reimbursement by the Fund to the Advisor, if so requested by the Advisor, 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 expenses. The Advisor 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 year ended October 31, 2014, the Advisor reduced its fees and absorbed Fund expenses in the amount of $366,032; no amounts were reimbursed to the Advisor.  Cumulative expenses subject to recapture pursuant to the aforementioned conditions expire as follows:
 
Year
 
Amount
 
2015
  $ 150,035  
2016
    161,912  
2017
    185,625  
    $ 497,572  
 
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 (“USBFS”) also serves as the fund accountant and transfer agent to the Fund. U.S. Bank N.A., an affiliate of USBFS, serves as the Fund’s custodian.

 
 
18

 
EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at October 31, 2014, continued

 
For the year ended October 31, 2014, the Fund incurred the following expenses for administration, fund accounting, transfer agency, custody, and Chief Compliance Officer fees:
 
Administration
  $ 98,732  
Fund Accounting
    30,890  
Transfer Agency (a)
    12,084  
Custody
    9,423  
Chief Compliance Officer
    7,834  
 
 
(a)
Does not include sub-ta fees and out-of-pocket expenses.
 
At October 31, 2014, the Fund had payables due to USBFS for administration, fund accounting, transfer agency, Chief Compliance Officer fees and to U.S. Bank, N.A. for custody fees in the following amounts:
 
Administration
  $ 28,336  
Fund Accounting
    7,695  
Transfer Agency (a)
    2,015  
Chief Compliance Officer
    2,000  
Custody
    620  
 
 
(a)
Does not include sub-ta fees and 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 5 – PURCHASES AND SALES OF SECURITIES
 
For the year ended October 31, 2014, the cost of purchases and the proceeds from sales of securities, excluding short-term securities, were $33,052,447 and $20,758,662, respectively.
 
NOTE 6 – INCOME TAXES
 
Net investment income/(loss) and net realized gains/(losses) differ for financial statement and tax purposes due to differing treatments of wash sale losses deferred.
 
The tax character of distributions paid during the year ended October 31, 2014 and the year ended October 31, 2013 was as follows:
 
 
Year Ended
Year Ended
 
October 31, 2014
October 31, 2013
Net investment income
$799,197
$753,995
Long-term capital gains
  305,790
         —
 
Ordinary income distributions may include short-term capital gains.
 

 
19

 
EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at October 31, 2014, continued

 
As of October 31, 2014, the components of accumulated earnings/ (losses) on a tax basis were as follows:
 
Cost of investments (a)
  $ 51,732,057  
Gross tax unrealized appreciation
    11,880,424  
Gross tax unrealized depreciation
    (655,575 )
Net tax unrealized appreciation (a)
    11,224,849  
Undistributed ordinary income
    1,593,118  
Undistributed long-term capital gain
    5,035,052  
Total distributable earnings
    6,628,170  
Other accumulated gains/(losses)
     
Total accumulated earnings/(losses)
  $ 17,853,019  
 
 
(a)
The difference between book-basis and tax-basis net unrealized appreciation is attributable primarily to the tax deferral of losses on wash sales.
 

 
20

 
EDGAR LOMAX VALUE FUND

REPORT OF INDEPENDENT PUBLIC ACCOUNTING FIRM

 
To the Board of Trustees
Advisors Series Trust and
Shareholders of
Edgar Lomax Value Fund
 
We have audited the accompanying statements of assets and liabilities of the Edgar Lomax Value Fund, a series of Advisors Series Trust (the “Trust”), including the schedule of investments, as of October 31, 2014, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended.  These financial statements and financial highlights are the responsibility of the Trust’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.  Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  Our procedures included confirmation of securities owned as of October 31, 2014, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Edgar Lomax Value Fund as of October 31, 2014, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP      
 
Philadelphia, Pennsylvania
December 30, 2014
 

 
21

 
EDGAR LOMAX VALUE FUND

NOTICE TO SHAREHOLDERS at October 31, 2014 (Unaudited)

For the year ended October 31, 2014, the Edgar Lomax Value Fund designated $799,197 as ordinary income. The Edgar Lomax Value Fund designated $305,790 as long-term capital gains for purposes of the dividends paid deduction.
 
For the year ended October 31, 2014, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from net investment income designated as qualified dividend income was 96.56%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended October 31, 2014 was 96.69%.
 
The percentage of taxable ordinary income distributions that are designated as interest related income under Internal Revenue Section 871(k)(2)(C) for the year ended October 31, 2014 was 0.05%.
 
How to Obtain a Copy of the Fund’s 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 1-866-205-0524 or on the U.S. Securities and Exchange Commission’s website at http://www.sec.gov.
 
How to Obtain a Copy of the Fund’s Proxy Voting Records for the 12-Month Period Ended June 30, 2014
 
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-866-205-0524.  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 Fund’s Form N-Q is also available by calling 1-866-205-0524.
 

HOUSEHOLDING (Unaudited)

In an effort to decrease costs, the Fund intends 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 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 1-866-205-0524 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.

 
 
22

 
EDGAR LOMAX VALUE FUND

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited)

This chart provides information about the Trustees and Officers who oversee the Fund.  Officers elected by the Trustees manage the day-to-day operations of the Fund and execute policies formulated by the Trustees.
 
       
Number of
 
       
Portfolios
 
   
Term of
 
in Fund
Other
 
Position
Office and
 
Complex
Directorships
Name, Address
Held with
Length of
Principal Occupation
Overseen
Held During
and Age
the Trust
Time Served
During Past Five Years
by Trustee(2)
Past Five Years(3)
Independent Trustees(1)
 
         
Gail S. Duree
Trustee
Indefinite
Director, Alpha Gamma Delta
1
Trustee, Advisors
(age 68)
 
term since
Housing Corporation (collegiate
 
Series Trust (for
615 E. Michigan Street
 
March
housing management) (2012 to
 
series not affiliated
Milwaukee, WI 53202
 
2014.
present); Trustee and Chair (2000 to
 
with the Fund);
     
2012), New Covenant Mutual Funds
 
Independent
     
(1999 to 2012); Director and Board
 
Trustee from 1999
     
Member, Alpha Gamma Delta
 
to 2012, New
     
Foundation (philanthropic
 
Covenant Mutual
     
organization) (2005 to 2011).
 
Funds.
           
Donald E. O’Connor
Trustee
Indefinite
Retired; former Financial Consultant
1
Trustee, Advisors
(age 78)
 
term since
and former Executive Vice President
 
Series Trust (for
615 E. Michigan Street
 
February
and Chief Operating Officer of ICI
 
series not affiliated
Milwaukee, WI 53202
 
1997.
Mutual Insurance Company (until
 
with the Fund);
     
January 1997).
 
Trustee, The
         
Forward Funds
         
(33 portfolios).
           
George J. Rebhan
Trustee
Indefinite
Retired; formerly President,
1
Trustee, Advisors
(age 80)
 
term since
Hotchkis and Wiley Funds
 
Series Trust (for
615 E. Michigan Street
 
May
(mutual funds) (1985 to 1993).
 
series not affiliated
Milwaukee, WI 53202
 
2002.
   
with the Fund);
         
Independent
         
Trustee from
         
1999 to 2009,
         
E*TRADE Funds.
           
George T. Wofford
Trustee
Indefinite
Retired; formerly Senior Vice
1
Trustee, Advisors
(age 75)
 
term since
President, Federal Home Loan
 
Series Trust (for
615 E. Michigan Street
 
February
Bank of San Francisco.
 
series not affiliated
Milwaukee, WI 53202
 
1997.
   
with the Fund).

 
 
23

 
EDGAR LOMAX VALUE FUND

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), continued

 
       
Number of
 
       
Portfolios
 
   
Term of
 
in Fund
Other
 
Position
Office and
 
Complex
Directorships
Name, Address
Held with
Length of
Principal Occupation
Overseen
Held During
and Age
the Trust
Time Served
During Past Five Years
by Trustee(2)
Past Five Years(3)
Interested Trustee
 
         
Joe D. Redwine(4)
Interested
Indefinite
President, CEO, U.S. Bancorp Fund
1
Trustee, Advisors
(age 67)
Trustee
term since
Services, LLC (May 1991 to present).
 
Series Trust (for
615 E. Michigan Street
 
September
   
series not affiliated
Milwaukee, WI 53202
 
2008.
   
with the Fund).
           
 
Name, Address
Position Held
Term of Office and
Principal Occupation
and Age
with the Trust
Length of Time Served
During Past Five Years
Officers
 
     
Joe D. Redwine
Chairman and
Indefinite term since
President, CEO, U.S. Bancorp Fund Services, LLC
(age 67)
Chief Executive
September 2007.
(May 1991 to present).
615 E. Michigan Street
Officer
   
Milwaukee, WI 53202
     
       
Douglas G. Hess
President and
Indefinite term since
Senior Vice President, Compliance and
(age 47)
Principal Executive
June 2003.
Administration, U.S. Bancorp Fund Services, LLC
615 E. Michigan Street
Officer
 
(March 1997 to present).
Milwaukee, WI 53202
     
       
Cheryl L. King
Treasurer and
Indefinite term since
Vice President, Compliance and Administration,
(age 53)
Principal Financial
December 2007.
U.S. Bancorp Fund Services, LLC (October 1998
615 E. Michigan Street
Officer
 
to present).
Milwaukee, WI 53202
     
       
Kevin J. Hayden
Assistant
Indefinite term since
Assistant Vice President, Compliance and
(age 43)
Treasurer
September 2013.
Administration, U.S. Bancorp Fund Services, LLC
615 E. Michigan Street
   
(June 2005 to present).
Milwaukee, WI 53202
     
       
Albert Sosa
Assistant
Indefinite term since
Assistant Vice President, Compliance and
(age 44)
Treasurer
September 2013.
Administration, U.S. Bancorp Fund Services, LLC
615 E. Michigan Street
   
(June 2004 to present).
Milwaukee, WI 53202
     
       
Michael L. Ceccato
Vice President,
Indefinite term since
Senior Vice President, U.S. Bancorp Fund Services,
(age 57)
Chief Compliance
September 2009.
LLC (February 2008 to present).
615 E. Michigan Street
Officer and
   
Milwaukee, WI 53202
AML Officer
   


 
24

 
EDGAR LOMAX VALUE FUND

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), continued

 
Name, Address
Position Held
Term of Office and
Principal Occupation
and Age
with the Trust
Length of Time Served
During Past Five Years
Jeanine M. Bajczyk, Esq.
Secretary
Indefinite term since
Senior Vice President and Counsel, U.S. Bancorp
(age 49)
 
June 2007.
Fund Services, LLC (May 2006 to present).
615 E. Michigan Street
     
Milwaukee, WI 53202
     
 
(1)
The Trustees of the Trust who are not “interested persons” of the Trust as defined under the 1940 Act (“Independent Trustees”).
(2)
As of October 31, 2014, the Trust is comprised of 44 active portfolios managed by unaffiliated investment advisors.  The term “Fund Complex” applies only to the Fund.  The Fund does not hold itself out as related to any other series within the Trust for investment purposes, nor does it share the same investment adviser with any other series.
(3)
“Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the Securities Exchange Act of 1934, as amended, (that is, “public companies”) or other investment companies registered under the 1940 Act.
(4)
Mr. Redwine is an “interested person” of the Trust as defined by the 1940 Act.  Mr. Redwine is an interested Trustee of the Trust by virtue of the fact that he is an interested person of Quasar Distributors, LLC who acts as principal underwriter to the series of the Trust.
 
The Statement of Additional Information includes additional information about the Fund’s Trustees and Officers and is available, without charge, upon request by calling 1-866-205-0524.
 

 
25

 
EDGAR LOMAX VALUE FUND

PRIVACY NOTICE

 
The Fund collects non-public information about you from the following sources:
 
Information we receive about you on applications or other forms;
 
Information you give us orally; and/or
 
Information about your transactions with us or others.
 
We do not disclose any non-public personal information about our customers or former customers without the customer’s authorization, except as permitted by law or in response to inquiries from governmental authorities. We may share information with affiliated and unaffiliated third parties with whom we have contracts for servicing the Fund.  We will provide unaffiliated third parties with only the information necessary to carry out their assigned responsibilities.  We maintain physical, electronic and procedural safeguards to guard your non-public personal information and require third parties to treat your personal information with the same high degree of confidentiality.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared by those entities with unaffiliated third parties.

 
26

 
 

(This Page Intentionally Left Blank.)

 
 

 
 

Advisor
The Edgar Lomax Company
6564 Loisdale Court, Suite 310
Springfield, VA 22150
www.edgarlomax.com

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

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

Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, 2nd Floor
Milwaukee, WI 53202
866-205-0524
 
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 the shareholders of the Fund and may not be used as sales literature unless preceded or accompanied by a current prospectus. To obtain a free prospectus please call 1-866-205-0524.
 
ED-ANNUAL

 
 

 
 

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer.  The registrant has not made any amendments to its code of ethics during the period covered by this report.  The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

A copy of the registrant’s Code of Ethics is filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Trustees has determined that there is at least one audit committee financial expert serving on its audit committee.  Ms. Gail S. Duree is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.  There were no “other services” provided by the principal accountant.  The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

 
FYE  10/31/2014
FYE  10/31/2013
Audit Fees
          $15,400
          $14,900
Audit-Related Fees
          N/A
          N/A
Tax Fees
          $3,200
          $3,100
All Other Fees
          N/A
          N/A

The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.

The percentage of fees billed by Tait, Weller, & Baker LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:
 
 
FYE  10/31/2014
FYE  10/31/2013
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full-time permanent employees of the principal accountant.

The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.  The audit committee of the Board of Trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

Non-Audit Related Fees
FYE  10/31/2014
FYE  10/31/2013
Registrant
N/A
N/A
Registrant’s Investment Adviser
N/A
N/A
 
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 fourth 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. Filed herewith.

(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    1/6/15


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    1/6/15

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

Date    1/6/15

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