N-CSRS 1 piafunds-ncsrs.htm PIA BBBBF-MBSBF, PIA STSF AND PIA HYF SEMIANNUAL REPORTS 5-31-15 piafunds-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: November 30, 2015



Date of reporting period: May 31, 2015

 
 

 

Item 1. Reports to Stockholders.

 
 
 
 
 

 
PIA Funds

PIA BBB Bond Fund
Managed Account Completion Shares (MACS)

PIA MBS Bond Fund
Managed Account Completion Shares (MACS)

 

 

 

 

 

 

 

 

 

 
Semi-Annual Report
 
May 31, 2015
 

 
 

 
 
PIA Funds


 
 
Dear Shareholder:
 
We are pleased to provide you with this semi-annual report for the six month fiscal period from December 1, 2014 through May 31, 2015 regarding the PIA BBB Bond Fund and the PIA MBS Bond Fund (each, a “Fund” and together, the “Funds”) for which Pacific Income Advisers, Inc. (“PIA”) is the investment adviser.
 
During the six months ended May 31, 2015, the total returns, including the reinvestment of dividends and capital gains, were as follows:
 
PIA BBB Bond Fund
0.71%
PIA MBS Bond Fund
1.31%
 
As stated in the current prospectus, the PIA BBB Bond Fund’s gross expense ratio is 0.15% and the PIA MBS Bond Fund’s gross expense ratio is 0.30%.
 
PIA has agreed to temporarily pay for all operating expenses (excluding acquired fund fees and expenses) incurred by each Fund through at least March 28, 2016 to the extent necessary to limit Net Annual Fund Operating Expenses for each Fund to 0.15% of average daily net assets.
 
PIA BBB Bond Fund
As indicated above, the return for the PIA BBB Bond Fund for the six month period ended May 31, 2015 was 0.71%.  This was modestly lower than the 0.75% return of the Fund’s benchmark, the Barclays U.S. Credit Baa Bond Index and in line with the Fund’s objective of approximating the returns of the index.  The Fund has a strategy of using a broad diversification of BBB rated issuers, industry sectors and range of maturities.  The bonds held in the Fund represent over 160 different issuers.  The Barclays U.S. Credit Baa Bond Index has over 500 issuers.  The Fund is structured so as to approximate the returns of its benchmark, while holding a smaller number of issuers.  In order to achieve this objective, the overall duration, the partial durations, as well as the sector allocations of the Fund approximate those of its benchmark.  While the top 20 issuers in the Barclays U.S. Credit Baa Bond Index are represented in the Fund, for the remainder issuers in the benchmark, only a subset is represented in the Fund, based on market conditions and liquidity.  This will cause some modest variability in the returns of the Fund relative to those of its benchmark.  For the six month period ended May 31, 2015, the issuers represented in the Fund had on average a modestly lower performance than the ones that the Fund was not invested in, which contributed to the small underperformance by the Fund.
 
PIA MBS Bond Fund
The return of the PIA MBS Bond Fund for the six month period ended May 31, 2015 of 1.31% exceeded the return of 1.24% of its benchmark, the Barclays U.S. MBS Fixed Rate Index.  The Fund has a broad diversification of coupons and mortgage sectors.  The Fund’s shorter duration structure, due to its emphasis on higher coupon securities was the main reason for the higher performance relative to the benchmark, as interest rates at the intermediate part of the curve rose and the yield curve modestly flattened during the period.  The Fund was overweighted in the 30 year Fannie Mae and Freddie Mac mortgage-backed securities (“MBS”) sector, and was underweighted in the 30 year Ginnie Mae MBS sector due to the better risk-adjusted yield of Fannie Mae and Freddie Macs, which was a positive factor for returns, as both sectors produced better excess returns than Ginnie Mae securities for the period.  The use of dollar rolls for selective coupons that offered attractive breakeven rates modestly added to returns.  The Fund had an allocation to non-agency AAA and AA rated floating
 

 
1

 
 
PIA Funds

 
 
 
rate securities with shorter durations that outperformed the returns on the Index, as short rates rose.  We expect these securities to continue to add value to the Fund during a period of rising interest rates, as their coupons adjust higher.
 
Bond Market in Review
The gross domestic product’s (“GDP”) quarter-over-quarter rate of growth was -0.2% for the first quarter of 2015, lower than the 2.2% during the fourth quarter of 2014.  With the unemployment rate at 5.5% and inflation under control, aided by the decline in oil prices, the U.S. Federal Reserve Board maintained its easier monetary policy by keeping the federal funds rate close to zero.  Inflation, as measured by the Consumer Price Index, was 0% year over year as of May 2015.  All this economic data, along with fears about Greece exiting the Euro are likely to cause the U.S. Federal Reserve Board to start raising interest rates by year end, instead of September, as many market participants believe.
 
Yields on 2-year and 5-year Treasury notes rose by 14 basis points (“bps”) and 1 bps, respectively, from November 30, 2014 to May 31, 2015.  Yields on 30-year Treasury bonds decreased by 1 bps during the same period.  Inflation being under control, as well as the decline in oil prices, the strengthening of the U.S. dollar and geopolitical uncertainties, all contributed to the modest flattening of the yield curve.
 
Spreads on BBB rated bonds over Treasuries increased during the period from 164 bps to 178 bps.  Option adjusted spreads on fixed rate agency mortgage-backed securities fell from 29 bps to 18 bps, as their average life decreased from 6.7 years to 6.5 years.
 
We believe that the PIA BBB Bond Fund and the PIA MBS Bond Fund provide our clients with a means of efficiently investing in a broadly diversified portfolio of BBB rated bonds and mortgage-backed bonds, respectively.
 
Please take a moment to review the Funds’ statements of assets and liabilities and the results of operations for the six month period ended May 31, 2015.  We look forward to reporting to you again with the annual report dated November 30, 2015.
 


 
Lloyd McAdams
Chairman of the Board
Pacific Income Advisers, Inc.
 

 

 
2

 
 
PIA Funds

 

 
Past performance is not a guarantee of future results.
 
Opinions expressed above are those of Pacific Income Advisers, Inc., the Funds’ investment adviser, and are subject to change, are not guaranteed and should not be considered recommendations to buy or sell any security and should not be considered investment advice.
 
Must be preceded or accompanied by a prospectus.
 
Mutual fund investing involves risk.  Principal loss is possible.  Investments in debt securities typically decrease in value when interest rates rise.  This risk is usually greater for longer-term debt securities.  Investments in asset-backed and mortgage-backed securities include additional risks that investors should be aware of such as credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments.
 
Investment by the PIA BBB Bond Fund in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities.  The Fund may invest in foreign securities which involve greater volatility and political, economic and currency risks and differences in accounting methods.  These risks are greater for emerging markets.
 
The Funds may also use options, futures contracts, and swaps, which have the risks of unlimited losses of the underlying holdings due to unanticipated market movements and failure to correctly predict the direction of securities prices, interest rates and currency rates.  Derivatives involve risks different from, and in certain cases, greater than the risks presented by more traditional investments.  These risks are fully disclosed in the Prospectus.
 
Bond ratings provide the probability of an issuer defaulting based on the analysis of the issuer’s financial condition and profit potential.  Bond rating services are provided by Standard & Poor’s Ratings Services, Moody’s Investors Services, Inc., and Fitch Ratings, Inc.  Bond ratings start at AAA (denoting the highest investment quality) and usually end at D (meaning payment is in default).  In limited situations when the rating agency has not issued a formal rating, the investment adviser will classify the security as non-rated.
 
Diversification does not assure a profit or protect against risk in a declining market.
 
The Barclays U.S. Credit Baa Bond Index is an unmanaged index consisting of bonds rated Baa.  The issues must be publicly traded and meet certain maturity and issue size requirements.  Bonds are represented by the Industrial, Utility, Finance and non-corporate sectors.  Non-corporate sectors include sovereign, supranational, foreign agency and foreign local government issuers.  The Barclays U.S. MBS Fixed Rate Index (the “MBS Index”) is an unmanaged index that covers the mortgage-backed pass-through securities of Ginnie Mae (GNMA), Fannie Mae (FNMA) and Freddie Mac (FHLMC).  The MBS Index is formed by grouping the universe of over 600,000 individual fixed rate MBS pools into approximately 3,500 generic aggregates.  Each aggregate is a proxy for the outstanding pools for a given agency, program, issue year and coupon.  The index maturity and liquidity criteria are then applied to these aggregates to determine which qualify for inclusion in the index.  About 600 of these generic aggregates meet the criteria.  You cannot invest directly in an index.
 
Gross domestic product is the amount of goods and services produced in a year, in a country.
 
Consumer Price Index measures the weighted average of prices of a basket of consumer goods and services, such as transportation, food and medical care.
 
Duration is the measure of the sensitivity of the price of a fixed income security to a change in interest rates, expressed in number of years.
 
Basis point equals 1/100th of 1%.
 
Please refer to the schedule of investments in the report for complete holdings information.  Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security.  Investment performance reflects fee waivers and/or expense reimbursements in effect.  In the absence of such waivers or reimbursements, total return would be reduced.
 
Quasar Distributors, LLC, Distributor
 


 
3

 
 
PIA Funds
Expense Example – May 31, 2015
(Unaudited)


As a shareholder of a mutual fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, redemption fees, and exchange fees, and (2) ongoing costs, including management fees, distribution and/or service fees, and other fund expenses.  This Example is intended to help you understand your ongoing costs (in dollars) of investing in the PIA Funds 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 (12/1/14 – 5/31/15).
 
Actual Expenses
The first line of the tables below provides information about actual account values and actual expenses.  Pacific Income Advisers, Inc. (“PIA”) has voluntarily agreed to pay each Fund’s operating expenses in order to limit total expenses to 0.15% of the Fund’s average daily net assets through at least March 28, 2016.  Although the Funds charge no sales loads 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 Funds’ transfer agent.  The Example below includes, but is not limited to, fund accounting, custody and transfer agent fees.  You may use the information in the first line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the tables below provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratios and an assumed rate of return of 5% per year before expenses, which is different from the Funds’ actual returns.  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 Funds 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 do not reflect any transaction costs, such as sales charges (loads), redemption fees, or exchange fees.  Therefore, the second line of the tables 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 transaction costs were included, your costs would have been higher.

 
Beginning Account
Ending Account
Expenses Paid During
 
Value 12/1/14
Value 5/31/15
Period 12/1/14 – 5/31/15*
PIA BBB Bond Fund
     
Actual
$1,000.00
$1,007.10
$0.75
Hypothetical (5% return before expenses)
$1,000.00
$1,024.18
$0.76
PIA MBS Bond Fund
     
Actual
$1,000.00
$1,013.10
$0.75
Hypothetical (5% return before expenses)
$1,000.00
$1,024.18
$0.76

*
Expenses are equal to a Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 182 (days in most recent fiscal half-year) / 365 days to reflect the one-half year expense.  The annualized expense ratio of the PIA BBB Bond Fund and the PIA MBS Bond Fund was 0.15% and 0.15%, respectively.



 
4

 
 
PIA Funds
PIA BBB BOND FUND
Allocation of Portfolio Assets – May 31, 2015
(Unaudited)


Investments by Sector
As a Percentage of Total Investments

 

 
 
 
 
 

 


 
5

 
 
PIA Funds
PIA MBS BOND FUND
Allocation of Portfolio Assets – May 31, 2015
(Unaudited)


Investments by Issuer
As a Percentage of Total Investments
 
 
 
 
 

 




 
6

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015
(Unaudited)

 
           
Principal Amount
     
Value
 
CORPORATE BONDS 85.3%
     
       
Agricultural Chemicals 0.3%
     
   
Mosaic Co.
     
$ 785,000  
  3.75%, due 11/15/21
  $ 826,081  
         
Agriculture 0.3%
       
     
Bunge Limited Finance Corp.
       
  550,000  
  8.50%, due 6/15/19
    672,625  
         
Auto Parts 1.3%
       
     
Advance Auto Parts, Inc.
       
  1,100,000  
  5.75%, due 5/1/20
    1,237,458  
     
Autozone, Inc.
       
  600,000  
  3.125%, due 7/15/23
    596,300  
     
Johnson Controls, Inc.
       
  1,230,000  
  4.25%, due 3/1/21
    1,327,786  
            3,161,544  
Autos 1.6%
       
     
Ford Motor Co.
       
  675,000  
  7.45%, due 7/16/31
    881,634  
     
Ford Motor Credit Co. LLC
       
  1,200,000  
  1.50%, due 1/17/17
    1,201,757  
  1,000,000  
  5.00%, due 5/15/18
    1,084,555  
  600,000  
  5.875%, due 8/2/21
    696,235  
            3,864,181  
Banks 3.9%
       
     
Associated Banc-Corp
       
  400,000  
  2.75%, due 11/15/19
    403,213  
     
Barclays Bank PLC
       
  700,000  
  5.14%, due 10/14/20
    775,543  
     
Capital One Bank USA N.A.
       
  1,100,000  
  3.375%, due 2/15/23
    1,096,876  
     
Capital One Financial Corp.
       
  815,000  
  6.15%, due 9/1/16
    865,156  
     
Citigroup, Inc.
       
  1,000,000  
  3.50%, due 5/15/23
    995,743  
     
Credit Suisse Group
       
  700,000  
  5.40%, due 1/14/20
    780,834  
     
Discover Bank
       
  700,000  
  3.20%, due 8/9/21
    699,913  
     
Fifth Third Bancorp
       
  930,000  
  4.50%, due 6/1/18
    1,000,885  
  225,000  
  8.25%, due 3/1/38
    330,629  
     
First Tennessee Bank
       
  500,000  
  2.95%, due 12/1/19
    504,772  
     
KeyCorp
       
  900,000  
  5.10%, due 3/24/21
    1,015,146  
     
UBS AG
       
  750,000  
  5.875%, due 7/15/16
    789,169  
            9,257,879  
Biotechnology 2.0%
       
     
Amgen, Inc.
       
  1,520,000  
  3.875%, due 11/15/21
    1,619,192  
  900,000  
  5.15%, due 11/15/41
    967,192  
     
Biogen Idec, Inc.
       
  1,110,000  
  6.875%, due 3/1/18
    1,269,243  
     
Celgene Corp.
       
  800,000  
  4.625%, due 5/15/44
    809,320  
            4,664,947  
Broker 2.6%
       
     
Goldman Sachs Group, Inc.
       
  800,000  
  5.625%, due 1/15/17
    852,059  
  950,000  
  6.75%, due 10/1/37
    1,170,345  
     
Merrill Lynch & Co., Inc.
       
  1,010,000  
  5.70%, due 5/2/17
    1,083,699  
  1,050,000  
  6.11%, due 1/29/37
    1,226,627  
     
Morgan Stanley
       
  900,000  
  4.875%, due 11/1/22
    972,712  
     
Nomura Holdings, Inc.
       
  700,000  
  6.70%, due 3/4/20
    833,039  
            6,138,481  
Building Materials 0.3%
       
     
Owens Corning Inc.
       
  775,000  
  4.20%, due 12/15/22
    798,476  


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

 
7

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Cable/Satellite 0.9%
     
   
Direct TV Holdings
     
$ 700,000  
  1.75%, due 1/15/18
  $ 699,691  
  685,000  
  5.00%, due 3/1/21
    755,276  
  700,000  
  6.00%, due 8/15/40
    765,138  
            2,220,105  
Chemicals 2.3%
       
     
CF Industries, Inc.
       
  800,000  
  3.45%, due 6/1/23
    798,793  
     
Cytec Industries Inc.
       
  880,000  
  3.95%, due 5/1/25
    891,910  
     
Dow Chemical Co.
       
  1,075,000  
  4.25%, due 11/15/20
    1,166,332  
  865,000  
  7.375%, due 11/1/29
    1,156,857  
     
Eastman Chemical Co.
       
  900,000  
  2.40%, due 6/1/17
    918,657  
     
RPM International, Inc.
       
  500,000  
  6.125%, due 10/15/19
    567,334  
            5,499,883  
Communications 1.1%
       
     
Telefonica Emisiones SAU
       
  1,735,000  
  5.462%, due 2/16/21
    1,966,605  
  475,000  
  7.045%, due 6/20/36
    616,298  
            2,582,903  
Communications Equipment 0.6%
       
     
Harris Corp.
       
  500,000  
  6.15%, due 12/15/40
    587,719  
     
L-3 Communications Corp.
       
  775,000  
  4.75%, due 7/15/20
    829,775  
            1,417,494  
Diversified Manufacturing 0.3%
       
     
Ingersoll-Rand Global
       
     
  Holding Company Ltd.
       
  560,000  
  6.875%, due 8/15/18
    643,309  
             
Drugs and Druggists’ Sundries
       
  Merchant Wholesalers 1.0%
       
     
Actavis Funding SCS
       
  700,000  
  3.00%, due 3/12/20
    711,425  
  850,000  
  3.45%, due 3/15/22
    858,659  
  800,000  
  4.75%, due 3/15/45
    795,342  
            2,365,426  
Electric Utilities 3.8%
       
     
Dominion Resources, Inc.
       
  470,000  
  4.90%, due 8/1/41
    500,166  
     
Duke Energy Corp.
       
  1,270,000  
  6.25%, due 6/15/18
    1,445,073  
     
Exelon Corp.
       
  1,015,000  
  5.625%, due 6/15/35
    1,170,333  
     
Indiana Michigan Power
       
  750,000  
  6.05%, due 3/15/37
    926,567  
     
Jersey Central Power & Light
       
  700,000  
  7.35%, due 2/1/19
    818,193  
     
NiSource Finance Corp.
       
  900,000  
  6.125%, due 3/1/22
    1,059,946  
  400,000  
  5.25%, due 2/15/43
    448,024  
     
Ohio Power Co.
       
  1,100,000  
  5.375%, due 10/1/21
    1,279,499  
     
Oncor Electric Delivery
       
  595,000  
  7.00%, due 5/1/32
    801,203  
     
Teco Finance, Inc.
       
  550,000  
  5.15%, due 3/15/20
    618,522  
            9,067,526  
Exploration & Production 0.3%
       
     
Continental Resources, Inc.
       
  700,000  
  4.50%, due 4/15/23
    690,766  
         
Finance 0.4%
       
     
Block Financial Corp.
       
  900,000  
  5.50%, due 11/1/22
    986,083  
         
Finance – Credit Cards 0.7%
       
     
American Express Co.
       
  1,555,000  
  6.80%, due 9/1/66 (a)
    1,619,144  


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

 
8

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)

 
           
Principal Amount
     
Value
 
Financial Services 0.5%
     
   
Legg Mason, Inc.
     
$ 500,000  
  5.625%, due 1/15/44
  $ 561,987  
     
Leucadia National Corp.
       
  700,000  
  5.50%, due 10/18/23
    729,085  
            1,291,072  
Food 2.8%
       
     
ConAgra Foods, Inc.
       
  1,300,000  
  7.00%, due 10/1/28
    1,612,426  
     
Kellogg Co.
       
  1,200,000  
  3.25%, due 5/21/18
    1,253,582  
     
Kraft Foods Group, Inc.
       
  1,690,000  
  2.25%, due 6/5/17
    1,717,701  
     
Kroger Co.
       
  780,000  
  6.15%, due 1/15/20
    905,998  
     
Mondelez International, Inc.
       
  1,200,000  
  2.25%, due 2/1/19
    1,215,529  
            6,705,236  
Gas Pipelines 0.5%
       
     
Plains All American Pipeline, L.P.
       
  1,100,000  
  6.50%, due 5/1/18
    1,244,880  
         
Health Care 1.1%
       
     
Cardinal Health, Inc.
       
  500,000  
  2.40%, due 11/15/19
    502,856  
     
Humana, Inc.
       
  955,000  
  7.20%, due 6/15/18
    1,101,754  
     
Laboratory Corporation of
       
     
  America Holdings
       
  1,000,000  
  2.20%, due 8/23/17
    1,014,286  
            2,618,896  
Health Care Facilities and Services 0.4%
       
     
McKesson Corp.
       
  800,000  
  4.883%, due 3/15/44
    849,836  
         
Information Technology 1.2%
       
     
Hewlett Packard Co.
       
  1,150,000  
  2.60%, due 9/15/17
    1,177,413  
  800,000  
  4.65%, due 12/9/21
    864,114  
     
Ingram Micro, Inc.
       
  775,000  
  5.00%, due 8/10/22
    824,650  
            2,866,177  
Insurance 4.8%
       
     
American International
       
     
  Group, Inc.
       
  1,000,000  
  3.375%, due 8/15/20
    1,041,689  
  1,050,000  
  4.875%, due 6/1/22
    1,173,611  
  100,000  
  6.25%, due 3/15/87
    110,379  
     
Aon Corp.
       
  600,000  
  5.00%, due 9/30/20
    669,758  
     
AXA SA
       
  500,000  
  8.60%, due 12/15/30
    696,250  
     
CIGNA Corp.
       
  315,000  
  6.15%, due 11/15/36
    394,496  
     
Fidelity National Financial, Inc.
       
  1,275,000  
  5.50%, due 9/1/22
    1,384,887  
  105,000  
  3.50%, due 4/15/23
    104,164  
     
Hartford Financial Services Group
       
  1,350,000  
  5.125%, due 4/15/22
    1,517,844  
     
Markel Corp.
       
  20,000  
  4.90%, due 7/1/22
    21,943  
     
Metlife, Inc.
       
  855,000  
  6.40%, due 12/15/66
    979,403  
     
Protective Life Corp.
       
  350,000  
  7.375%, due 10/15/19
    418,325  
     
Prudential Financial, Inc.
       
  1,075,000  
  6.625%, due 12/1/37
    1,373,848  
     
Unum Group
       
  700,000  
  5.625%, due 9/15/20
    796,396  
     
Wellpoint, Inc.
       
  600,000  
  4.65%, due 8/15/44
    610,442  
            11,293,435  
Lodging 0.3%
       
     
Host Hotels & Resorts LP
       
  600,000  
  4.75%, due 3/1/23
    640,039  


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

 
9

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Machinery 0.4%
     
   
Flowserve Corp.
     
$ 900,000  
  3.50%, due 9/15/22
  $ 908,855  
         
Manufacturing 0.9%
       
     
Boston Scientific Corp.
       
  985,000  
  2.85%, due 5/15/20
    989,554  
  1,000,000  
  4.125%, due 10/1/23
    1,047,129  
            2,036,683  
Media 3.8%
       
     
CBS Corp.
       
  1,220,000  
  5.75%, due 4/15/20
    1,394,318  
     
Discover Communications LLC
       
  500,000  
  3.30%, due 5/15/22
    498,458  
     
Expedia, Inc.
       
  800,000  
  5.95%, due 8/15/20
    899,510  
     
Omnicom Group, Inc.
       
  400,000  
  3.625%, due 5/1/22
    410,163  
     
Time Warner Cable, Inc.
       
  900,000  
  5.85%, due 5/1/17
    966,692  
     
Time Warner Entertainment
       
     
  Company, L.P.
       
  810,000  
  8.375%, due 7/15/33
    1,027,876  
     
Time Warner, Inc.
       
  500,000  
  4.05%, due 12/15/23
    526,288  
  1,965,000  
  7.625%, due 4/15/31
    2,639,372  
     
Viacom Inc.
       
  610,000  
  4.375%, due 3/15/43
    524,318  
            8,886,995  
Medical Equipment 0.1%
       
     
Agilent Technologies, Inc.
       
  150,000  
  6.50%, due 11/1/17
    166,454  
         
Medical Equipment and
       
  Supplies Manufacturing 0.4%
       
     
Becton Dickinson & Co.
       
  800,000  
  4.685%, due 12/15/44
    818,413  
         
Metals 0.3%
       
     
Southern Copper Corp.
       
  750,000  
  6.75%, due 4/16/40
    797,782  
         
Metals and Mining 1.4%
       
     
Freeport-McMoRan Inc.
       
  900,000  
  3.875%, due 3/15/23
    848,267  
     
Goldcorp Inc.
       
  500,000  
  3.70%, due 3/15/23
    491,449  
     
Reliance Steel & Aluminum Co.
       
  500,000  
  4.50%, due 4/15/23
    498,613  
     
Teck Resources Ltd.
       
  700,000  
  4.75%, due 1/15/22
    687,629  
  800,000  
  5.40%, due 2/1/43
    666,170  
            3,192,128  
Metalworking Machinery 0.5%
       
     
Kennametal, Inc.
       
  1,150,000  
  2.65%, due 11/1/19
    1,157,291  
         
Mining 1.1%
       
     
Newmont Mining Corp.
       
  800,000  
  4.875%, due 3/15/42
    708,702  
     
Vale Overseas Limited
       
  560,000  
  6.25%, due 1/23/17
    597,222  
  700,000  
  4.375%, due 1/11/22
    689,661  
  700,000  
  6.875%, due 11/21/36
    691,873  
            2,687,458  
Navigational, Measuring, Electromedical, and
       
  Control Instruments Manufacturing 0.2%
       
     
Northrop Grumman Corp.
       
  500,000  
  4.75%, due 6/1/43
    526,233  
         
Newspaper, Periodical, Book, and
       
  Directory Publishers 0.8%
       
     
21st Century Fox America, Inc.
       
  1,460,000  
  6.20%, due 12/15/34
    1,773,526  
         
Office Equipment 0.4%
       
     
Xerox Corp.
       
  900,000  
  6.75%, due 2/1/17
    979,184  
         
Oil and Gas 11.1%
       
     
Anadarko Petroleum Corp.
       
  650,000  
  5.95%, due 9/15/16
    689,076  
  900,000  
  6.45%, due 9/15/36
    1,084,829  


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

 
10

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Oil and Gas 11.1% (continued)
     
   
Cameron International Corp.
     
$ 700,000  
  6.375%, due 7/15/18
  $ 782,421  
     
Canadian Natural Resources
       
  835,000  
  6.00%, due 8/15/16
    883,697  
     
Devon Energy Corp.
       
  665,000  
  7.95%, due 4/15/32
    893,013  
     
Encana Corp.
       
  450,000  
  3.90%, due 11/15/21
    468,259  
  750,000  
  6.50%, due 8/15/34
    858,380  
     
Enterprise Products
       
     
  Operating LLC
       
  1,850,000  
  4.85%, due 8/15/42
    1,866,102  
     
Hess Corp.
       
  575,000  
  8.125%, due 2/15/19
    690,530  
  800,000  
  5.60%, due 2/15/41
    857,894  
     
Kinder Morgan Energy Partners
       
  600,000  
  3.05%, due 12/1/19
    603,481  
  750,000  
  3.95%, due 9/1/22
    758,374  
  1,270,000  
  5.80%, due 3/15/35
    1,302,874  
  700,000  
  5.55%, due 6/1/45
    686,822  
     
Marathon Oil Corp.
       
  1,050,000  
  6.00%, due 10/1/17
    1,155,174  
     
Pemex Master Trust
       
  1,500,000  
  5.75%, due 3/1/18
    1,653,750  
  1,150,000  
  6.625%, due 6/15/35
    1,297,200  
     
Petrobras International
       
     
  Finance Co.
       
  1,885,000  
  5.875%, due 3/1/18
    1,943,473  
  1,750,000  
  5.375%, due 1/27/21
    1,711,500  
  390,000  
  6.875%, due 1/20/40
    368,550  
     
Petroleos Mexicanos
       
  700,000  
  5.50%, due 1/21/21
    767,627  
     
Pioneer Natural Resource Co.
       
  400,000  
  3.95%, due 7/15/22
    411,970  
     
Southwestern Energy Co.
       
  1,325,000  
  4.10%, due 3/15/22
    1,329,378  
     
Talisman Energy
       
  685,000  
  6.25%, due 2/1/38
    715,440  
     
Valero Energy Corp.
       
  655,000  
  6.625%, due 6/15/37
    777,385  
     
Weatherford International, Ltd.
       
  800,000  
  4.50%, due 4/15/22
    775,966  
  800,000  
  6.75%, due 9/15/40
    772,532  
            26,105,697  
Other Telecommunications 2.8%
       
     
AT&T, Inc.
       
  1,000,000  
  5.50%, due 2/1/18
    1,100,441  
  1,500,000  
  3.00%, due 2/15/22
    1,493,935  
  600,000  
  3.40%, due 5/15/25
    584,782  
  1,200,000  
  4.50%, due 5/15/35
    1,141,261  
  2,500,000  
  4.80%, due 6/15/44
    2,390,102  
            6,710,521  
Paper 1.2%
       
     
International Paper Co.
       
  900,000  
  4.75%, due 2/15/22
    992,794  
  700,000  
  6.00%, due 11/15/41
    789,915  
     
Weyerhaeuser Co.
       
  800,000  
  7.375%, due 3/15/32
    1,026,676  
            2,809,385  
Pharmaceuticals 1.3%
       
     
AbbVie, Inc.
       
  1,650,000  
  1.75%, due 11/6/17
    1,656,910  
  100,000  
  4.40%, due 11/6/42
    97,485  
     
Perrigo Co. Ltd.
       
  500,000  
  4.00%, due 11/15/23
    516,203  
     
Watson Pharmaceuticals, Inc.
       
  775,000  
  1.875%, due 10/1/17
    777,579  
            3,048,177  
Pipeline Transportation of Crude Oil 0.4%
       
     
Magellan Midstream Partners LP
       
  500,000  
  3.20%, due 3/15/25
    492,059  
     
Sunoco Logistics Partners
       
  500,000  
  4.25%, due 4/1/24
    507,842  
            999,901  


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

 
11

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Pipeline Transportation of Natural Gas 0.7%
     
   
Williams Partners L.P.
     
$ 500,000  
  3.60%, due 3/15/22
  $ 497,852  
  800,000  
  3.90%, due 1/15/25
    789,754  
  500,000  
  5.10%, due 9/15/45
    474,746  
            1,762,352  
Pipelines 2.7%
       
     
El Paso Electric Co.
       
  850,000  
  6.00%, due 5/15/35
    1,035,255  
     
Enbridge Energy Partners, L.P.
       
  590,000  
  5.20%, due 3/15/20
    646,193  
     
Energy Transfer Partners L.P.
       
  700,000  
  5.20%, due 2/1/22
    749,466  
  1,000,000  
  7.60%, due 2/1/24
    1,223,183  
     
Oneok Partners L.P.
       
  1,200,000  
  3.375%, due 10/1/22
    1,155,181  
     
Tennessee Gas Pipeline
       
  725,000  
  7.50%, due 4/1/17
    796,971  
     
Williams Companies, Inc.
       
  600,000  
  7.50%, due 1/15/31
    695,593  
            6,301,842  
Real Estate Investment Trusts 3.0%
       
     
Boston Properties LP
       
  1,400,000  
  4.125%, due 5/15/21
    1,523,484  
     
Health Care Property
       
     
  Investors, Inc.
       
  850,000  
  6.00%, due 1/30/17
    914,611  
     
Health Care REIT, Inc.
       
  1,050,000  
  5.25%, due 1/15/22
    1,170,024  
     
Hospitality Properties Trust
       
  620,000  
  5.625%, due 3/15/17
    658,113  
     
ProLogis
       
  559,000  
  6.875%, due 3/15/20
    659,731  
     
Ventas Realty LP
       
  1,500,000  
  4.75%, due 6/1/21
    1,648,902  
  500,000  
  3.75%, due 5/1/24
    506,779  
            7,081,644  
Restaurants 0.3%
       
     
Yum! Brands, Inc.
       
  800,000  
  3.75%, due 11/1/21
    822,440  
         
Retail 2.0%
       
     
CVS Caremark Corp.
       
  1,268,000  
  5.75%, due 6/1/17
    1,382,599  
     
Gap, Inc.
       
  1,000,000  
  5.95%, due 4/12/21
    1,151,899  
     
Macy’s Retail Holdings, Inc.
       
  800,000  
  2.875%, due 2/15/23
    787,638  
  400,000  
  6.70%, due 7/15/34
    516,009  
     
Walgreens Boots Alliance
       
  1,000,000  
  4.80%, due 11/18/44
    993,514  
            4,831,659  
Scientific Instruments 0.4%
       
     
Thermo Fisher Scientific, Inc.
       
  900,000  
  3.60%, due 8/15/21
    932,244  
         
Software 1.4%
       
     
Fiserv, Inc.
       
  700,000  
  3.50%, due 10/1/22
    713,584  
  600,000  
  3.85%, due 6/1/25
    609,440  
     
Jabil Circuit, Inc.
       
  1,800,000  
  4.70%, due 9/15/22
    1,872,000  
            3,195,024  
Technology 0.3%
       
     
Tech Data Corp.
       
  700,000  
  3.75%, due 9/21/17
    724,138  
         
Telecommunications 2.2%
       
     
American Tower Corp.
       
  1,350,000  
  5.05%, due 9/1/20
    1,487,156  
     
British Telecommunications PLC
       
  855,000  
  9.625%, due 12/15/30 (c)
    1,350,396  
     
Deutsche Telekom
       
     
  International Finance
       
  345,000  
  8.75%, due 6/15/30 (c)
    510,399  
     
Embarq Corp.
       
  600,000  
  7.082%, due 6/1/16
    632,456  


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

 
12

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Telecommunications 2.2% (continued)
     
   
France Telecom SA
     
$ 575,000  
  5.375%, due 1/13/42
  $ 638,333  
     
Grupo Televisa SAB
       
  400,000  
  6.625%, due 3/18/25
    496,560  
            5,115,300  
Tobacco 1.0%
       
     
Altria Group, Inc.
       
  1,100,000  
  5.375%, due 1/31/44
    1,183,226  
     
Lorillard Tobacco Co.
       
  1,200,000  
  3.75%, due 5/20/23
    1,202,714  
            2,385,940  
Toys and Games 0.4%
       
     
Mattel, Inc.
       
  820,000  
  5.45%, due 11/1/41
    853,255  
         
Transportation 1.7%
       
     
Burlington Northern Santa Fe
       
  475,000  
  4.70%, due 10/1/19
    529,069  
  1,285,000  
  6.15%, due 5/1/37
    1,654,314  
     
CSX Corp.
       
  1,390,000  
  6.22%, due 4/30/40
    1,782,543  
            3,965,926  
Transportation and Logistics 0.5%
       
     
Fedex Corp.
       
  1,000,000  
  4.00%, due 1/15/24
    1,061,991  
         
Travel and Lodging 0.3%
       
     
Starwood Hotels &
       
     
  Resorts Worldwide
       
  600,000  
  3.75%, due 3/15/25
    588,558  
         
Utilities 0.2%
       
     
PSEG Power LLC
       
  500,000  
  4.30%, due11/15/23
    529,525  
         
Utilities – Gas 0.3%
       
     
National Fuel Gas Co.
       
  680,000  
  4.90%, due 12/1/21
    741,732  
         
Waste Disposal 0.7%
       
     
Republic Services, Inc.
       
  1,450,000  
  5.00%, due 3/1/20
    1,614,320  
         
Wired Telecommunications Carriers 4.4%
       
     
Verizon Communications, Inc.
       
  3,112,000  
  2.625%, due 2/21/20
    3,142,407  
  2,200,000  
  5.15%, due 9/15/23
    2,461,175  
  3,950,000  
  6.55%, due 9/15/43
    4,815,046  
            10,418,628  
Wireless Telecommunications Services 0.4%
       
     
Vodafone Group PLC
       
  1,000,000  
  2.95%, due 2/19/23
    942,537  
         
Total Corporate Bonds
       
  (cost $195,020,163)
    201,460,162  
         
SOVEREIGN BONDS 10.7%
       
     
Federal Republic of Brazil
       
  550,000  
  6.00%, due 1/17/17
    590,700  
  500,000  
  4.875%, due 1/22/21
    532,500  
  2,040,000  
  7.125%, due 1/20/37
    2,453,100  
     
Republic of Colombia
       
  1,000,000  
  7.375%, due 3/18/19
    1,177,500  
  890,000  
  7.375%, due 9/18/37
    1,158,112  
     
Republic of Italy
       
  1,100,000  
  5.375%, due 6/12/17
    1,188,250  
  1,050,000  
  6.875%, due 9/27/23
    1,348,147  
     
Republic of Panama
       
  200,000  
  5.20%, due 1/30/20
    222,000  
  750,000  
  6.70%, due 1/26/36
    958,125  
     
Republic of Peru
       
  1,050,000  
  6.55%, due 3/14/37
    1,367,625  
     
Republic of Philippines
       
  950,000  
  6.50%, due 1/20/20
    1,135,250  
  2,125,000  
  5.00%, due 1/13/37
    2,576,562  
     
Republic Of Turkey
       
  1,300,000  
  7.50%, due 7/14/17
    1,447,615  
  1,500,000  
  5.125%, due 3/25/22
    1,594,500  
  1,950,000  
  6.00%, due 1/14/41
    2,157,188  

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

 
13

 
 
PIA Funds
PIA BBB BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)

 
             
Principal Amount
       
Value
 
SOVEREIGN BONDS 10.7% (continued)
       
   
Republic of Uruguay
       
$ 209,742  
  8.00%, due 11/18/22
    $ 273,451  
     
United Mexican States
         
  700,000  
  5.625%, due 1/15/17
      751,100  
  1,684,000  
  3.625%, due 3/15/22
      1,726,942  
  2,490,000  
  4.75%, due 3/8/44
      2,521,748  
              25,180,415  
Total Sovereign Bonds
         
  (cost $25,728,597)
      25,180,415  
           
U.S. GOVERNMENT
         
  INSTRUMENTALITIES 2.4%
         
     
U.S. Treasury Bonds
         
  300,000  
  2.25%, due 11/15/24
      304,265  
  5,250,000  
  2.875%, due 5/15/43
      5,252,053  
              5,556,318  
Total U.S. Government Instrumentalities
         
  (cost $5,464,612)
      5,556,318  
           
SHORT-TERM INVESTMENTS 0.5%
         
  1,293,023  
Invesco STIT – Treasury
         
     
  Portfolio – Institutional
         
     
  Class, 0.02% (b)
      1,293,023  
Total Short-Term Investments
         
  (cost $1,293,023)
      1,293,023  
Total Investments
         
  (cost $227,506,395)
98.9%     233,489,918  
Other Assets less Liabilities
1.1%     2,610,330  
TOTAL NET ASSETS
100.0%   $ 236,100,248  

(a)
Variable rate security.  Rate shown reflects the rate in effect as of May 31, 2015.
(b)
Rate shown is the 7-day annualized yield as of May 31, 2015.
(c)
Step-up bond; the interest rate shown is the rate in effect as of May 31, 2015.
 
 
Country Allocation
       
Country
% of Net Assets
         
         
United States
  76.4 %  
Brazil
  4.0 %  
Mexico
  3.9 %  
Turkey
  2.2 %  
Canada
  2.0 %  
United Kingdom
  1.6 %  
Philippines
  1.6 %  
Switzerland
  1.3 %  
Spain
  1.1 %  
Italy
  1.1 %  
Luxembourg
  1.0 %  
Colombia
  1.0 %  
Peru
  0.6 %  
France
  0.6 %  
Panama
  0.5 %  
Ireland
  0.5 %  
Japan
  0.3 %  
Netherlands
  0.2 %  
Uruguay
  0.1 %  
    100.0 %  

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

 
14

 
 
PIA Funds
PIA MBS BOND FUND
Schedule of Investments – May 31, 2015
(Unaudited)
 

           
Principal Amount
     
Value
 
MORTGAGE-BACKED SECURITIES 103.1%
     
       
Commercial Mortgage-Backed Securities 2.2%
     
   
Aventura Mall Trust
     
$ 800,000  
  3.867%, due 12/5/32, Series
     
     
  2013-AVM, Class A (a)(d)
  $ 859,503  
     
Banc of America
       
  45,426  
  5.898%, due 5/10/45, Series
       
     
  2006-2, Class AAB (a)
    45,433  
     
Hilton USA Trust
       
  1,300,000  
  2.662%, due 11/7/30, Series
       
     
  2013-HLT, Class AFX (d)
    1,303,216  
            2,208,152  
Residential Mortgage-Backed Securities 10.0%
       
     
American Residential Property Trust
       
  1,000,000  
  1.936%, due 9/17/31, Series
       
     
  2014-SFR1, Class B (a)(d)
    1,006,831  
     
Colony American Homes
       
  2,937,532  
  1.40%, due 5/17/31, Series
       
     
  2014-1A, Class A (a)(d)
    2,939,545  
     
Invitation Homes Trust
       
  2,926,935  
  1.40%, due 12/17/30, Series
       
     
  2013-SFR1, Class A (a)(d)
    2,937,182  
  3,000,000  
  1.685%, due 6/17/31,
       
     
  Series 2014-SFR1,
       
     
  Class B (a)(d)
    3,007,264  
            9,890,822  
U.S. Government Agencies 90.9%
       
     
FHLMC Pool
       
  32,024  
  4.50%, due 5/1/20, #G18052
    33,671  
  30,317  
  4.50%, due 3/1/21, #G18119
    31,899  
  28,963  
  5.00%, due 3/1/21, #G18105
    31,032  
  142,732  
  4.50%, due 5/1/21, #J01723
    149,305  
  26,742  
  6.00%, due 6/1/21, #G18124
    29,413  
  83,623  
  4.50%, due 9/1/21, #G12378
    87,982  
  26,124  
  5.00%, due 11/1/21, #G18160
    27,997  
  20,775  
  5.00%, due 2/1/22, #G12522
    22,263  
  28,227  
  5.00%, due 2/1/22, #J04411
    30,095  
  85,563  
  5.50%, due 3/1/22, #G12577
    93,580  
  23,664  
  5.00%, due 7/1/22, #J05243
    24,927  
  619,206  
  4.00%, due 3/1/26, #J14785
    663,066  
  1,613,481  
  3.00%, due 11/1/26, #G18409
    1,689,134  
  590,958  
  3.00%, due 6/1/27, #G14497
    618,687  
  952,238  
  3.00%, due 12/1/29, #G18534
    996,278  
  14,503  
  5.50%, due 5/1/35, #B31639
    16,357  
  201,924  
  5.00%, due 8/1/35, #A36351
    224,397  
  41,288  
  4.50%, due 9/1/35, #A37616
    44,844  
  192,484  
  4.50%, due 10/1/35, #A37869
    210,220  
  110,439  
  4.50%, due 10/1/35, #A38023
    119,889  
  59,846  
  4.50%, due 10/1/35, #G01890
    65,337  
  106,100  
  5.00%, due 10/1/35, #G01940
    118,288  
  116,171  
  6.00%, due 1/1/36, #A42208
    132,324  
  18,435  
  7.00%, due 1/1/36, #G02048
    22,983  
  148,413  
  5.50%, due 2/1/36, #G02031
    167,596  
  102,733  
  7.00%, due 8/1/36, #G08148
    125,335  
  314,461  
  6.50%, due 9/1/36, #A54908
    375,665  
  127,477  
  6.50%, due 11/1/36, #A54094
    154,812  
  77,399  
  5.50%, due 2/1/37, #A57840
    87,269  
  157,850  
  5.00%, due 5/1/37, #A60268
    174,994  
  121,451  
  5.00%, due 6/1/37, #G03094
    134,617  
  291,707  
  5.50%, due 6/1/37, #A61982
    328,770  
  381,232  
  6.00%, due 6/1/37, #A62176
    434,512  
  358,954  
  6.00%, due 6/1/37, #A62444
    408,970  
  92,087  
  5.00%, due 7/1/37, #A63187
    102,075  
  179,223  
  5.50%, due 8/1/37, #G03156
    202,023  
  35,971  
  6.50%, due 8/1/37, #A70413
    41,363  
  11,792  
  7.00%, due 8/1/37, #A70079
    13,684  
  9,951  
  7.00%, due 9/1/37, #A65335
    10,863  
  19,420  
  7.00%, due 9/1/37, #A65670
    21,487  
  6,614  
  7.00%, due 9/1/37, #A65941
    7,225  
  3,993  
  7.00%, due 9/1/37, #A66041
    4,606  
  71,119  
  7.00%, due 9/1/37, #G03207
    87,822  
  14,478  
  6.50%, due 11/1/37, #A68726
    16,646  
  165,518  
  5.00%, due 2/1/38, #A73370
    183,491  
  7,546  
  5.00%, due 2/1/38, #G03836
    8,371  
  15,921  
  5.00%, due 3/1/38, #A73704
    17,644  


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

 
15

 
 
PIA Funds
PIA MBS BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)


           
Principal Amount
     
Value
 
U.S. Government Agencies 90.9% (continued)
     
   
FHLMC Pool (continued)
     
$ 167,548  
  5.00%, due 4/1/38, #A76335
  $ 185,745  
  67,644  
  5.50%, due 4/1/38, #G04121
    76,280  
  9,376  
  5.00%, due 5/1/38, #A77463
    10,391  
  33,949  
  5.50%, due 5/1/38, #A77265
    38,285  
  71,335  
  5.50%, due 5/1/38, #G04215
    80,443  
  39,101  
  5.00%, due 6/1/38, #A77986
    43,335  
  16,260  
  5.00%, due 6/1/38, #G04522
    18,021  
  15,338  
  5.00%, due 7/1/38, #A79197
    16,998  
  91,904  
  4.50%, due 9/1/38, #G04773
    99,889  
  23,180  
  5.00%, due 9/1/38, #G04690
    25,687  
  408,959  
  5.00%, due 10/1/38, #G04832
    453,215  
  5,855  
  5.00%, due 11/1/38, #A82849
    6,488  
  23,658  
  5.00%, due 12/1/38, #G05683
    26,217  
  238,845  
  5.00%, due 2/1/39, #G05507
    264,801  
  41,507  
  4.50%, due 4/1/39, #A85612
    45,154  
  112,835  
  5.00%, due 5/1/39, #G08345
    125,266  
  117,324  
  4.50%, due 9/1/39, #A88357
    127,602  
  37,656  
  5.00%, due 9/1/39, #G05904
    41,734  
  199,257  
  4.50%, due 11/1/39, #G05748
    216,730  
  162,363  
  4.50%, due 12/1/39, #A90175
    176,586  
  50,647  
  4.50%, due 4/1/40, #C03464
    55,050  
  134,455  
  4.50%, due 5/1/40, #A92269
    145,960  
  764,130  
  4.50%, due 5/1/40, #G06047
    830,855  
  463,229  
  4.50%, due 6/1/40, #A92533
    503,783  
  82,361  
  4.50%, due 6/1/40, #A92594
    89,559  
  22,400  
  4.50%, due 8/1/40, #A93437
    24,670  
  720,820  
  4.50%, due 8/1/40, #A93505
    783,808  
  1,979,618  
  3.50%, due 1/1/41, #A96409
    2,068,998  
  246,078  
  4.50%, due 1/1/41, #A96176
    268,098  
  72,308  
  4.50%, due 2/1/41, #A97013
    78,642  
  48,990  
  4.50%, due 4/1/41, #Q00285
    53,295  
  711,801  
  4.50%, due 9/1/41, #C03701
    774,089  
  142,638  
  3.50%, due 10/1/41, #Q04087
    149,127  
  61,572  
  4.50%, due 11/1/41, #Q04699
    67,140  
  179,361  
  3.50%, due 1/1/42, #Q05410
    187,478  
  708,324  
  3.50%, due 2/1/42, #Q05996
    740,668  
  427,349  
  3.50%, due 3/1/42, #G08479
    446,821  
  1,809,299  
  3.50%, due 4/1/42, #Q07654
    1,891,963  
  1,193,049  
  3.50%, due 5/1/42, #G08491
    1,247,448  
  2,025,572  
  3.50%, due 6/1/42, #C09000
    2,117,963  
  1,810,077  
  3.50%, due 6/1/42, #Q08641
    1,892,341  
  17,275  
  3.50%, due 6/1/42, #Q08998
    18,064  
  50,166  
  3.50%, due 7/1/42, #C09004
    52,448  
  643,752  
  3.50%, due 8/1/42, #Q10324
    673,524  
  60,206  
  3.00%, due 4/1/43, #V80025
    61,088  
  296,173  
  3.00%, due 5/1/43, #Q18436
    300,329  
  181,238  
  3.00%, due 6/1/43, #Q19697
    183,786  
  692,954  
  3.50%, due 6/1/43, #V80161
    723,877  
  23,443  
  3.50%, due 7/1/43, #Q19628
    24,489  
  758,252  
  3.50%, due 7/1/43, #Q19914
    796,650  
  668,098  
  3.00%, due 8/1/43, #G08540
    677,493  
  373,375  
  3.00%, due 8/1/43, #Q20559
    378,626  
  198,517  
  3.00%, due 8/1/43, #Q21026
    201,348  
  820,254  
  3.50%, due 8/1/43, #Q21351
    857,345  
  250,005  
  3.50%, due 8/1/43, #Q21435
    261,135  
  107,107  
  3.50%, due 9/1/43, #G08545
    111,876  
  834,370  
  3.50%, due 2/1/44, #Q24712
    871,517  
  2,826,667  
  4.00%, due 8/1/44, #G08601
    3,015,404  
  2,000,000  
  3.00%, due 5/1/45, #G08640
    2,026,335  
  1,000,000  
  3.00%, due 5/1/45, #Q33337
    1,013,168  
     
FHLMC TBA (b)
       
  3,000,000  
  3.00%, due 6/15/43
    3,035,975  
     
FNMA Pool
       
  15,349  
  4.50%, due 10/1/20, #842732
    16,087  
  85,185  
  3.00%, due 12/1/20, #MA0605
    89,098  
  35,212  
  4.50%, due 12/1/20, #813954
    37,029  
  16,010  
  4.50%, due 2/1/21, #845437
    16,728  
  37,369  
  5.00%, due 2/1/21, #865191
    39,927  
  13,994  
  5.00%, due 5/1/21, #879112
    14,926  
  73,025  
  4.50%, due 7/1/21, #845515
    76,322  
  1,476,314  
  3.00%, due 8/1/21, #AL0579
    1,544,122  
  67,183  
  5.50%, due 10/1/21, #905090
    71,784  
  151,530  
  3.00%, due 1/1/22, #MA0957
    158,490  
  23,650  
  5.00%, due 2/1/22, #900946
    25,262  


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

 
16

 
 
PIA Funds
PIA MBS BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)


           
Principal Amount
     
Value
 
U.S. Government Agencies 90.9% (continued)
     
   
FNMA Pool (continued)
     
$ 76,455  
  6.00%, due 2/1/22, #912522
  $ 82,120  
  77,136  
  5.00%, due 6/1/22, #937709
    82,380  
  37,899  
  5.00%, due 7/1/22, #938033
    40,482  
  66,903  
  5.00%, due 7/1/22, #944887
    70,249  
  284,595  
  5.50%, due 7/1/22, #905040
    306,957  
  12,028  
  4.00%, due 7/1/25, #AE1318
    12,802  
  12,323  
  4.00%, due 10/1/25, #AE1601
    13,116  
  485,349  
  4.00%, due 12/1/25, #AH6058
    516,820  
  353,893  
  4.00%, due 1/1/26, #AH3925
    377,722  
  13,385  
  4.00%, due 1/1/26, #MA0624
    14,248  
  45,224  
  4.00%, due 3/1/26, #AH8485
    48,249  
  586,644  
  4.00%, due 5/1/26, #AH8174
    625,945  
  66,926  
  3.00%, due 10/1/26, #AJ0049
    70,000  
  26,800  
  3.00%, due 10/1/26, #AJ5474
    28,047  
  88,908  
  3.00%, due 2/1/27, #AK4047
    93,058  
  205,066  
  3.00%, due 4/1/27, #AB4997
    214,699  
  673,661  
  3.00%, due 9/1/27, #AQ0333
    705,294  
  101,238  
  4.50%, due 4/1/29, #MA0022
    109,998  
  3,482  
  7.00%, due 8/1/32, #650101
    4,220  
  50,074  
  4.50%, due 3/1/35, #814433
    54,432  
  51,797  
  4.50%, due 4/1/35, #735396
    56,694  
  21,428  
  4.50%, due 5/1/35, #822854
    23,362  
  40,851  
  4.50%, due 7/1/35, #826584
    44,627  
  4,749  
  5.00%, due 7/1/35, #833958
    5,285  
  26,672  
  7.00%, due 7/1/35, #826251
    30,555  
  45,890  
  4.50%, due 8/1/35, #835751
    50,127  
  28,613  
  7.00%, due 9/1/35, #842290
    33,800  
  17,685  
  4.50%, due 11/1/35, #256032
    19,321  
  25,725  
  5.00%, due 12/1/35, #852482
    28,651  
  10,908  
  7.00%, due 2/1/36, #865190
    13,374  
  304,712  
  5.00%, due 5/1/36, #745515
    339,369  
  7,505  
  5.00%, due 7/1/36, #888789
    8,367  
  20,861  
  6.50%, due 7/1/36, #897100
    25,251  
  13,529  
  7.00%, due 7/1/36, #887793
    14,169  
  23,270  
  6.00%, due 8/1/36, #892925
    26,562  
  71,195  
  6.50%, due 8/1/36, #878187
    86,157  
  70,202  
  5.00%, due 9/1/36, #893621
    78,188  
  90,084  
  5.50%, due 10/1/36, #831845
    103,121  
  33,830  
  5.50%, due 10/1/36, #893087
    38,274  
  35,400  
  6.00%, due 10/1/36, #897174
    40,455  
  45,078  
  5.50%, due 12/1/36, #256513
    50,983  
  1,660  
  6.50%, due 12/1/36, #920162
    1,912  
  42,661  
  7.00%, due 1/1/37, #256567
    50,629  
  109,745  
  5.50%, due 2/1/37, #256597
    124,201  
  53,853  
  6.00%, due 2/1/37, #909357
    61,519  
  3,289  
  7.00%, due 2/1/37, #915904
    3,567  
  83,803  
  5.00%, due 3/1/37, #913007
    93,151  
  77,703  
  5.50%, due 3/1/37, #256636
    87,929  
  4,264  
  5.00%, due 4/1/37, #914599
    4,740  
  283,426  
  5.50%, due 6/1/37, #918554
    320,558  
  65,026  
  5.50%, due 6/1/37, #918705
    73,545  
  325,107  
  6.00%, due 6/1/37, #888413
    372,220  
  234,446  
  6.00%, due 6/1/37, #917129
    268,315  
  35,314  
  7.00%, due 6/1/37, #256774
    40,280  
  42,920  
  7.00%, due 6/1/37, #940234
    50,806  
  25,448  
  5.00%, due 7/1/37, #944534
    28,286  
  125,584  
  5.50%, due 10/1/37, #954939
    142,037  
  38,300  
  6.00%, due 12/1/37, #965488
    43,718  
  185,209  
  5.50%, due 2/1/38, #961691
    209,473  
  77,131  
  5.00%, due 1/1/39, #AA0835
    85,734  
  20,874  
  5.00%, due 1/1/39, #AA0840
    23,202  
  1,105  
  5.00%, due 1/1/39, #AA0862
    1,228  
  126,952  
  5.00%, due 3/1/39, #930635
    141,145  
  3,154  
  5.00%, due 3/1/39, #930760
    3,506  
  15,954  
  5.00%, due 3/1/39, #995948
    17,733  
  3,892  
  5.00%, due 3/1/39, #AA4461
    4,326  
  18,848  
  4.00%, due 4/1/39, #AA0777
    20,127  
  66,040  
  4.50%, due 4/1/39, #AA4590
    71,909  
  141,926  
  5.00%, due 4/1/39, #930871
    157,766  
  105,088  
  5.00%, due 4/1/39, #930992
    116,809  
  80,919  
  5.00%, due 4/1/39, #995930
    89,944  
  308,865  
  4.50%, due 6/1/39, #AA7681
    335,784  
  110,855  
  5.00%, due 6/1/39, #995896
    123,220  
  222,758  
  4.50%, due 7/1/39, #AE8152
    241,957  


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

 
17

 
 
PIA Funds
PIA MBS BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)


           
Principal Amount
     
Value
 
U.S. Government Agencies 90.9% (continued)
     
   
FNMA Pool (continued)
     
$ 78,721  
  5.00%, due 7/1/39, #995895
  $ 87,501  
  476,353  
  4.50%, due 8/1/39, #931837
    519,579  
  381,351  
  5.00%, due 8/1/39, #AC3221
    424,037  
  1,312,852  
  4.00%, due 12/1/39, #AE0215
    1,402,919  
  134,178  
  4.50%, due 12/1/39, #932324
    146,348  
  21,410  
  4.50%, due 2/1/40, #AC8494
    23,353  
  69,708  
  4.50%, due 2/1/40, #AD1045
    76,014  
  70,595  
  4.50%, due 2/1/40, #AD2832
    77,009  
  30,588  
  5.00%, due 3/1/40, #AB1186
    34,010  
  1,572,451  
  5.00%, due 5/1/40, #AD6374
    1,748,402  
  21,486  
  5.00%, due 6/1/40, #AD8058
    23,911  
  250,953  
  5.00%, due 7/1/40, #AD4634
    279,277  
  318,098  
  5.00%, due 7/1/40, #AD4994
    353,972  
  24,704  
  5.00%, due 7/1/40, #AD7565
    27,487  
  175,849  
  4.50%, due 8/1/40, #890236
    191,770  
  720,132  
  4.50%, due 8/1/40, #AD8035
    784,184  
  117,672  
  4.50%, due 8/1/40, #AD8397
    128,304  
  227,675  
  4.00%, due 9/1/40, #AE4311
    243,575  
  27,391  
  4.00%, due 9/1/40, #AE4312
    29,309  
  509,835  
  4.50%, due 9/1/40, #AE1500
    555,192  
  63,934  
  4.00%, due 10/1/40, #AE4124
    68,433  
  224,986  
  4.00%, due 10/1/40, #AE6057
    241,105  
  18,003  
  4.00%, due 11/1/40, #AE5156
    19,292  
  93,770  
  4.50%, due 11/1/40, #AE5162
    102,294  
  421,176  
  4.00%, due 12/1/40, #MA0583
    451,288  
  123,421  
  4.00%, due 1/1/41, #AE4583
    132,248  
  181,143  
  4.00%, due 2/1/41, #AH3200
    194,074  
  318,238  
  4.50%, due 3/1/41, #AH7009
    347,212  
  1,164,763  
  4.50%, due 4/1/41, #AH9054
    1,270,490  
  38,121  
  4.50%, due 5/1/41, #AI1364
    41,608  
  227,111  
  4.50%, due 5/1/41, #AI1888
    247,683  
  1,491,102  
  4.50%, due 5/1/41, #AL0160
    1,626,670  
  146,500  
  4.50%, due 6/1/41, #AI4815
    159,758  
  15,493  
  4.00%, due 8/1/41, #AI8218
    16,577  
  20,618  
  4.50%, due 9/1/41, #AH3865
    22,510  
  69,553  
  4.50%, due 9/1/41, #AI4050
    75,921  
  19,809  
  4.50%, due 9/1/41, #AJ0729
    21,632  
  187,734  
  4.00%, due 10/1/41, #AJ4052
    201,187  
  249,988  
  4.00%, due 11/1/41, #AJ4668
    266,922  
  475,814  
  4.00%, due 11/1/41, #AJ5643
    508,455  
  155,456  
  4.00%, due 12/1/41, #AJ3097
    166,436  
  301,897  
  4.00%, due 4/1/42, #MA1028
    323,383  
  1,740,132  
  3.50%, due 7/1/43, #AB9774
    1,821,109  
  1,830,644  
  3.00%, due 8/1/43, #AU3363
    1,859,568  
  31,776  
  4.00%, due 9/1/43, #AU6009
    34,081  
  35,877  
  4.00%, due 9/1/43, #AU8524
    38,494  
  845,397  
  4.00%, due 6/1/44, #AW4979
    902,755  
  939,855  
  4.00%, due 9/1/44, #AS3392
    1,004,469  
  33,611  
  4.00%, due 9/1/44, #AX4209
    35,917  
  33,753  
  4.00%, due 10/1/44, #AW8456
    36,062  
  951,584  
  4.00%, due 11/1/44, #AS3903
    1,017,329  
  880,770  
  4.00%, due 11/1/44, #AS3906
    941,459  
     
FNMA TBA (b)
       
  6,000,000  
  3.50%, due 6/15/41
    6,271,873  
  7,000,000  
  3.00%, due 6/15/42
    7,098,028  
     
GNMA Pool
       
  18,688  
  7.00%, due 9/15/35, #647831
    21,564  
  72,239  
  5.00%, due 10/15/35, #642220
    81,367  
  56,325  
  5.00%, due 11/15/35, #550718
    63,232  
  72,224  
  5.50%, due 11/15/35, #650091
    82,681  
  30,206  
  5.50%, due 12/15/35, #646307
    34,247  
  52,633  
  5.50%, due 4/15/36, #652534
    60,182  
  45,187  
  6.50%, due 6/15/36, #652593
    53,746  
  24,726  
  5.50%, due 7/15/36, #608993
    28,255  
  67,118  
  6.50%, due 10/15/36, #646564
    76,787  
  41,102  
  6.00%, due 11/15/36, #617294
    46,782  
  93,610  
  6.50%, due 12/15/36, #618753
    107,057  
  69,922  
  5.50%, due 2/15/37, #658419
    79,876  
  182,059  
  6.00%, due 4/15/37, #668411
    208,823  
  181,234  
  5.00%, due 8/15/37, #6714633
    202,370  
  106,531  
  6.00%, due 10/15/37, #664379
    122,157  
  20,055  
  5.50%, due 8/15/38, #677224
    22,729  
  91,585  
  5.50%, due 8/15/38, #691314
    103,797  
  3,957  
  5.50%, due 12/15/38, #705632
    4,503  


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

 
18

 
 
PIA Funds
PIA MBS BOND FUND
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)


               
Principal Amount
         
Value
 
U.S. Government Agencies 90.9% (continued)
         
   
GNMA Pool (continued)
         
$ 648,620  
  4.50%, due 5/15/39, #717066
      $ 711,562  
  16,839  
  5.50%, due 6/15/39, #714262
        19,095  
  583,045  
  5.50%, due 6/15/39, #714720
        660,783  
  558,839  
  4.50%, due 7/15/39, #720160
        612,280  
  1,530,403  
  5.00%, due 9/15/39, #726311
        1,711,660  
  11,625  
  5.50%, due 1/15/40, #723631
        13,183  
  17,259  
  5.50%, due 2/15/40, #680537
        19,560  
                90,334,242  
Total Mortgage-Backed Securities
           
  (cost $98,654,735)
        102,433,216  
                   
                   
Shares
               
SHORT-TERM INVESTMENTS 13.2%
           
  9,904,257  
Fidelity Institutional
           
     
  Money Market Government
           
     
  Portfolio – Class I, 0.01% (c)
      $ 9,904,257  
  3,218,841  
Invesco STIT – Treasury
           
     
  Portfolio – Institutional
           
     
  Class, 0.02% (c)
        3,218,841  
             
Total Short-Term Investments
           
  (cost $13,123,098)
        13,123,098  
Total Investments
           
  (cost $111,777,833)
116.3
    115,556,314  
Liabilities less Other Assets
  (16.3
)%      (16,183,612 )
TOTAL NET ASSETS
100.0
  $ 99,372,702  

(a)
Variable rate security.  Rate shown reflects the rate in effect as of May 31, 2015.
(b)
Security purchased on a when-issued basis.  As of May 31, 2015, the total cost of investments purchased on a when-issued basis was $16,295,781 or 16.4% of total net assets.
(c)
Rate shown is the 7-day annualized yield as of May 31, 2015.
(d)
Security purchased within the terms of a private placement memorandum, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “qualified institutional buyers.”  Pacific Income Advisers, Inc., the Fund’s adviser, has determined that such security is liquid in accordance with the liquidity guidelines approved by the Board of Trustees of Advisors Series Trust.  As of May 31, 2015, the value of these investments was $12,053,541 or 12.1% of total net assets.

FHLMC – Federal Home Loan Mortgage Corporation
FNMA – Federal National Mortgage Association
GNMA – Government National Mortgage Association
TBA – To Be Announced





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

 
19

 
 
PIA Funds
Statements of Assets and Liabilities – May 31, 2015
(Unaudited)


   
BBB
   
MBS
 
   
Bond Fund
   
Bond Fund
 
Assets:
           
Investments in securities, at value (cost $227,506,395 and $111,777,833, respectively)
  $ 233,489,918     $ 115,556,314  
Receivable for fund shares sold
    360,033       55,442  
Interest receivable
    2,811,187       247,213  
Due from investment adviser (Note 4)
    2,222       10,624  
Prepaid expenses
    19,207       15,385  
Total assets
    236,682,567       115,884,978  
                 
Liabilities:
               
Payable for securities purchased
          16,295,781  
Payable for fund shares redeemed
    492,855       155,798  
Administration fees
    14,589       10,342  
Custody fees
    5,292       6,021  
Transfer agent fees and expenses
    23,863       11,370  
Fund accounting fees
    23,212       16,366  
Audit fees
    8,670       8,670  
Chief Compliance Officer fee
    1,896       1,752  
Accrued expenses
    11,942       6,176  
Total liabilities
    582,319       16,512,276  
Net Assets
  $ 236,100,248     $ 99,372,702  
                 
Net Assets Consist of:
               
Paid-in capital
  $ 229,704,000     $ 96,599,601  
Undistributed net investment income/(loss)
    94,402       (97,408 )
Accumulated net realized gain/(loss) on investments
    318,323       (907,972 )
Net unrealized appreciation on investments
    5,983,523       3,778,481  
Net Assets
  $ 236,100,248     $ 99,372,702  
                 
Net Asset Value, Offering Price and Redemption Price Per Share
  $ 9.41     $ 9.81  
                 
Shares Issued and Outstanding
               
  (Unlimited number of shares authorized, par value $0.01)
    25,080,636       10,125,242  



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

 
20

 
 
PIA Funds
Statements of Operations – Six Months Ended May 31, 2015
(Unaudited)


   
BBB
   
MBS
 
   
Bond Fund
   
Bond Fund
 
Investment Income:
           
Interest
  $ 4,671,089     $ 1,247,136  
Total investment income
    4,671,089       1,247,136  
                 
Expenses:
               
Fund accounting fees (Note 4)
    52,367       37,613  
Transfer agent fees and expenses (Note 4)
    44,868       21,803  
Administration fees (Note 4)
    33,010       23,601  
Registration fees
    12,678       11,585  
Custody fees (Note 4)
    10,476       13,914  
Audit fees
    9,506       9,507  
Trustees’ fees
    5,363       4,714  
Reports to shareholders
    4,618       2,127  
Chief Compliance Officer fee (Note 4)
    4,607       4,661  
Legal fees
    4,464       3,595  
Insurance
    1,510       492  
Miscellaneous
    4,803       2,537  
Total expenses
    188,270       136,149  
Less: Expense reimbursement from adviser (Note 4)
    (8,534 )     (63,021 )
Net expenses
    179,736       73,128  
Net investment income
    4,491,353       1,174,008  
                 
Realized and Unrealized Gain/(Loss) on Investments:
               
Net realized gain on investments
    392,333       335,508  
Net change in unrealized appreciation/(depreciation) on investments
    (3,141,923 )     (242,645 )
Net gain/(loss) on investments
    (2,749,590 )     92,863  
Net increase in net assets resulting from operations
  $ 1,741,763     $ 1,266,871  




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

 
21

 
 
PIA Funds
Statements of Changes in Net Assets


   
BBB
   
MBS
 
   
Bond Fund
   
Bond Fund
 
   
Six Months
         
Six Months
       
   
Ended
         
Ended
       
   
May 31, 2015
   
Year Ended
   
May 31, 2015
   
Year Ended
 
   
(Unaudited)
   
Nov. 30, 2014
   
(Unaudited)
   
Nov. 30, 2014
 
Increase/(Decrease) in Net Assets From
                       
Operations:
                       
Net investment income
  $ 4,491,353     $ 9,325,869     $ 1,174,008     $ 2,731,106  
Net realized gain on investments
    392,333       1,244,224       335,508       576,924  
Net change in unrealized appreciation/(depreciation)
                               
  on investments
    (3,141,923 )     10,030,150       (242,645 )     1,356,991  
Net increase in net assets
                               
  resulting from operations
    1,741,763       20,600,243       1,266,871       4,665,021  
                                 
Distributions Paid to Shareholders:
                               
Distributions from net investment income
    (4,546,783 )     (9,328,231 )     (1,372,406 )     (3,053,904 )
Distributions from net realized gains on investments
    (1,225,464 )     (9,477,507 )            
Total distributions
    (5,772,247 )     (18,805,738 )     (1,372,406 )     (3,053,904 )
                                 
Capital Share Transactions:
                               
Net proceeds from shares sold
    24,859,715       48,004,132       12,762,875       15,852,500  
Distributions reinvested
    2,187,956       4,923,178       702,065       1,260,531  
Payment for shares redeemed
    (26,650,469 )     (84,065,851 )     (11,332,031 )     (18,818,241 )
Net increase/(decrease) in net assets
                               
  from capital share transactions
    397,202       (31,138,541 )     2,132,909       (1,705,210 )
Total increase/(decrease) in net assets
    (3,633,282 )     (29,344,036 )     2,027,374       (94,093 )
                                 
Net Assets, Beginning of Period
    239,733,530       269,077,566       97,345,328       97,439,421  
Net Assets, End of Period
  $ 236,100,248     $ 239,733,530     $ 99,372,702     $ 97,345,328  
Includes Undistributed Net Investment Income/(Loss) of
  $ 94,402     $ 149,832     $ (97,408 )   $ 100,990  
                                 
Transactions in Shares:
                               
Shares sold
    2,609,242       5,078,035       1,296,385       1,626,200  
Shares issued on reinvestment of distributions
    230,161       531,782       71,441       130,029  
Shares redeemed
    (2,800,806 )     (8,952,372 )     (1,154,320 )     (1,943,413 )
Net increase/(decrease) in shares outstanding
    38,597       (3,342,555 )     213,506       (187,184 )


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

 
22

 
 
PIA Funds
BBB BOND FUND
Financial Highlights


   
Six Months
                               
   
Ended
                               
   
May 31, 2015
    Year Ended November 30,  
   
(Unaudited)
   
2014
   
2013
   
2012
   
2011
   
2010
 
Per Share Operating Performance
                                   
(For a fund share outstanding throughout each period)
                               
                                     
Net asset value, beginning of period
  $ 9.57     $ 9.48     $ 10.41     $ 10.18     $ 10.14     $ 9.70  
                                                 
Income From Investment Operations:
                                               
Net investment income
    0.18       0.37       0.39       0.46       0.53       0.54  
Net realized and unrealized gain/(loss)
                                               
  on investments and swap contracts
    (0.11 )     0.43       (0.64 )     0.77       0.05       0.44  
Total from investment operations
    0.07       0.80       (0.25 )     1.23       0.58       0.98  
                                                 
Less Distributions:
                                               
Distributions from net investment income
    (0.18 )     (0.37 )     (0.39 )     (0.46 )     (0.54 )     (0.54 )
Distributions from net realized gains on investments
  (0.05 )     (0.34 )     (0.29 )     (0.54 )            
Total distributions
    (0.23 )     (0.71 )     (0.68 )     (1.00 )     (0.54 )     (0.54 )
                                                 
Net asset value, end of period
  $ 9.41     $ 9.57     $ 9.48     $ 10.41     $ 10.18     $ 10.14  
                                                 
Total Return
    0.71 %++     8.85 %     -2.49 %     12.89 %     5.88 %     10.33 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (in 000’s)
  $ 236,100     $ 239,734     $ 269,078     $ 382,911     $ 273,938     $ 337,421  
Ratio of expenses to average net assets:
                                               
Net of expense reimbursement
    0.15 %+     0.02 %*     0.00 %     0.00 %     0.00 %     0.00 %
Before expense reimbursement
    0.16 %+     0.15 %     0.14 %     0.13 %     0.13 %     0.12 %
Ratio of net investment income to average net assets:
                                         
Net of expense reimbursement
    3.74 %+     3.86 %     3.99 %     4.61 %     5.13 %     5.41 %
Before expense reimbursement
    3.73 %+     3.73 %     3.85 %     4.48 %     5.00 %     5.29 %
Portfolio turnover rate
    10 %++     18 %     47 %     75 %     58 %     45 %

+
 
Annualized for periods less than one year.
++
 
Not annualized for periods less than one year.
*
 
Effective October 1, 2014, the expense cap increased from 0.00% to 0.15%.



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

 
23

 
 
PIA Funds
MBS BOND FUND
Financial Highlights


   
Six Months
                               
   
Ended
                               
   
May 31, 2015
    Year Ended November 30,  
   
(Unaudited)
   
2014
   
2013
   
2012
   
2011
   
2010
 
Per Share Operating Performance
                                   
(For a fund share outstanding throughout each period)
                               
                                     
Net asset value, beginning of period
  $ 9.82     $ 9.65     $ 10.04     $ 9.99     $ 10.14     $ 10.14  
                                                 
Income From Investment Operations:
                                               
Net investment income
    0.12       0.29       0.15       0.19       0.28       0.32  
Net realized and unrealized gain/(loss)
  on investments
  0.01       0.20       (0.23 )     0.14       0.13       0.11  
Total from investment operations
    0.13       0.49       (0.08 )     0.33       0.41       0.43  
                                                 
Less Distributions:
                                               
Distributions from net investment income
    (0.14 )     (0.32 )     (0.24 )     (0.26 )     (0.35 )     (0.34 )
Distributions from net realized
  gains on investments
                (0.07 )     (0.02 )     (0.21 )     (0.09 )
Total distributions
    (0.14 )     (0.32 )     (0.31 )     (0.28 )     (0.56 )     (0.43 )
                                                 
Net asset value, end of period
  $ 9.81     $ 9.82     $ 9.65     $ 10.04     $ 9.99     $ 10.14  
                                                 
Total Return
    1.31 %++     5.17 %     -0.74 %     3.37 %     4.32 %     4.37 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (in 000’s)
  $ 99,373     $ 97,345     $ 97,439     $ 184,502     $ 148,370     $ 122,332  
Ratio of expenses to average net assets:
                                               
Net of expense reimbursement
    0.15 %+     0.03 %*     0.00 %     0.00 %     0.00 %     0.00 %
Before expense reimbursement
    0.28 %+     0.29 %     0.22 %     0.17 %     0.18 %     0.19 %
Ratio of net investment income
  to average net assets:
                                           
Net of expense reimbursement
    2.41 %+     2.94 %     1.65 %     1.90 %     2.83 %     3.22 %
Before expense reimbursement
    2.28 %+     2.68 %     1.43 %     1.73 %     2.65 %     3.03 %
Portfolio turnover rate
    107 %++     160 %     290 %     278 %     122 %     388 %

+
 
Annualized for periods less than one year.
++
 
Not annualized for periods less than one year.
*
 
Effective October 1, 2014, the expense cap increased from 0.00% to 0.15%.



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

 
24

 
 
PIA Funds
Notes to Financial Statements – May 31, 2015
(Unaudited)


Note 1 – Organization
The PIA BBB Bond Fund and the PIA MBS Bond Fund (the “Funds”) are each a 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.  Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies.”
 
Currently, the Funds offer the Managed Account Completion Shares (MACS) class.  Each of the Funds is diversified and has separate assets and liabilities and differing investment objectives.  The investment objective of the PIA BBB Bond Fund (the “BBB Bond Fund”) is to seek to provide a total rate of return that approximates that of bonds rated within the BBB category by Standard and Poor’s Ratings Services, the Baa category by Moody’s Investors Services, Inc. or the BBB category by Fitch Ratings, Inc.  The investment objective of the PIA MBS Bond Fund (the “MBS Bond Fund”) is to seek to provide a total rate of return that approximates that of mortgage-backed securities (“MBS”) included in the Barclays U.S. MBS Fixed Rate Index.  The BBB Bond Fund and the MBS Bond Fund commenced operations on September 25, 2003 and February 28, 2006, respectively.  Only authorized investment advisory clients of Pacific Income Advisers, Inc. are eligible to invest in the Funds.
 
Note 2 – Significant Accounting Policies
The following is a summary of significant accounting policies consistently followed by the Funds in the preparation of their financial statements.  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.
 
Securities Purchased on a When-Issued Basis – Delivery and payment for securities that have been purchased by the Funds on a forward-commitment or when-issued basis can take place up to a month or more after the transaction date.  During this period, such securities are subject to market fluctuations.  The Funds are required to hold and maintain until the settlement date, cash or other liquid assets in an amount sufficient to meet the purchase price.  The purchase of securities on a when-issued or forward-commitment basis may increase the volatility of the Funds’ net asset values if the Funds make such purchases while remaining substantially fully invested.  In connection with the ability to purchase securities on a when-issued basis, the Funds may also enter into dollar rolls in which the Funds sell securities purchased on a forward-commitment basis and simultaneously contract with a counterparty to repurchase similar (same type, coupon, and maturity), but not identical securities on a specified future date.  As an inducement for the Funds to “rollover” their purchase commitments, the Funds receive negotiated amounts in the form of reductions of the purchase price of the commitment.  Dollar rolls are considered a form of leverage.
 
Federal Income Taxes – It is the Funds’ 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 Funds recognize 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


 
25

 
 
PIA Funds
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2012 – 2014, or expected to be taken in the Funds’ 2015 tax returns.  The Funds identify their major tax jurisdictions as U.S. Federal and the state of Wisconsin; however the Funds are 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.
 
Expenses – Each Fund is charged for those expenses that are directly attributable to the Fund, such as administration and custodian fees.  Expenses that are not directly attributable to a Fund are typically allocated among the Funds in proportion to their respective net assets.
 
Securities Transactions and Investment Income – Security transactions are accounted for on a trade date basis.  Realized gains and losses on sales of securities are calculated on the basis of identified cost.  Interest income is recorded on an accrual basis.  Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
Distributions to Shareholders – Distributions to shareholders are recorded on the ex-dividend date.  The Funds distribute substantially all net investment income, if any, monthly and net realized gains, if any, annually.  Distributions from net realized gains for book purposes may include short-term capital gains.  All short-term capital gains are included in ordinary income for tax purposes.
 
The amount and character of income and net realized gains to be distributed are determined in accordance with Federal income tax rules and regulations, which may differ from accounting principles generally accepted in the United States of America.  To the extent that these differences are attributable to permanent book and tax accounting differences, the components of net assets have been adjusted.
 
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.
 
Guarantees and Indemnifications – In the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses.  The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims against the Funds that have not yet occurred.  Based on experience, the Funds expect the risk of loss to be remote.
 
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 May 31, 2015, management considered the impact of subsequent events for the potential recognition or disclosure in these financial statements.

 

 
26

 
 
PIA Funds
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


Note 3 – Securities Valuation
The Funds have 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 Funds have 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 Funds’ 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 Funds’ major categories of assets and liabilities measured at fair value on a recurring basis.  The Funds’ investments are carried at fair value.
 
Each 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).
 
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.
 
Corporate Bonds – Corporate bonds, including listed 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.  Most corporate bonds are categorized in level 2 of the fair value hierarchy.
 
Foreign Securities – Foreign economies may differ from the U.S. economy and individual foreign companies may differ from domestic companies in the same industry.
 
Foreign companies or entities are frequently not subject to accounting and financial reporting standards applicable to domestic companies, and there may be less information available about foreign issuers.  Securities of foreign issuers are generally less liquid and more volatile than those of comparable domestic issuers.  There is frequently less government regulation of broker-dealers and issuers than in the United States.  In addition, investments in foreign countries are subject to the possibility of expropriation, confiscatory taxation, political or social instability or diplomatic developments that could adversely affect the value of those investments.

 

 
27

 
 
PIA Funds
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


All foreign securities owned by the BBB Bond Fund are U.S. dollar denominated.
 
U.S. Government Securities – U.S. Government securities are normally valued using a model that incorporates 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.  U.S. Government securities are typically categorized in level 2 of the fair value hierarchy.
 
U.S. Government Agency Securities – U.S. Government agency securities are comprised of two main categories consisting of agency issued debt and mortgage pass-throughs.  Agency issued debt securities are generally valued in a manner similar to U.S. Government securities.  Mortgage pass-throughs include to-be-announced (“TBAs”) securities and mortgage pass-through certificates.  TBA securities and mortgage pass-throughs are generally valued using dealer quotations.  These securities are typically categorized in level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term debt securities, including those securities having a maturity of 60 days or less, are valued at the evaluated mean between the bid and asked prices.  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 Funds’ 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.
 
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 Funds’ securities as of May 31, 2015:
 
BBB Bond Fund
 
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Fixed Income
                       
 
  Corporate Bonds
  $     $ 201,460,162     $     $ 201,460,162  
 
  Sovereign Bonds
          25,180,415             25,180,415  
 
  U.S. Government
                               
 
    Instrumentalities
          5,556,318             5,556,318  
 
Total Fixed Income
          232,196,895             232,196,895  
 
Short-Term Investments
    1,293,023                   1,293,023  
 
Total Investments
  $ 1,293,023     $ 232,196,895     $     $ 233,489,918  



 
28

 
 
PIA Funds
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


 
MBS Bond Fund
                       
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Fixed Income
                       
 
  Commercial Mortgage-Backed Securities
  $     $ 2,208,152     $     $ 2,208,152  
 
  Residential Mortgage-Backed Securities
          9,890,822             9,890,822  
 
  Mortgage-Backed Securities –
                               
 
    U.S. Government Agencies
          90,334,242             90,334,242  
 
Total Fixed Income
          102,433,216             102,433,216  
 
Short-Term Investments
    13,123,098                   13,123,098  
 
Total Investments
  $ 13,123,098     $ 102,433,216     $     $ 115,556,314  
 
Refer to the Funds’ schedule of investments for a detailed break-out of securities.  Transfers between levels are recognized at May 31, 2015, the end of the reporting period.  The Funds recognized no transfers to/from level 1 or level 2.  The Funds held no level 3 securities during the six months ended May 31, 2015.
 
Note 4 – Investment Advisory Fee and Other Transactions with Affiliates
The Funds have investment advisory agreements with Pacific Income Advisers, Inc. (“PIA” or the “Adviser”) pursuant to which the Adviser is responsible for providing investment management services to the Funds.  The Adviser furnished all investment advice, office space and facilities, and provides most of the personnel needed by the Funds.  Under the agreement, the Funds do not pay the Adviser an investment advisory fee.  However, investors in the Funds will be charged investment advisory fees by the Adviser and persons other than the Adviser.  Clients of PIA pay PIA an investment advisory fee to manage their assets, including assets invested in the Funds.  Participants in “wrap-fee” programs pay fees to the program sponsor, who in turn pays fees to the Adviser.
 
The Funds are responsible for their own operating expenses.  PIA has voluntarily agreed to limit the total expenses of each Fund to an annual rate of 0.15% of the Fund’s average daily net assets through at least March 29, 2016.  The Adviser may not recoup expense reimbursements in future periods.  For the six months ended May 31, 2015, the Adviser absorbed Fund expenses in the amount of $8,534 and $63,021 for the BBB Bond Fund and the MBS Bond Fund, respectively.
 
U.S. Bancorp Fund Services, LLC (the “Administrator” or “USBFS”) acts as the Funds’ Administrator under an Administration Agreement.  The Administrator prepares various federal and state regulatory filings, reports and returns for the Funds; prepares reports and materials to be supplied to the Trustees; monitors the activities of the Funds’ custodian, transfer agent and accountants; coordinates the preparation and payment of the Funds’ expenses and reviews the Funds’ expense accruals.
 
USBFS also serves as the fund accountant and transfer agent to the Funds.  U.S. Bank N.A., an affiliate of USBFS, serves as the Funds’ custodian.
 
Quasar Distributors, LLC (the “Distributor”) acts as the Funds’ principal underwriter in a continuous public offering of the Funds’ shares.  The Distributor is an affiliate of USBFS and U.S. Bank N.A.

 

 
29

 
 
PIA Funds
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


Certain officers of the Funds are employees of USBFS.  The Trust’s Chief Compliance Officer is also an employee of USBFS.  A Trustee of the Trust is affiliated with USBFS and U.S. Bank N.A.  This same Trustee is an interested person of the Distributor.
 
For the six months ended May 31, 2015, the Funds incurred the following expenses for administration, fund accounting, transfer agency, custody, and Chief Compliance Officer fees:
 
     
BBB Bond Fund
   
MBS Bond Fund
 
 
Administration
  $ 33,010     $ 23,601  
 
Fund Accounting
    52,367       37,613  
 
Transfer Agency
               
 
  (excludes out-of-pocket expenses and sub-ta fees)
    40,380       19,294  
 
Custody
    10,476       13,914  
 
Chief Compliance Officer
    4,607       4,661  
 
At May 31, 2015, the Funds had payables due to USBFS 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:
 
     
BBB Bond Fund
   
MBS Bond Fund
 
 
Administration
  $ 14,589     $ 10,342  
 
Fund Accounting
    23,212       16,366  
 
Transfer Agency
               
 
  (excludes out-of-pocket expenses and sub-ta fees)
    20,468       9,579  
 
Custody
    5,292       6,021  
 
Chief Compliance Officer
    1,896       1,752  

Note 5 – Purchases and Sales of Securities
     
Non-Government
   
Government
 
     
Purchases
   
Sales
   
Purchases
   
Sales
 
 
BBB Bond Fund
  $ 16,080,395     $ 18,115,900     $ 7,596,589     $ 4,883,998  
 
MBS Bond Fund
          317,732       111,253,984       112,905,134  
 
Note 6 – Line of Credit
The BBB Bond Fund has a line of credit in the amount of $18,400,000.  This line of credit is intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the BBB Bond Fund’s custodian, U.S. Bank N.A.  During the six months ended May 31, 2015, the Fund did not draw upon its line of credit.


 
30

 
 
PIA Funds
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


Note 7 – Federal Income Tax Information
Net investment income and net realized gains/(losses) differ for financial statement and tax purposes due to differing treatments of paydowns.
 
The tax character of distributions paid during the six months ended May 31, 2015 and the year ended November 30, 2014 was as follows:
 
     
BBB Bond Fund
   
MBS Bond Fund
 
     
May 31, 2015
   
Nov. 30, 2014
   
May 31, 2015
   
Nov. 30, 2014
 
 
Ordinary income
  $ 4,546,783     $ 9,326,484     $ 1,372,406     $ 3,053,904  
 
Long-term capital gains
    1,225,464       9,479,254              
 
As of November 30, 2014, the Funds’ most recently completed fiscal year end, the components of capital on a tax basis were as follows:
 
     
BBB Bond Fund
   
MBS Bond Fund
 
 
Cost of investments (a)
  $ 226,763,357     $ 113,533,550  
 
Gross unrealized appreciation
    11,802,043       4,110,595  
 
Gross unrealized depreciation
    (2,749,945 )     (89,469 )
 
Net unrealized appreciation (a)
    9,052,098       4,021,126  
 
Undistributed ordinary income
    149,833       100,990  
 
Undistributed long-term capital gain
    1,224,801        
 
Total distributable earnings
    1,374,634       100,990  
 
Other accumulated gains/(losses)
          (1,243,480 )
 
Total accumulated earnings/(losses)
  $ 10,426,732     $ 2,878,636  
 
 
(a)
The difference between book-basis and tax-basis net unrealized appreciation in the BBB Bond Fund is attributable primarily to wash sales.  The book-basis and tax-basis net unrealized appreciation is the same in the MBS Bond Fund.
 
At November 30, 2014, the MBS Bond Fund had tax short-term capital losses of $423,105 and tax long-term capital losses of $820,375 which may be carried over indefinitely to offset future gains.
 



 
31

 
 
PIA Funds
Notice to Shareholders – May 31, 2015
(Unaudited)


How to Obtain a Copy of the Funds’ Proxy Voting Policies
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling 1-800-251-1970, or on the 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
Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-800-251-1970.  Furthermore, you can obtain the Funds’ proxy voting records on the SEC’s website at http://www.sec.gov.
 
Quarterly Filings on Form N-Q
The Funds file their complete schedules of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q.  The Funds’ Form N-Q is available on the SEC’s website at http://www.sec.gov.  The Funds’ 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 by calling 1-800-251-1970.
 

 
 
 

 

 
32

 
 
PIA Funds
Approval of Investment Advisory Agreements
(Unaudited)


At a meeting held on December 2-4, 2014, the Board (which is comprised of five persons, four of whom are Independent Trustees as defined under the Investment Company Act of 1940, as amended), considered and approved the continuance of the investment advisory agreement (the “Advisory Agreement”) between Advisors Series Trust (the “Trust”) and Pacific Income Advisers, Inc. (the “Adviser”) for another annual term for the PIA BBB Bond Fund, PIA MBS Bond Fund and PIA High Yield (MACS) Fund, which had not yet commenced operations at the time of this meeting (collectively, the “Funds”).  At this meeting, and at a prior meeting held on October 15-16, 2014, the Board received and reviewed substantial information regarding the Funds, the Adviser and the services provided by the Adviser to the Funds under the Advisory Agreements.  This information, together with the information provided to the Board throughout the course of the year, 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 continuance of the Advisory Agreement:
 
 
1.
THE NATURE, EXTENT AND QUALITY OF THE SERVICES PROVIDED AND TO BE PROVIDED BY THE ADVISER UNDER THE ADVISORY AGREEMENTS.  The Board considered the nature, extent and quality of the Adviser’s overall services provided to the Funds as well as its specific responsibilities in all aspects of day-to-day investment management of the Funds.  The Board considered the qualifications, experience and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Adviser involved in the day-to-day activities of the Funds.  The Board also considered the resources and compliance structure of the Adviser, including information regarding its compliance program, its chief compliance officer, the Adviser’s compliance record, and the Adviser’s disaster recovery/business continuity plan.  The Board also considered the prior relationship between the Adviser and the Trust, as well as the Board’s knowledge of the Adviser’s operations, and noted that during the course of the prior year they had met with the Adviser to discuss Fund performance and investment outlook as well as various marketing and compliance topics, including the Adviser’s risk management process.  The Board concluded that the Adviser had the quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Advisory Agreements and that the nature, overall quality and extent of such management services are satisfactory.
 
 
2.
THE FUNDS’ HISTORICAL PERFORMANCE AND THE OVERALL PERFORMANCE OF THE ADVISER.  In assessing the quality of the portfolio management delivered by the Adviser, the Board reviewed the short-term and long-term performance of the Funds as of July 31, 2014 on both an absolute basis and in comparison to appropriate securities benchmarks and their peer funds utilizing Lipper and Morningstar classifications.  While the Board considered both short-term and long-term performance, it placed greater emphasis on longer term performance.  When reviewing performance against the comparative peer group universe, the Board took into account that the investment objectives and strategies of the Funds, as well as their level of risk tolerance, may differ significantly from funds in the peer universe.  The Board noted that the PIA High Yield (MACS) Fund had not yet commenced operations.
 
   
PIA BBB Bond Fund:  The Board noted that the BBB Bond Fund’s performance, with regard to its Lipper comparative universe, was above the peer group median and average for the one-year, five-year and ten-year periods, and above the peer group median but below the peer group average for the three-year period.


 
33

 
 
PIA Funds
Approval of Investment Advisory Agreements (continued)
(Unaudited)


   
The Board noted that the BBB Bond Fund’s performance, with regard to its Morningstar comparative universe, was above the peer group median and average for the one-year and ten-year periods, the same as the peer group median and below the peer group average for the three-year period, and below the peer group median and above the peer group average for the five-year period.
 
   
The Board also reviewed the performance of the Fund against a broad-based securities market benchmark.
 
   
PIA MBS Bond Fund: The Board noted that the MBS Bond Fund’s performance, with regard to its Lipper comparative universe, was above the peer group median and below the peer group average for the one-year period, below the peer group median and average for the three-year and five-year periods and above the peer group median and average for the since inception period.
 
   
The Board noted that the MBS Bond Fund’s performance, with regard to its Morningstar comparative universe, was above its peer group median and average for all relevant periods.
 
   
The Board also reviewed the performance of the Fund against a broad-based securities market benchmark.
 
 
3.
THE COSTS OF THE SERVICES TO BE PROVIDED BY THE ADVISER AND THE STRUCTURE OF THE ADVISER’S FEE UNDER THE ADVISORY AGREEMENTS.  In considering the advisory fee and total fees and expenses of each Fund, the Board reviewed comparisons to the peer funds and similarly managed separate accounts for other types of clients advised by the Adviser, as well as expense waivers and reimbursements.  The Board also considered that the Adviser does not manage any separate accounts with a similar strategy to that of the BBB Bond Fund and MBS Bond Fund.
 
   
PIA BBB Bond Fund:  The Board noted that the Adviser has temporarily agreed, through at least March 29, 2016, to maintain a minimal annual expense ratio for the Fund of 0.15%.  The Board noted that the Fund’s total expense ratio was significantly below its peer group median and average.  The Board noted that the Adviser does not charge management fees to the BBB Bond Fund.  The Board recognized that clients of the Adviser pay the Adviser an investment advisory fee to manage their assets as part of wrap programs or other investment advisory accounts, including assets invested in the BBB Bond Fund.
 
   
PIA MBS Bond Fund:  The Board noted that the Adviser has temporarily agreed, through at least March 29, 2016, to maintain a minimal annual expense ratio for the Fund of 0.15%.  The Board noted that the Fund’s total expense ratio was significantly below its peer group median and average.  The Board noted that the Adviser does not charge management fees to the MBS Bond Fund.  The Board recognized that clients of the Adviser pay the Adviser an investment advisory fee to manage their assets as part of wrap programs or other investment advisory accounts, including assets invested in the MBS Bond Fund.
 
   
PIA High Yield (MACS) Fund:  The Board noted that the Adviser has agreed once the Fund is launched, through at least March 29, 2016, to maintain a minimal annual expense ratio for the Fund of 0.15%.  The Board noted that the Fund’s total expense ratio would be significantly below its peer group median and average.  The Board noted that the Adviser will not charge management fees to the Fund.  The Board recognized that clients of the Adviser will pay the Adviser an investment advisory fee to manage their assets as part of wrap programs or other investment advisory accounts, including assets invested in the Fund.


 
34

 
 
PIA Funds
Approval of Investment Advisory Agreements (continued)
(Unaudited)


 
4.
ECONOMIES OF SCALE.  The Board also considered whether economies of scale were being realized by the Adviser that should be shared with shareholders.  The Board noted that since the Adviser does not charge a management fee to the Funds, and has temporarily agreed to absorb all but 0.15% of the Funds’ ordinary operating expenses, it did not appear that there were any additional significant economies of scale being realized by the Adviser and concluded that it would continue to monitor in the future as circumstances changed.
 
 
5.
THE PROFITS TO BE REALIZED BY THE ADVISER AND ITS AFFILIATES FROM THEIR RELATIONSHIP WITH THE FUNDS.  The Board reviewed the Adviser’s financial information and took into account both the direct benefits and the indirect benefits to the Adviser from advising the Funds.  The Board considered the profitability to the Adviser from its relationship with the Funds and considered any additional benefits derived by the Adviser from its relationship with the Funds, including the advisory fees it received from the wrap programs and other advisory accounts associated with assets invested in the Funds.  The Board also considered that the Funds do not charge any Rule 12b-1 fees or utilize “soft dollars.”  After such review, the Board determined that the profitability to the Adviser with respect to the Advisory Agreements was not excessive, and that the Adviser had maintained adequate profit levels to support the services that it provides to the Funds.
 
No single factor was determinative of the Board’s decision to approve the continuance of the Advisory Agreements for the PIA BBB Bond Fund, PIA MBS Bond and PIA High Yield (MACS) Fund, but rather the Board based its determination on the total combination of information available to them.  Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangements with the Adviser, including the advisory fees, were fair and reasonable.  The Board therefore determined that the continuance of the Advisory Agreements for the PIA BBB Bond Fund, PIA MBS Bond and PIA High Yield (MACS) Fund would be in the best interests of the Funds and their shareholders.
 

 
 
 
 
 

 

 
35

 


PRIVACY NOTICE
 



The Funds collect 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 Funds.  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 Funds 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.
 
 
 
 
 
 

 

 
 

 














(This Page Intentionally Left Blank.)
 

















 
 

 



Adviser
Pacific Income Advisers, Inc.
1299 Ocean Avenue, Suite 210
Santa Monica, CA  90401


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
(800) 251-1970


Custodian
U.S. Bank N.A.
1555 North 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







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.
 


 
 

 






 
PIA Funds

PIA Short-Term
Securities Fund




 

 

 

 

 

 

 

 

 
Semi-Annual Report
 
May 31, 2015
 




 
 

 
 
PIA Short-Term Securities Fund


 
 
Dear Shareholder:
 
We are pleased to provide you with this semi-annual report for the six month fiscal period December 1, 2014 through May 31, 2015 regarding the PIA Short-Term Securities Fund (the “Fund”) for which Pacific Income Advisers, Inc. (“PIA”) is the investment adviser.
 
For the six months ended May 31, 2015, the total return for the Fund, including the reinvestment of dividends and capital gains, was 0.60%.
 
The Fund’s return was higher than the Fund’s benchmark index, the BofA Merrill Lynch 1-Year U.S. Treasury Note Index, which returned 0.10% for the same period.  The Fund’s total return is net of 0.39% in Fund fees and expenses for the six months ended May 31, 2015, compared to the benchmark index, which does not incur fees and expenses.  As stated in the current prospectus, the Fund’s gross expense ratio is 0.40%.
 
PIA has contractually agreed to waive all or a portion of its management fees and pay Fund expenses to ensure that Net Annual Fund Operating Expenses (excluding acquired fund fees and expenses, interest, taxes and extraordinary expenses) do not exceed 0.39% of the Fund’s average daily net assets through at least March 28, 2016.
 
During the six month period ended May 31, 2015, the Fund had a neutral duration position and a more barbelled structure, relative to the Fund’s benchmark index.  The Fund had a well-diversified allocation to investment grade corporate bonds, with maturities less than three years, which added yield to the portfolio.  The Fund was overweight in short average life/floating rate government mortgage-backed securities, which provided the portfolio with a more defensive positioning as short-term interest rates rose.  In addition, the portfolio had an allocation to floating rate private mortgage-backed securities, with enough credit support to carry a AAA or AA rating on the security, which also added yield to the portfolio, while providing support from potentially higher short-term interest rates in the future.
 
Bond Market in Review
 
The gross domestic product’s (“GDP”) quarter over quarter rate of growth was -0.2% for the first quarter of 2015, lower than the 2.2% during the fourth quarter of 2014.  With the unemployment rate at 5.5% and inflation under control, aided by the decline in oil prices, the U.S. Federal Reserve Board maintained its easier monetary policy by keeping the federal funds rate close to zero.  Inflation, as measured by the Consumer Price Index, was 0% year over year as of May 2015.  All this economic data, along with fears about Greece exiting the Euro are likely to cause the U.S. Federal Reserve Board to start raising interest rates by year end, instead of September, as many market participants believe.
 
Yields on 2-year and 5-year Treasury notes rose by 14 basis points (“bps”) and 1 bps, respectively, from November 30, 2014 to May 31, 2015.  Yields on 30-year Treasury bonds decreased by 1 bps during the same period.  Inflation being under control, as well as the decline in oil prices, the strengthening of the U.S. dollar and geopolitical uncertainties, all contributed to the modest flattening of the yield curve.
 
Spreads on BBB rated bonds over Treasuries increased during the period from 164 bps to 178 bps.  Option adjusted spreads on fixed rate agency mortgage-backed securities fell from 29 bps to 18 bps, as their average life decreased from 6.7 years to 6.5 years.
 


 
1

 
 
PIA Short-Term Securities Fund

 

 
Please take a moment to review the Fund’s statement of assets and liabilities and the results of operations for the six month period ended May 31, 2015.  We look forward to reporting to you again with the annual report dated November 30, 2015.
 
 

 

Lloyd McAdams
Chairman of the Board
Pacific Income Advisers, Inc.
 
Past performance is not a guarantee of future results.
 
Opinions expressed above are those of Pacific Income Advisers, Inc., the Fund’s investment adviser and are subject to change, are not guaranteed and should not be considered recommendations to buy or sell any security.
 
Must be preceded or accompanied by a prospectus.
 
Mutual fund investing involves risk.  Principal loss is possible.  Investments in debt securities typically decrease in value when interest rates rise.  This risk is usually greater for longer-term debt securities.  Investments in asset-backed and mortgage-backed securities include additional risks that investors should be aware of such as credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments.  The Fund may invest in derivatives, which may involve risks greater than the risks presented by more traditional investments.  The risk of owning an ETF or mutual fund generally reflects the risks of owning the underlying securities that the ETF or mutual fund holds.  It will also bear additional expenses, including operating expenses, brokerage costs and the potential duplication of management fees.
 
Diversification does not assure a profit or protect against risk in a declining market.
 
The BofA Merrill Lynch 1-Year U.S. Treasury Note Index (the “Index”) is an unmanaged index presented for comparative purposes only.  The Index is comprised of a single U.S. Treasury issue with approximately one year to final maturity purchased at the beginning of each month and held for one full month.  At the end of the month, that issue is sold and rolled into a newly selected issue.  You cannot invest directly in an index.
 
Gross domestic product is the amount of goods and services produced in a year, in a country.
 
Consumer Price Index measures the weighted average of prices of a basket of consumer goods and services, such as transportation, food and medical care.
 
Duration is the measure of the sensitivity of the price of a fixed income security to a change in interest rates, expressed in number of years.
 
Basis point equals 1/100th of 1%.
 
Bond ratings provide the probability of an issuer defaulting based on the analysis of the issuer’s financial condition and profit potential.  Bond rating services are provided by Standard & Poor’s Ratings Services, Moody’s Investors Service, Inc., and Fitch Ratings, Inc.  Bond ratings start at AAA (denoting the highest investment quality) and usually end at D (meaning payment is in default).  In limited situations when the rating agency has not issued a formal rating, the investment adviser will classify the security as non-rated.
 
Please refer to the schedule of investments in the report for complete holdings information.  Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security.  Investment performance reflects fee waivers in effect.  In the absence of such waivers, total return would be reduced.
 
Quasar Distributors, LLC, Distributor
 



 
2

 
 
PIA Short-Term Securities Fund
Expense Example – May 31, 2015
(Unaudited)


As a shareholder of a mutual fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, redemption fees, and exchange fees, and (2) ongoing costs, including management fees, distribution and/or service fees, and other fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the PIA Short-Term Securities 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 (12/1/14 –5/31/15).
 
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 0.39% per the operating expenses limitation agreement for the Fund.  Although the Fund charges no sales loads 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, 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 different from the Fund’s actual returns.  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 do not reflect any transaction costs, such as sales charges (loads), redemption fees, or exchange fees.  Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
 
 
Beginning Account
Ending Account
Expenses Paid During
 
Value 12/1/14
Value 5/31/15
Period 12/1/14 – 5/31/15*
Actual
$1,000.00
$1,006.00
$1.95
Hypothetical (5% return before expenses)
$1,000.00
$1,022.99
$1.97

*
Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 182 (days in most recent fiscal half-year) / 365 days to reflect the one-half year expense.  The annualized expense ratio of the Fund is 0.39%.



 
3

 
 
PIA Short-Term Securities Fund
Allocation of Portfolio Assets – May 31, 2015
(Unaudited)


Investments by Type
As a Percentage of Total Investments

 



 
 
 

 
 
4

 
 
PIA Short-Term Securities Fund
Schedule of Investments – May 31, 2015
(Unaudited)
 

           
Principal Amount
     
Value
 
CORPORATE BONDS 46.4%
     
       
Agricultural Equipment 0.6%
     
   
John Deere Capital Corp.
     
$ 1,000,000  
  0.75%, due 1/22/16
  $ 1,001,700  
         
Agriculture 0.6%
       
     
Bunge Limited
       
  1,000,000  
  4.10%, due 3/15/16
    1,021,139  
         
Autos 4.0%
       
     
American Honda Finance Corp.
       
  1,250,000  
  1.125%, due 10/7/16
    1,256,539  
     
Daimler Finance
       
     
  North America LLC
       
  1,200,000  
  1.45%, due 8/1/16 (a)
    1,207,559  
     
Ford Motor Credit Co. LLC
       
  1,000,000  
  1.70%, due 5/9/16
    1,005,968  
     
Hyundai Capital America, Inc.
       
  1,000,000  
  1.45%, due 2/6/17 (a)
    999,448  
     
Volkswagen Group of
       
     
  America Finance LLC
       
  1,500,000  
  0.652%, due 5/23/17 (a) (b)
    1,500,528  
     
Volkswagen International
       
     
  Finance N.V.
       
  500,000  
  1.125%, due 11/18/16 (a)
    501,386  
            6,471,428  
Banks 5.0%
       
     
Bank of New York Mellon
       
  1,300,000  
  2.95%, due 6/18/15
    1,301,382  
     
BB&T Corp.
       
  1,000,000  
  5.20%, due 12/23/15
    1,023,876  
     
Fifth Third Bank
       
  1,200,000  
  1.15%, due 11/18/16
    1,202,371  
     
KeyBank NA
       
  1,200,000  
  1.10%, due 11/25/16
    1,201,608  
     
PNC Bank NA
       
  1,600,000  
  0.578%, due 8/1/17 (b)
    1,597,772  
     
Suntrust Banks, Inc.
       
  750,000  
  3.60%, due 4/15/16
    765,581  
     
Toronto Dominion Bank
       
  1,250,000  
  1.50%, due 9/9/16
    1,260,768  
            8,353,358  
Biotechnology 0.4%
       
     
Amgen, Inc.
       
  700,000  
  2.30%, due 6/15/16
    709,829  
         
Brokers 1.4%
       
     
Goldman Sachs Group, Inc.
       
  1,300,000  
  2.90%, due 7/19/18
    1,338,997  
     
Morgan Stanley
       
  1,000,000  
  5.75%, due 10/18/16
    1,062,302  
            2,401,299  
Cable/Satellite 0.5%
       
     
Direct TV Holdings
       
  800,000  
  3.50%, due 3/1/16
    815,495  
Chemicals 1.5%
           
     
Dow Chemical Co.
       
  1,200,000  
  2.50%, due 2/15/16
    1,214,894  
     
Eastman Chemical Co.
       
  700,000  
  3.00%, due 12/15/15
    708,399  
     
Ecolab, Inc.
       
  565,000  
  3.00%, due 12/8/16
    581,046  
            2,504,339  
Commercial and Service Industry
       
  Machinery Manufacturing 0.3%
       
     
KLA-Tencor Corp.
       
  500,000  
  2.375%, due 11/1/17
    506,714  
         
Commercial Finance 1.3%
       
     
Air Lease Corp.
       
  800,000  
  4.50%, due 1/15/16
    817,000  
     
Gatx Corp.
       
  1,280,000  
  1.25%, due 3/4/17
    1,276,393  
            2,093,393  


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

 
5

 
 
PIA Short-Term Securities Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Communications Equipment 0.6%
     
   
L-3 Communications Corp.
     
$ 1,000,000  
  1.50%, due 5/28/17
  $ 992,372  
         
Computer and Peripheral
       
  Equipment Manufacturing 1.2%
       
     
Siemens Financial Services
       
  2,000,000  
  1.45%, due 5/25/18 (a)
    2,002,786  
         
Computer Equipment 0.3%
       
     
Cisco Systems, Inc.
       
  500,000  
  1.10%, due 3/3/17
    502,747  
         
Construction Materials Manufacturing 0.6%
       
     
Martin Marietta Materials, Inc.
       
  1,000,000  
  1.373%, due 6/30/17 (b)
    997,222  
         
Consumer Finance 0.8%
       
     
American Express Credit
       
  1,300,000  
  1.75%, due 6/12/15
    1,300,460  
         
Data Processing, Hosting,
       
  and Related Services 0.6%
       
     
Fidelity National
       
     
  Information Services
       
  1,000,000  
  1.45%, due 6/5/17
    1,000,628  
         
Drugs and Druggists’ Sundries
       
  Merchant Wholesalers 0.6%
       
     
Actavis Funding SCS
       
  1,000,000  
  1.85%, due 3/1/17
    1,006,116  
         
Electric Utilities 0.4%
       
     
Dominion Resources, Inc.
       
  700,000  
  1.95%, due 8/15/16
    708,051  
         
Electrical Equipment 0.6%
       
     
Tyco International Group SA
       
  1,000,000  
  3.375%, due 10/15/15
    1,009,323  
         
Electrical Equipment Manufacturing 0.9%
       
     
Amphenol Corp.
       
  1,430,000  
  1.55%, due 9/15/17
    1,435,337  
         
Finance 0.5%
       
     
SLM Corp.
       
  831,000  
  6.25%, due 1/25/16
    852,814  
         
Financial Services 0.6%
       
     
Principal Life
       
     
  Global Funding II
       
  1,000,000  
  1.50%, due 9/11/17 (a)
    1,005,298  
         
Food 1.8%
       
     
Conagra Foods, Inc.
       
  930,000  
  1.30%, due 1/25/16
    931,926  
     
Kraft Foods Group, Inc.
       
  1,200,000  
  1.625%, due 6/4/15
    1,200,040  
     
Kroger Co.
       
  800,000  
  1.20%, due 10/17/16
    802,302  
            2,934,268  
Food and Beverage 1.5%
       
     
Anheuser-Busch InBev
       
     
  Finance Inc.
       
  500,000  
  1.125%, due 1/27/17
    504,195  
     
Pepsico, Inc.
       
  1,300,000  
  0.70%, due 8/13/15
    1,300,570  
     
Wm. Wrigley Jr. Co.
       
  700,000  
  1.40%, due 10/21/16 (a)
    702,650  
            2,507,415  
Grocery and Related Product
       
  Merchant Wholesalers 0.9%
       
     
Sysco Corp.
       
  1,440,000  
  1.45%, due 10/2/17
    1,446,816  
         
Health Care 0.6%
       
     
McKesson Corp.
       
  1,000,000  
  0.95%, due 12/4/15
    1,001,290  
         
Healthcare Facilities and Services 0.9%
       
     
Express Scripts Holding Co.
       
  1,430,000  
  1.25%, due 6/2/17
    1,427,385  


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

 
6

 
 
PIA Short-Term Securities Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Home Improvement 0.5%
     
   
Whirlpool Corp.
     
$ 800,000  
  1.35%, due 3/1/17
  $ 801,605  
         
Insurance 1.8%
       
     
Metropolitan Life
       
     
  Global Funding I
       
  2,000,000  
  0.651%, due 4/10/17 (a) (b)
    2,007,452  
     
Prudential Financial Inc.
       
  950,000  
  4.75%, due 9/17/15
    961,368  
            2,968,820  
Lessors of Real Estate 0.3%
       
     
Arc Properties Operating
       
  500,000  
  2.00%, due 2/6/17
    490,000  
         
Machinery Manufacturing 0.6%
       
     
Caterpillar Financial Services
       
  1,000,000  
  1.25%, due 8/18/17
    1,004,720  
         
Manufacturing 0.3%
       
     
ITT Corp.
       
  485,000  
  7.375%, due 11/15/15
    498,693  
         
Media 0.6%
       
     
Time Warner, Inc.
       
  985,000  
  3.15%, due 7/15/15
    987,906  
         
Medical Equipment 0.3%
       
     
Baxter International, Inc.
       
  450,000  
  0.95%, due 6/1/16
    450,788  
         
Medical Equipment and
       
  Supplies Manufacturing 1.8%
       
     
Becton Dickinson & Co.
       
  500,000  
  1.45%, due 5/15/17
    501,361  
  1,450,000  
  1.80%, due 12/15/17
    1,461,019  
     
Zimmer Holdings, Inc.
       
  1,000,000  
  2.00%, due 4/1/18
    1,008,041  
            2,970,421  
Metals and Mining 1.7%
       
     
Freeport-McMoRan, Inc.
       
  500,000  
  2.30%, due 11/14/17
    501,027  
     
Glencore Funding LLC
       
  1,000,000  
  1.70%, due 5/27/16 (a)
    1,002,882  
     
Rio Tinto Finance USA Ltd.
       
  1,300,000  
  1.875%, due 11/2/15
    1,306,465  
            2,810,374  
Navigational, Measuring,
       
  Electromedical, and Control
       
  Instruments Manufacturing 0.9%
       
     
Harris Corp.
       
  1,000,000  
  1.999%, due 4/27/18
    1,003,278  
     
Medtronic, Inc.
       
  500,000  
  1.50%, due 3/15/18 (a)
    501,261  
            1,504,539  
Office Equipment 0.6%
       
     
Xerox Corp.
       
  1,000,000  
  2.95%, due 3/15/17
    1,028,210  
Oil and Gas 0.4%
       
     
Anadarko Petroleum Corp.
       
  700,000  
  5.95%, due 9/15/16
    742,082  
         
Other Electrical Equipment and
       
  Component Manufacturing 0.6%
       
     
Corning, Inc.
       
  1,000,000  
  1.50%, due 5/8/18
    1,002,370  
         
Other Food Manufacturing 0.3%
       
     
J.M. Smucker Co.
       
  500,000  
  1.75%, due 3/15/18 (a)
    500,984  
Petroleum and Coal
       
  Products Manufacturing 0.6%
       
     
Chevron Corp.
       
  1,000,000  
  1.365%, due 3/2/18
    1,003,171  


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

 
7

 
 
PIA Short-Term Securities Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Pharmaceuticals 1.7%
     
   
Abbvie, Inc.
     
$ 500,000  
  1.80%, due 5/14/18
  $ 500,971  
     
Bayer U.S. Finance LLC
       
  500,000  
  0.521%, due 10/7/16 (a) (b)
    500,678  
     
Mylan, Inc.
       
  800,000  
  1.80%, due 6/24/16
    804,151  
     
Perrigo Co. plc
       
  1,000,000  
  1.30%, due 11/8/16
    999,671  
            2,805,471  
Real Estate 0.6%
       
     
Ventas Realty LP
       
  1,000,000  
  1.25%, due 4/17/17
    999,939  
         
Retail 0.6%
       
     
CVS Caremark Corp.
       
  1,000,000  
  1.20%, due 12/5/16
    1,005,928  
         
Retail - Consumer Discretionary 1.0%
       
     
eBay Inc.
       
  1,600,000  
  0.479%, due 7/28/17 (b)
    1,584,037  
         
Software and Services 0.6%
       
     
Thomson Reuters Corp.
       
  1,000,000  
  1.65%, due 9/29/17
    1,001,970  
         
Telecommunications 0.8%
       
     
Verizon Communications, Inc.
       
  1,400,000  
  0.70%, due 11/2/15
    1,400,083  
         
Transportation 0.8%
       
     
Paccar Financial Corp.
       
  1,250,000  
  0.75%, due 5/16/16
    1,254,036  
         
Total Corporate Bonds
       
  (cost $76,688,339)
    76,825,169  
         
MORTGAGE-BACKED SECURITIES 23.4%
       
         
Commercial Mortgage-Backed Securities 3.0%
       
     
Banc of America Commercial
       
     
  Mortgage Trust
       
     
  5.898%, due 5/10/45, Series
       
  95,898  
  2006-2, Class AAB (b)
    95,913  
     
Credit Suisse Mortgage Capital
       
     
  5.609%, due 2/15/39, Series
       
  1,384,573  
  2006-C1, Class A4 (b)
    1,398,263  
     
Hilton USA Trust
       
     
  1.185%, due 11/5/30, Series
       
  1,970,930  
  2013-HLF, Class AFL (a) (b)
    1,970,744  
     
Hyatt Hotel Portfolio Trust
       
     
  1.886%, due 11/15/29, Series
       
  750,000  
  2015-HYT, Class B (a) (b)
    753,316  
     
LB-UBS Commercial
       
     
  Mortgage Trust
       
     
  5.661%, due 3/15/39, Series
       
  813,007  
  2006-C3, Class A4 (b)
    829,972  
            5,048,208  
Residential Mortgage-Backed Securities 13.8%
       
     
American Homes 4 Rent
       
     
  1.60%, due 6/17/31, Series
       
  2,500,000  
  2014-SFR1, Class B (a) (b)
    2,491,758  
     
American Residential
       
     
  Property Trust
       
     
  1.936%, due 9/17/31, Series
       
  3,000,000  
  2014-SFR1, Class B (a) (b)
    3,020,492  
     
Colony American Homes
       
     
  1.60%, due 5/17/31, Series
       
  2,250,000  
  2014-1A, Class B (a) (b)
    2,242,738  
     
Equity Mortgage Trust
       
     
  1.035%, due 5/8/31, Series
       
  1,529,942  
  2014-INNS, Class A (a) (b)
    1,531,929  
     
Invitation Homes Trust
       
     
  1.60%, due 12/17/30, Series
       
  4,000,000  
  2013-SFR1, Class B (a) (b)
    3,995,168  
     
  1.685%, due 6/17/31, Series
       
  4,000,000  
  2014-SFR1, Class B (a) (b)
    4,009,685  
     
PFS Tax Lien Trust
       
     
  1.44%, due 5/15/29, Series
       
  973,216  
  2014-1 (a)
    976,589  


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

 
8

 
 
PIA Short-Term Securities Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Residential Mortgage-Backed
     
  Securities 13.8% (continued)
     
   
Silver Bay Realty Trust
     
   
  1.635%, due 9/17/31, Series
     
$ 3,000,000  
  2014-1, Class B (a) (b)
  $ 2,990,592  
     
Starwood Waypoint
       
     
  Residential Trust
       
     
  1.486%, due 1/20/32, Series
       
  1,486,949  
  2014-1, Class A (a) (b)
    1,495,261  
            22,754,212  
U.S. Government Agencies 6.6%
       
     
FHLMC ARM Pool (b)
       
  235  
  2.234%, due 8/1/15, #755204
    235  
  5,363  
  2.367%, due 2/1/22, #845113
    5,540  
  23,097  
  1.999%, due 10/1/22, #635206
    23,786  
  5,380  
  2.374%, due 6/1/23, #845755
    5,474  
  7,021  
  2.455%, due 2/1/24, #609231
    7,058  
  366,440  
  2.401%, due 1/1/25, #785726
    383,105  
  10,146  
  2.283%, due 1/1/33, #1B0668
    10,397  
  470,318  
  2.375%, due 10/1/34, #782784
    502,982  
  201,353  
  2.177%, due 12/1/34, #1G0018
    213,444  
  120,476  
  2.474%, due 4/1/36, #847671
    128,284  
     
FHLMC Pool
       
  204,480  
  5.00%, due 10/1/38, #G04832
    226,608  
     
FNMA ARM Pool (b)
       
  22,548  
  2.54%, due 7/1/25, #555206
    22,665  
  80,304  
  1.725%, due 7/1/27, #424953
    81,088  
  76,424  
  2.438%, due 3/1/28, #556438
    79,411  
  80,345  
  2.336%, due 6/1/29, #508399
    82,533  
  209,240  
  2.142%, due 4/1/30, #562912
    217,638  
  60,409  
  2.454%, due 10/1/30, #670317
    62,842  
  41,257  
  2.115%, due 9/1/31, #597196
    41,369  
  27,388  
  2.277%, due 11/1/31, #610547
    28,073  
  3,519  
  2.375%, due 4/1/32, #629098
    3,548  
  390,756  
  2.196%, due 10/1/33, #743454
    416,439  
  1,071,579  
  2.375%, due 11/1/33, #755253
    1,148,165  
  1,478,038  
  2.464%, due 5/1/34, #AC5719
    1,581,815  
  372,408  
  2.112%, due 7/1/34, #779693
    395,998  
  323,727  
  1.909%, due 10/1/34, #795136
    342,040  
  149,569  
  2.115%, due 1/1/35, #805391
    158,746  
  103,831  
  2.125%, due 10/1/35, #845041
    110,558  
  228,382  
  2.233%, due 10/1/35, #846171
    244,437  
  425,820  
  2.111%, due 1/1/36, #849264
    452,992  
  109,126  
  2.49%, due 6/1/36, #872502
    116,399  
  721,698  
  2.227%, due 1/1/37, #906389
    766,017  
  780,482  
  2.604%, due 3/1/37, #907868
    840,944  
  330,425  
  2.28%, due 8/1/37, #949772
    342,074  
  48,884  
  2.125%, due 10/1/37, #955963
    49,998  
  94,261  
  1.81%, due 11/1/37, #948183
    96,201  
  271,911  
  2.64%, due 11/1/37, #953653
    281,497  
     
FNMA Pool
       
  537,143  
  5.00%, due 6/1/40, #AD5479
    600,413  
  60,938  
  4.00%, due 11/1/41, #AJ3797
    65,218  
     
GNMA II ARM Pool (b)
       
  7,640  
  2.00%, due 11/20/21, #8871
    7,844  
  40,741  
  1.625%, due 10/20/22, #8062
    41,846  
  117,090  
  1.625%, due 11/20/26, #80011
    121,572  
  29,314  
  2.00%, due 11/20/26, #80013
    30,525  
  16,511  
  1.625%, due 12/20/26, #80021
    17,172  
  7,466  
  1.75%, due 1/20/27, #80029
    7,770  
  130,334  
  1.625%, due 7/20/27, #80094
    135,314  
  174,090  
  1.625%, due 8/20/27, #80104
    180,819  
  7,303  
  1.625%, due 10/20/27, #80122
    7,585  
  62,239  
  1.75%, due 1/20/28, #80154
    64,830  
  138,254  
  1.625%, due 10/20/29, #80331
    143,780  
  26,923  
  1.625%, due 11/20/29, #80344
    28,002  
            10,923,090  
Total Mortgage-Backed Securities
       
  (cost $38,256,397)
    38,725,510  


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

 
9

 
 
PIA Short-Term Securities Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

             
Principal Amount
       
Value
 
U.S. GOVERNMENT AGENCIES
       
  AND INSTRUMENTALITIES 27.6%
       
         
U.S. Government Agencies 14.6%
       
   
FHLMC
       
$ 5,000,000  
  0.875%, due 10/14/16
    $ 5,028,830  
  5,000,000  
  0.50%, due 1/27/17
      4,992,990  
  3,000,000  
  1.00%, due 3/8/17
      3,020,334  
     
FNMA
         
  6,000,000  
  0.625%, due 8/26/16
      6,013,452  
  5,000,000  
  1.375%, due 11/15/16
      5,063,225  
              24,118,831  
U.S. Treasury Notes 13.0%
         
     
U.S. Treasury Note
         
  1,500,000  
  0.25%, due 7/15/15
      1,500,410  
  5,000,000  
  0.25%, due 8/15/15
      5,002,150  
  9,000,000  
  0.25%, due 10/15/15
      9,005,976  
  6,000,000  
  0.625%, due 8/15/16
      6,017,346  
              21,525,882  
Total U.S. Government Agencies
         
  and Instrumentalities
         
  (cost $45,624,907)
      45,644,713  
                 
                 
Shares
             
SHORT-TERM INVESTMENTS 2.5%
         
  4,206,102  
Fidelity Institutional Money
         
     
  Market Government Portfolio –
         
     
  Class I, 0.01% (c)
      4,206,102  
Total Short-Term Investments
         
  (cost $4,206,102)
      4,206,102  
Total Investments
         
  (cost $164,775,745)
99.9%     165,401,494  
Other Assets less Liabilities
0.1%     137,378  
TOTAL NET ASSETS
100.0%   $ 165,538,872  

(a)
Security purchased within the terms of a private placement memorandum, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “qualified institutional buyers.”  The Fund’s adviser has determined that such security is liquid in accordance with the liquidity guidelines approved by the Board of Trustees of Advisors Series Trust.  As of May 31, 2015, the value of these investments was $37,911,184 or 22.9% of total net assets.
(b)
Variable rate security.  Rate shown reflects the rate in effect as of May 31, 2015.
(c)
Rate shown is the 7-day annualized yield as of May 31, 2015.

ARM – Adjustable Rate Mortgage
FHLMC – Federal Home Loan Mortgage Corporation
FNMA – Federal National Mortgage Association
GNMA – Government National Mortgage Association





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

 
10

 
 
PIA Short-Term Securities Fund
Statement of Assets and Liabilities – May 31, 2015
(Unaudited)


Assets:
     
Investments in securities, at value (cost $164,775,745)
  $ 165,401,494  
Receivable for securities sold
    13,258  
Receivable for fund shares sold
    10,811  
Interest receivable
    457,058  
Prepaid expenses
    26,990  
Total assets
    165,909,611  
         
Liabilities:
       
Due to Custodian
    37  
Payable for fund shares redeemed
    265,696  
Investment advisory fees
    25,482  
Administration fees
    13,014  
Custody fees
    4,968  
Transfer agent fees and expenses
    18,684  
Fund accounting fees
    17,662  
Audit fees
    8,670  
Legal fees
    1,790  
Chief Compliance Officer fee
    1,752  
Accrued expenses and other liabilities
    12,984  
Total liabilities
    370,739  
Net Assets
  $ 165,538,872  
         
Net Assets Consist of:
       
Paid-in capital
  $ 165,195,799  
Undistributed net investment loss
    (43,303 )
Accumulated net realized loss on investments
    (239,373 )
Net unrealized appreciation on investments
    625,749  
Net Assets
  $ 165,538,872  
         
Net Asset Value, Offering Price and Redemption Price Per Share
  $ 10.07  
         
Shares Issued and Outstanding (Unlimited number of shares authorized, par value $0.01)
    16,443,276  




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

 
11

 
 
PIA Short-Term Securities Fund
Statement of Operations – Six Months Ended May 31, 2015
(Unaudited)
 

Investment Income:
     
Interest
  $ 844,133  
Total investment income
    844,133  
         
Expenses:
       
Investment advisory fees (Note 4)
    154,019  
Fund accounting fees (Note 4)
    39,315  
Transfer agent fees and expenses (Note 4)
    38,969  
Administration fees (Note 4)
    28,201  
Registration fees
    14,895  
Custody fees (Note 4)
    9,694  
Audit fees
    9,506  
Reports to shareholders
    5,206  
Trustees’ fees
    4,978  
Chief Compliance Officer fee (Note 4)
    4,661  
Legal fees
    4,160  
Insurance
    1,721  
Miscellaneous
    3,344  
Total expenses
    318,669  
Less: fee waiver by adviser (Note 4)
    (18,331 )
Net expenses
    300,338  
Net investment income
    543,795  
         
Realized and Unrealized Gain on Investments:
       
Net realized gain on investments
    6,016  
Net change in unrealized appreciation on investments
    292,328  
Net gain on investments
    298,344  
Net increase in net assets resulting from operations
  $ 842,139  




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

 
12

 
 
PIA Short-Term Securities Fund
Statements of Changes in Net Assets


   
Six Months
       
   
Ended
   
Year
 
   
May 31,
   
Ended
 
   
2015
   
November 30,
 
   
(Unaudited)
   
2014
 
Increase/(Decrease) in Net Assets From
           
Operations:
           
Net investment income
  $ 543,795     $ 870,766  
Net realized gain on investments
    6,016       75,348  
Net change in unrealized appreciation/(depreciation) on investments
    292,328       (439,776 )
Net increase in net assets resulting from operations
    842,139       506,338  
                 
Distributions Paid to Shareholders:
               
Distributions from net investment income
    (608,584 )     (973,883 )
Total distributions paid to shareholders
    (608,584 )     (973,883 )
                 
Capital Share Transactions:
               
Proceeds from shares sold
    72,639,375       87,970,014  
Distributions reinvested
    368,560       572,389  
Payment for shares redeemed
    (63,011,539 )     (72,112,451 )
Net increase in net assets from capital share transactions
    9,996,396       16,429,952  
Total increase in net assets
    10,229,951       15,962,407  
                 
Net Assets, Beginning of Period
    155,308,921       139,346,514  
Net Assets, End of Period
  $ 165,538,872     $ 155,308,921  
Includes Undistributed Net Investment Income/(Loss) of
  $ (43,303 )   $ 21,486  
                 
Transactions in Shares:
               
Shares sold
    7,219,313       8,729,807  
Shares issued on reinvestment of distributions
    36,640       56,843  
Shares redeemed
    (6,263,279 )     (7,157,652 )
Net increase in shares outstanding
    992,674       1,628,998  




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

 
13

 
 
PIA Short-Term Securities Fund
Financial Highlights


   
Six Months
                               
   
Ended
                               
   
May 31, 2015
    Year Ended November 30,  
   
(Unaudited)
   
2014
   
2013
   
2012
   
2011
   
2010
 
Per Share Operating Performance
                                   
(For a fund share outstanding throughout each period)
                               
                                     
Net asset value, beginning of period
  $ 10.05     $ 10.08     $ 10.10     $ 10.10     $ 10.11     $ 10.12  
                                                 
Income From Investment Operations:
                                               
Net investment income
    0.04       0.05       0.05       0.04       0.05       0.07  
Net realized and unrealized gain/(loss)
  on investments
  0.02       (0.02 )     (0.02 )     0.00 *     (0.00 )*     0.00 *
Total from investment operations
    0.06       0.03       0.03       0.04       0.05       0.07  
                                                 
Less Distributions:
                                               
Distributions from net investment income
    (0.04 )     (0.06 )     (0.05 )     (0.04 )     (0.06 )     (0.08 )
Total distributions
    (0.04 )     (0.06 )     (0.05 )     (0.04 )     (0.06 )     (0.08 )
                                                 
Net asset value, end of period
  $ 10.07     $ 10.05     $ 10.08     $ 10.10     $ 10.10     $ 10.11  
                                                 
Total Return
    0.60 %++     0.33 %     0.34 %     0.41 %     0.47 %     0.72 %
                                                 
Ratios/Supplemental Data:
                                               
Net assets, end of period (in 000’s)
  $ 165,539     $ 155,309       139,347     $ 170,344     $ 171,508     $ 154,948  
Ratio of expenses to average net assets:
                                               
Net of fee waivers and reimbursements
    0.39 %+     0.38 %     0.35 %     0.35 %     0.35 %     0.35 %
Before fee waivers and reimbursements
    0.41 %+     0.40 %     0.43 %     0.38 %     0.39 %     0.40 %
Ratio of net investment income
  to average net assets:
                                           
Net of fee waivers and reimbursements
    0.70 %+     0.56 %     0.49 %     0.36 %     0.51 %     0.67 %
Before fee waivers and reimbursements
    0.68 %+     0.54 %     0.41 %     0.33 %     0.47 %     0.62 %
Portfolio turnover rate
    33 %++     38 %     56 %     53 %     11 %     59 %

*
 
Amount is less than $0.01.
+
 
Annualized for periods less than one year.
++
 
Not annualized for periods less than one year.




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

 
14

 
 
PIA Short-Term Securities Fund
Notes to Financial Statements – May 31, 2015
(Unaudited)


Note 1 – Organization
The PIA Short-Term Securities Fund (the “Fund”) is a 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 is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies.”
 
The investment objective of the Fund is to seek a high level of current income, consistent with low volatility of principal through investing in short-term investment grade debt securities.  The Fund commenced operations on April 22, 1994.
 
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.
 
Securities Purchased on a When-Issued Basis – Delivery and payment for securities that have been purchased by the Fund on a forward-commitment or when-issued basis can take place up to a month or more after the transaction date.  During this period, such securities are subject to market fluctuations.  The Fund is required to hold and maintain until the settlement date, cash or other liquid assets in an amount sufficient to meet the purchase price.  The purchase of securities on a when-issued or forward-commitment basis may increase the volatility of the Fund’s net asset value if the Fund makes such purchases while remaining substantially fully invested.  In connection with the ability to purchase securities on a when-issued basis, the Fund may also enter into dollar rolls in which the Fund sells securities purchased on a forward-commitment basis and simultaneously contracts with a counterparty to repurchase similar (same type, coupon, and maturity), but not identical securities on a specified future date.  As an inducement for the Fund to “rollover” its purchase commitments, the Fund receives negotiated amounts in the form of reductions of the purchase price of the commitment.  Dollar rolls are considered a form of leverage.
 
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 open tax years 2012 – 2014, or expected to be taken in the Fund’s 2015 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.
 
Expenses – The Fund is charged for those expenses that are directly attributable to the Fund, such as investment advisory and custodian fees.  Expenses that are not directly attributable to the Fund are typically allocated among the PIA Funds in proportion to their respective net assets.  Common expenses of the Trust are typically allocated among the funds in the Trust based on a fund’s respective net assets, or by other equitable means.

 

 
15

 
 
PIA Short-Term Securities Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


Securities Transactions and Investment Income – Security transactions are accounted for on a trade date basis. Realized gains and losses on sales of securities are calculated on the basis of identified cost.  Interest income is recorded on an accrual basis.  Discounts and premiums on securities purchased are amortized over the life of the respective security.
 
Distributions to Shareholders – Distributions to shareholders are recorded on the ex-dividend date.  The Fund distributes substantially all net investment income, if any, monthly and net realized gains, if any, annually.  Distributions from net realized gains for book purposes may include short-term capital gains.  All short-term capital gains are included in ordinary income for tax purposes.
 
The amount and character of income and net realized gains to be distributed are determined in accordance with Federal income tax rules and regulations, which may differ from accounting principles generally accepted in the United States of America.  To the extent that these differences are attributable to permanent book and tax accounting differences, the components of net assets have been adjusted.
 
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.
 
Guarantees and Indemnifications – In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims against the Fund that have not yet occurred.  Based on experience, the Fund expects the risk of loss to be remote.
 
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 May 31, 2015, management considered the impact of subsequent events for the potential recognition or disclosure in these 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.


 
16

 
 
PIA Short-Term Securities Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


 
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’s investments are carried at fair value.
 
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).
 
Corporate Bonds – Corporate bonds, including listed 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.  Most corporate bonds are categorized in level 2 of the fair value hierarchy.
 
Foreign Securities – Foreign economies may differ from the U.S. economy and individual foreign companies may differ from domestic companies in the same industry.
 
Foreign companies or entities are frequently not subject to accounting and financial reporting standards applicable to domestic companies, and there may be less information available about foreign issuers.  Securities of foreign issuers are generally less liquid and more volatile than those of comparable domestic issuers.  There is frequently less government regulation of broker-dealers and issuers than in the United States.  In addition, investments in foreign countries are subject to the possibility of expropriation, confiscatory taxation, political or social instability or diplomatic developments that could adversely affect the value of those investments.
 
Mortgage- and Asset-Backed Securities – Mortgage- and asset-backed securities are securities issued as separate tranches, or classes, of securities within each deal.  These securities are normally valued by pricing service providers that use broker-dealer quotations or valuation estimates from their internal pricing models.  The pricing models for these securities usually consider tranche-level attributes, estimated cash flows and market-based yield spreads for each tranche, current market data and incorporate deal collateral performance, as available.  Mortgage- and asset-backed securities that use similar valuation techniques and inputs as described above are categorized as level 2 of the fair value hierarchy.
 
U.S. Government Securities – U.S. Government securities are normally valued using a model that incorporates 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.  U.S. government securities are typically categorized in level 2 of the fair value hierarchy.
 


 
17

 
 
PIA Short-Term Securities Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


U.S. Government Agency Securities – U.S. Government agency securities are comprised of two main categories consisting of agency issued debt and mortgage pass-throughs.  Agency issued debt securities are generally valued in a manner similar to U.S. Government securities.  Mortgage pass-throughs include to-be-announced (“TBAs”) securities and mortgage pass-through certificates.  TBA securities and mortgage pass-throughs are generally valued using dealer quotations.  These securities are typically categorized 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 debt securities, including those securities having a maturity of 60 days or less, are valued at the evaluated mean between the bid and asked prices.  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 illiquid securities if they are determined to be liquid in accordance with procedures adopted by the Fund’s Board of Trustees.  As of May 31, 2015, Pacific Income Advisers, Inc., the adviser, has determined that the Rule 144A securities held by the Fund are considered liquid.
 
The Board of Trustees 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 of Trustees.  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 of Trustees.
 
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.
 


 
18

 
 
PIA Short-Term Securities Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


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 May 31, 2015:
 
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Fixed Income
                       
 
  Corporate Bonds
  $     $ 76,825,169     $     $ 76,825,169  
 
  Mortgage-Backed Securities
          38,725,510             38,725,510  
 
  U.S. Government Agencies
                               
 
    and Instrumentalities
          45,644,713             45,644,713  
 
Total Fixed Income
          161,195,392             161,195,392  
 
Short-Term Investments
    4,206,102                   4,206,102  
 
Total Investments
  $ 4,206,102     $ 161,195,392     $     $ 165,401,494  
 
Refer to the Fund’s schedule of investments for a detailed break-out of securities.  Transfers between levels are recognized at May 31, 2015, the end of the reporting period.  The Fund recognized no transfers to/from level 1 or level 2.  The Fund held no level 3 securities during the six months ended May 31, 2015.
 
Note 4 – Investment Advisory Fee and other Transactions with Affiliates
The Fund has an investment advisory agreement with Pacific Income Advisers, Inc. (“PIA” or the “Adviser”) pursuant to which the Adviser is responsible for providing investment management services to the Fund.  The Adviser furnished all investment advice, office space and facilities, and provides most of the personnel needed by the Fund.  As compensation for its services, PIA is entitled to a fee, computed daily and payable monthly.  The Fund pays fees calculated at an annual rate of 0.20% based upon the average daily net assets of the Fund.  For the six months ended May 31, 2015, the Fund incurred $154,019 in advisory fees.
 
The Fund is responsible for its own operating expenses.  The Adviser 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 aggregate annual operating expenses to 0.39% of average daily net assets.  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 since March 30, 2011.  The Adviser may not recoup fee waivers and/or expense reimbursements made prior to March 30, 2011.  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 six months ended May 31, 2015, the Adviser reduced its fees and/or absorbed Fund expenses in the amount of $18,331.  No amounts were reimbursed to the Adviser.  Cumulative expenses subject to recapture pursuant to the aforementioned conditions amounted to $226,613 at May 31, 2015.  The expense limitation will remain in effect through at least March 28, 2016, and may be terminated only by the Trust’s Board of Trustees.  Cumulative expenses subject to recapture expire as follows:
 


 
19

 
 
PIA Short-Term Securities Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)
 
 
 
Year
 
Amount
   
 
2015
  $ 60,843    
 
2016
    112,599    
 
2017
    34,840    
 
2018
    18,331    
      $ 226,613    
 
U.S. Bancorp Fund Services, LLC (“USBFS” or 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.
 
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.
 
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 USBFS and U.S. Bank N.A.
 
Certain officers of the Fund are employees of the Administrator.  The Trust’s Chief Compliance Officer is also an employee of USBFS.  A Trustee of the Trust is affiliated with USBFS and U.S. Bank N.A.  This same Trustee is an interested person of the Distributor.
 
For the six months ended May 31, 2015, the Fund incurred the following expenses for administration, fund accounting, transfer agency, custody, and Chief Compliance Officer fees:
 
 
Administration
$28,201
 
 
Fund Accounting
39,315
 
 
Transfer Agency
   
 
  (excludes out-of-pocket expenses and sub-ta fees)
30,206
 
 
Custody
9,694
 
 
Chief Compliance Officer
4,661
 
 
At May 31, 2015, the Fund had payables due to USBFS 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
$13,014
 
 
Fund Accounting
17,662
 
 
Transfer Agency
   
 
  (excludes out-of-pocket expenses and sub-ta fees)
14,532
 
 
Custody
4,968
 
 
Chief Compliance Officer
1,752
 


 
20

 
 
PIA Short-Term Securities Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)

 
Note 5 – Purchases and Sales of Securities
 
 
Non-Government
   
Government
   
 
Purchases
   
Sales
   
Purchases
   
Sales
   
  $ 13,526,641     $ 14,097,293     $ 40,637,739     $ 34,560,584    
 
Note 6 – Line of Credit
The Fund has a line of credit in the amount of $15,000,000.  The line of credit is intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the Fund’s custodian, U.S. Bank N.A.  The Fund did not draw upon its line of credit during the six months ended May 31, 2015.
 
Note 7 – Federal Income Tax Information
The tax character of distributions paid during the six months ended May 31, 2015 and the year ended November 30, 2014 was as follows:
 
   
May 31, 2015
November 30, 2014
 
 
Ordinary income
$608,584
$973,883
 
 
As of November 30, 2014, the most recently completed fiscal year end, the components of accumulated earnings/(losses) on a tax basis were as follows:
 
 
Cost of investments (a)
  $ 154,550,757    
 
Gross unrealized appreciation
    848,733    
 
Gross unrealized depreciation
    (515,312 )  
 
Net unrealized appreciation
    333,421    
 
Undistributed ordinary income
    21,486    
 
Undistributed long-term capital gains
       
 
Total distributable earnings
    21,486    
 
Other accumulated losses
    (245,389 )  
 
Total accumulated earnings
  $ 109,518    
 
 
(a)
The book-basis and tax-basis net unrealized appreciation are the same.
 
The Fund had tax capital losses which may be carried over to offset future gains.  Such losses expire as follows:
 
         
Short-Term
Long-Term
   
 
2015
2017
2018
2019
Indefinite
Indefinite
Total
 
 
$43,801
$45,313
$56,182
$63,174
$3,850
$33,069
$245,389
 




 
21

 
 
PIA Short-Term Securities Fund
Notice to Shareholders – May 31, 2015
(Unaudited)


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 1-800-251-1970, or on the Securities and Exchange Commission’s (“SEC”) 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
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 1-800-251-1970.  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 schedules 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 1-800-251-1970.
 











 
22

 
 
PIA Funds
Approval of Investment Advisory Agreement
(Unaudited)


At a meeting held on December 2-4, 2014, the Board (which is comprised of five persons, four of whom are Independent Trustees as defined under the Investment Company Act of 1940, as amended), considered and approved the continuance of the investment advisory agreement (the “Advisory Agreement”) between Advisors Series Trust (the “Trust”) and Pacific Income Advisers, Inc. (the “Adviser”) for another annual term for the PIA Short-Term Securities Fund and PIA Short Duration Bond Fund, which had not yet commenced operations at the time of this meeting (collectively, the “Funds”).  At this meeting, and at a prior meeting held on October 15-16, 2014, the Board received and reviewed substantial information regarding the Funds, the Adviser and the services provided by the Adviser to the Funds under the Advisory Agreement.  This information, together with the information provided to the Board throughout the course of the year, 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 continuance of the Advisory Agreement:
 
 
1.
THE NATURE, EXTENT AND QUALITY OF THE SERVICES PROVIDED AND TO BE PROVIDED BY THE ADVISER UNDER THE ADVISORY AGREEMENT.  The Board considered the nature, extent and quality of the Adviser’s overall services provided to the Funds as well as its specific responsibilities in all aspects of day-to-day investment management of the Funds.  The Board considered the qualifications, experience and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Adviser involved in the day-to-day activities of the Funds.  The Board also considered the resources and compliance structure of the Adviser, including information regarding its compliance program, its chief compliance officer, the Adviser’s compliance record, and the Adviser’s disaster recovery/business continuity plan.  The Board also considered the prior relationship between the Adviser and the Trust, as well as the Board’s knowledge of the Adviser’s operations, and noted that during the course of the prior year they had met with the Adviser to discuss Fund performance and investment outlook as well as various marketing and compliance topics, including the Adviser’s risk management process.  The Board concluded that the Adviser had 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 and extent of such management services are satisfactory.
 
 
2.
THE FUNDS’ HISTORICAL PERFORMANCE AND THE OVERALL PERFORMANCE OF THE ADVISER.  In assessing the quality of the portfolio management delivered by the Adviser, the Board reviewed the short-term and long-term performance of the PIA Short-Term Securities Fund as of July 31, 2014 on both an absolute basis and in comparison to an appropriate securities benchmark and its peer funds utilizing Lipper and Morningstar classifications.  As the PIA Short Duration Bond Fund had not commenced operations, it had no performance to consider.  While the Board considered both short-term and long-term performance for the PIA Short-Term Securities Fund, it placed greater emphasis on longer term performance.  When reviewing performance against the comparative peer group universe, the Board took into account that the investment objective and strategies of the PIA Short-Term Securities Fund, as well as its level of risk tolerance, may differ significantly from funds in the peer universe.
 
   
The Board noted that the PIA Short-Term Securities Fund’s performance, with regard to its Lipper comparative universe, was below its peer group median and average for the one-year, three-year and five-year periods and above its peer group median and average for the ten-year period.


 
23

 
 
PIA Funds
Approval of Investment Advisory Agreement (continued)
(Unaudited)


   
The Board noted that the PIA Short-Term Securities Fund’s performance, with regard to its Morningstar comparative universe, was below its peer group median and average for the one-year, three-year, and five-year periods, while above its peer group median and average for the ten-year period.
 
   
The Board also considered any differences in performance between similarly managed accounts and the performance of the PIA Short-Term Securities Fund, noting that the Fund was generally in line with its similarly managed accounts for all relevant periods, and reviewed the performance of the Fund against broad-based securities market benchmarks.
 
 
3.
THE COSTS OF THE SERVICES TO BE PROVIDED BY THE ADVISER AND THE STRUCTURE OF THE ADVISER’S FEE UNDER THE ADVISORY AGREEMENT.  In considering the appropriateness of the advisory fee, the Board considered the level of the fee itself as well as the total fees and expenses of each Fund.  The Board reviewed information as to fees and expenses of advisers and funds within the relevant Lipper peer funds as well as fees charged by the Adviser to other similarly managed accounts.  When reviewing fees charged to other similarly managed accounts, the Board took into account the type of account and the differences in the management of that account that might be germane to the difference, if any, in the fees charged to such accounts.  The Board found that the fees charged to the PIA Short-Term Securities Fund were generally in line with or comparable to the fees charged by the Adviser to its similarly managed separate account clients, and to the extent fees charged to the Fund were higher than for similarly managed separate accounts of similar size, it was largely a reflection of the nature of the separate account client and the greater costs to the Adviser of managing the Fund.
 
   
PIA Short-Term Securities Fund: The Board noted that the Adviser had contractually agreed to maintain an annual expense ratio for the Fund of 0.39% (the “Expense Cap”).  Additionally, the Board noted that the Fund’s total expense ratio was below its peer group median and average.  The Board also noted that the Fund’s contractual advisory fee was below its peer group median and average.  The Board also noted that after advisory fee waivers and the reimbursement of Fund expenses necessary to maintain the Expense Cap, the net advisory fees received by the Adviser from the Fund during the most recent fiscal period were below the peer group median and average.  The Board also took into consideration the services the Adviser provided to its separately managed account clients, comparing the fees charged for those management services to the management fees charged to the Fund.  The Board found that the management fees charged to the Fund were generally in line with the fees charged by the Adviser to its separately managed account clients.  As a result, the Trustees noted that the Fund’s expenses and advisory fee were not outside the range of its peer group.
 
   
PIA Short Duration Bond Fund: The Board noted that the Adviser had contractually agreed to maintain an annual expense ratio of 1.00% for Class A shares and 0.75% for Class I shares (the “Expense Caps”).  Additionally, the Board noted that the Fund’s estimated total expense ratio was above its peer group median and below its peer group average for the Class I shares and above its peer group median and average for the Class A shares.  The Board also noted that the Fund’s contractual advisory fee was above its peer group median and average.  As a result, the Trustees noted that the Fund’s estimated expenses and advisory fee were not outside the range of its peer group.


 
24

 
 
PIA Funds
Approval of Investment Advisory Agreement (continued)
(Unaudited)


 
4.
ECONOMIES OF SCALE.  The Board also considered whether economies of scale were being realized by the Adviser that should be shared with shareholders.  In this regard, the Board noted that the Adviser has contractually agreed to reduce its advisory fees or reimburse Fund expenses so that the Funds do not exceed the specified Expense Caps.  The Board noted that at current asset levels, it did not appear that there were additional significant economies of scale being realized by the Adviser and concluded that it would continue to monitor economies of scale in the future as circumstances changed and assuming asset levels continued to increase.
 
 
5.
THE PROFITS TO BE REALIZED BY THE ADVISER AND ITS AFFILIATES FROM THEIR RELATIONSHIP WITH THE FUNDS.  The Board reviewed the Adviser’s financial information and took into account both the direct benefits and the indirect benefits to the Adviser from advising the Funds.  The Board considered the profitability to the Adviser from its relationship with the Funds and considered any additional benefits derived by the Adviser from its relationship with the Funds, such as benefits to be received in exchange for Rule 12b-1 fees from the Short Duration Bond Fund.  The Board also considered that the Funds do not utilize “soft dollar” benefits that may be received by the Adviser in exchange for Fund brokerage.  After such review, the Board determined that the profitability to the Adviser with respect to the Advisory Agreement was not excessive, and that the Adviser had maintained adequate profit levels to support the services it provides to the Funds.
 
No single factor was determinative of the Board’s decision to approve the continuance of the Advisory Agreement for the PIA Short-Term Securities Fund and PIA Short Duration Bond Fund, but rather the Board based its determination on the total combination of information available to them.  Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangements with the Adviser, including the advisory fees, were fair and reasonable.  The Board therefore determined that the continuance of the Advisory Agreement for the PIA Short-Term Securities Fund and PIA Short Duration Bond Fund would be in the best interests of the Funds and their shareholders.
 




 
25

 
 
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.
 

 
 
 

 

 
 

 













(This Page Intentionally Left Blank.)
 
















 
 

 



Adviser
Pacific Income Advisers, Inc.
1299 Ocean Avenue, Suite 210
Santa Monica, CA  90401


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
(800) 251-1970


Custodian
U.S. Bank N.A.
1555 North 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





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.



 
 

 
 

 



 
PIA Funds

PIA High Yield Fund
Institutional Class




 

 

 

 

 

 

 

 

 

 
Semi-Annual Report
 
May 31, 2015
 



 
 

 
 
PIA High Yield Fund



 
Dear Shareholder:
 
We are pleased to provide you with this semi-annual report for the six month fiscal period from December 1, 2014 through May 31, 2015 regarding the PIA High Yield Fund (the “Fund”) for which Pacific Income Advisers, Inc. (“PIA”) is the investment adviser.
 
The Fund outperformed its benchmark, the Barclays U.S. Corporate High-Yield Index (the “Index”), returning 2.72%, after fees and expenses, for the six months ended May 31, 2015 versus 2.57% for the Index.  The Fund’s total return includes 0.77% in Fund fees and expenses for the six months ended May 31, 2015, compared to the Index, which does not incur fees and expenses.  As stated in the current prospectus, the Fund’s gross expense ratio is 0.90% and the Fund’s net expense ratio is 0.73%.  Prior to January 1, 2015, the contractual expense cap for the Fund’s Institutional Class under the Fund’s written operating expenses limitation agreement was 0.98%.  PIA has further agreed to temporarily waive all or a portion of its management fees and pay Fund expenses to ensure that the Fund’s aggregate annual operating expenses (excluding acquired fund fees and expenses, interest, taxes and extraordinary expenses) do not exceed 0.73% of the Fund’s average daily net assets through at least March 28, 2016.
 
Credit selection remained a key contributor to the Fund during the period.  As was consistent for the last half of 2014, the best performing quality spectrum in high yield during the period was the Ba sub-sector.  The Fund was significantly underweight this quality spectrum during the period, and as such, the Fund’s allocation to this segment had a modestly negative contribution to Fund performance.  The Fund, however, realized significant value addition from solid credit selection in the B and Caa sub-sectors.  Overweight the B category, the Fund’s B’s outperformed the B sub-index by 39 basis points (“bps”).  Additionally, the Fund’s credit selection in the Caa category was the largest value added contributor, as the Caa credits in the Fund outperformed the Caa sub-index (the weakest performing quality sector during the period) by 282 bps, and the market overall by 128 bps.  From an industry standpoint, the Fund continues to focus on areas where the U.S. has long-term potential comparative advantages, such as chemicals (one of the strongest performers during the period), while remaining underweight in industries facing lower cost competition, such as energy exploration and production (a laggard during the period).
 
High yield market average spreads tightened modestly from 486 bps to 467 bps for the period, while the yield to worst declined below 6% once again, from 6.10% to 5.90% (Barclays U.S. Corporate High-Yield Index).  Investor sentiment favored the Ba quality sector (returning 3.18%) during the period, while the B and Caa sectors returned 2.80% and 1.06%, respectively.  Despite what seems like rather benign high yield market conditions for the six month period, there was some rather heightened intra-period volatility.  The high yield market started off the period on a weak note, with December performance falling 1.45%, reflecting investor concerns on weakening global economic conditions coupled with sharply falling oil prices.  High yield market conditions rebounded, however, in January and February of 2015 (returning a solid 3.09% for the two months) as investors embraced continued global monetary easing, while energy credits rebounded sharply in February from their fourth quarter swoon.  U.S. Federal Reserve Board uncertainty in early March coupled with relatively weak U.S. economic data, led to a surprisingly sharp decline in the high yield market in the first few weeks of March (where spreads significantly widened by 139 bps).  The market quickly rebounded, however, recapturing 60% of this spread drop in the final week of March, supported once again by reassuring monetary comments coming from the March Federal Open Market Committee meeting.  These comments seem to have assuaged high yield investors as the market continued to rally another 34 bps through the end of May.
 

 
1

 
 
PIA High Yield Fund
 

 

Please take a moment to review the Fund’s statement of assets and liabilities and the results of operations for the six months ended May 31, 2015.  We look forward to reporting to you again with the annual report dated November 30, 2015.
 

 

Lloyd McAdams
Chairman of the Board
Pacific Income Advisers, Inc.
 

 
 
Past performance is not a guarantee of future results.
 
Opinions expressed above are those of Pacific Income Advisers, Inc., the Fund’s investment adviser, and are subject to change, are not guaranteed and should not be considered recommendations to buy or sell any security and should not be considered investment advice.
 
Must be preceded or accompanied by a prospectus.
 
Mutual fund investing involves risk.  Principal loss is possible.  Investments in debt securities typically decrease in value when interest rates rise.  This risk is usually greater for longer-term debt securities.  The Fund may invest in foreign securities which involve greater volatility and political, economic and currency risks and differences in accounting methods.  These risks may increase for emerging markets.  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 may invest in derivatives, which may involve risks greater than the risks presented by more traditional investments.  The risk of owning an exchange-traded fund (“ETF”) or mutual fund generally reflects the risks of owning the underlying securities that the ETF or mutual fund holds.  It will also bear additional expenses, including operating expenses, brokerage costs and the potential duplication of management fees.
 
The Barclays U.S. Corporate High-Yield Index measures the market of USD-denominated, non-investment grade, fixed rate, taxable corporate bonds.  Securities are classified as high yield if the middle rating of Moody’s Investors Service, Inc., Fitch Ratings, Inc., and Standard & Poor’s Ratings Services is Ba1/BB+/BB+ or below after dropping the highest and lowest available ratings.  The index excludes emerging markets debt.  You cannot invest directly in an index.
 
Bond ratings provide the probability of an issuer defaulting based on the analysis of the issuer’s financial condition and profit potential.  Bond rating services are provided by Standard & Poor’s Ratings Services, Moody’s Investors Service, Inc., and Fitch Ratings, Inc.  Bond ratings start at AAA (denoting the highest investment quality) and usually end at D (meaning payment is in default).  In limited situations when the rating agency has not issued a formal rating, the investment adviser will classify the security as non-rated.
 
Yield to worst is calculated by using the lower of the yield to maturity or the yield to call after considering all possible call dates prior to maturity.
 
Basis point equals 1/100th of 1%.
 
Please refer to the schedule of investments in the report for complete holdings information.  Fund holdings and sector allocations are subject to change at any time and are not recommendations to buy or sell any security.  Investment performance reflects fee waivers in effect.  In the absence of such waivers, total return would be reduced.
 
Current and future portfolio holdings are subject to risk.
 
Quasar Distributors, LLC, Distributor

 

 
2

 
 
PIA High Yield Fund
Expense Example – May 31, 2015
(Unaudited)


As a shareholder of a mutual fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, redemption fees, and exchange fees, and (2) ongoing costs, including management fees, distribution and/or service fees, and other fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the PIA High Yield 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 (12/1/14 – 5/31/15).
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses.  Prior to January 1, 2015, actual net expenses were limited to 0.98% of the Fund’s average daily net assets per the operating expenses limitation agreement.  Effective January 1, 2015, Pacific Income Advisers, Inc., the Fund’s adviser, has also voluntarily agreed to limit the Fund’s aggregate annual operating expenses to 0.73% of average daily net assets.  Although the Fund charges no sales loads 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, 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 different from the Fund’s actual returns.  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 do not reflect any transaction costs, such as sales charges (loads), redemption fees, or exchange fees.  Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.
 
 
Beginning Account
Ending Account
Expenses Paid During
 
Value 12/1/14
Value 5/31/15
Period 12/1/14 – 5/31/15*
Actual
$1,000.00
$1,027.20
$3.89
Hypothetical (5% return before expenses)
$1,000.00
$1,021.09
$3.88

*
Expenses are equal to the Fund’s annualized expense ratio, multiplied by the average account value over the period, multiplied by 182 (days in most recent fiscal half-year) / 365 days to reflect the one-half year expense.  The annualized expense ratio of the PIA High Yield Fund is 0.77%.



 
3

 
 
PIA High Yield Fund
Allocation of Portfolio Assets – May 31, 2015
(Unaudited)


Investments by Sector
As a Percentage of Total Investments

 



 
 
 
 
 

 
 
4

 
 
PIA High Yield Fund
Schedule of Investments – May 31, 2015
(Unaudited)

           
Principal Amount
     
Value
 
CORPORATE BONDS 90.1%
     
       
Aerospace/Defense 3.7%
     
   
Gencorp, Inc.
     
$ 1,150,000  
  7.125%, due 3/15/21
  $ 1,236,250  
     
Kratos Defense &
       
     
  Security Solutions, Inc.
       
  1,050,000  
  7.00%, due 5/15/19
    939,750  
     
LMI Aerospace, Inc.
       
  800,000  
  7.375%, due 7/15/19 (b)
    800,000  
     
Transdigm, Inc.
       
  1,050,000  
  6.00%, due 7/15/22
    1,069,688  
            4,045,688  
Animal Slaughtering and Processing 0.4%
       
     
Pilgrim’s Pride Corp.
       
  400,000  
  5.75%, due 3/15/25 (b)
    407,000  
         
Auto Parts Manufacturing 0.8%
       
     
Nexteer Automotive Group Ltd.
       
  850,000  
  5.875%, due 11/15/21 (b)
    888,250  
         
Automotive 1.4%
       
     
Affinia Group, Inc.
       
  1,500,000  
  7.75%, due 5/1/21
    1,571,250  
         
Basic Chemical Manufacturing 0.4%
       
     
Platform Specialty
       
     
  Products Corp.
       
  460,000  
  6.50%, due 2/1/22 (b)
    485,300  
         
Biotechnology 1.2%
       
     
Concordia Healthcare Corp.
       
  1,250,000  
  7.00%, due 4/15/23 (b)
    1,260,937  
         
Building Materials 3.9%
       
     
American Builders &
       
     
  Contractors Supply Co., Inc.
       
  450,000  
  5.625%, due 4/15/21 (b)
    462,375  
     
Associated Asphalt
       
     
  Partners LLC
       
  820,000  
  8.50%, due 2/15/18 (b)
    805,650  
     
Building Materials
       
     
  Holding Corp.
       
  900,000  
  9.00%, due 9/15/18 (b)
    976,500  
     
U.S. Concrete, Inc.
       
  625,000  
  8.50%, due 12/1/18
    665,625  
     
USG Corp.
       
  500,000  
  5.875%, due 11/1/21 (b)
    536,250  
  750,000  
  5.50%, due 3/1/25 (b)
    779,063  
            4,225,463  
Chemicals 10.3%
       
     
Consolidated Energy
       
     
  Finance SA
       
  650,000  
  6.75%, due 10/15/19 (b)
    672,750  
     
Cornerstone Chemical Co.
       
  600,000  
  9.375%, due 3/15/18 (b)
    634,500  
     
H.I.G. BBC Intermediate
       
     
  Holdings Corp.
       
  150,000  
  10.50%, due 9/15/18 (b)
    149,625  
     
Hexion U.S. Finance Corp.
       
  1,370,000  
  6.625%, due 4/15/20
    1,298,075  
     
Ineos Group Holdings PLC
       
  700,000  
  5.875%, due 2/15/19 (b)
    714,875  
     
Kissner Milling Company Ltd.
       
  1,000,000  
  7.25%, due 6/1/19 (b)
    1,026,250  
     
Kraton Polymers LLC
       
  620,000  
  6.75%, due 3/1/19
    635,887  
     
LSB Industries, Inc.
       
  1,150,000  
  7.75%, due 8/1/19
    1,227,625  
     
Momentive Performance
       
     
  Materials, Inc.
       
  165,000  
  3.875%, due 10/24/21
    149,531  
     
Nexeo Solutions LLC
       
  1,500,000  
  8.375%, due 3/1/18
    1,365,000  
     
Omnova Solutions, Inc.
       
  988,000  
  7.875%, due 11/1/18 (c)
    1,011,465  
     
Rentech Nitrogen Partners L.P.
       
  900,000  
  6.50%, due 4/15/21 (b)
    895,500  


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

 
5

 
 
PIA High Yield Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Chemicals 10.3% (continued)
     
   
TPC Group, Inc.
     
$ 225,000  
  8.75%, due 12/15/20 (b)
  $ 218,813  
     
Trinseo Materials
       
     
  Operating S.C.A.
       
  500,000  
  6.75%, due 5/1/22 (b)
    510,625  
     
Tronox Worldwide LLC
       
  750,000  
  6.375%, due 8/15/20
    723,750  
            11,234,271  
Communications Equipment
       
  Manufacturing 0.3%
       
     
Plantronics, Inc.
       
  340,000  
  5.50%, due 5/31/23 (b)
    345,950  
         
Construction Machinery 2.1%
       
     
H & E Equipment Services, Inc.
       
  1,470,000  
  7.00%, due 9/1/22
    1,558,200  
     
NES Rentals Holding, Inc.
       
  750,000  
  7.875%, due 5/1/18 (b)
    770,625  
            2,328,825  
Consumer Cyclical Services 2.7%
       
     
APX Group, Inc.
       
  175,000  
  6.375%, due 12/1/19
    175,438  
  560,000  
  8.75%, due 12/1/20
    509,600  
     
Garda World Security Corp.
       
  140,000  
  7.25%, due 11/15/21 (b)
    137,900  
     
GEO Group, Inc.
       
  950,000  
  5.875%, due 1/15/22
    1,008,188  
     
Reliance Intermediate Holdings
       
  670,000  
  6.50%, due 4/1/23 (b)
    700,150  
     
West Corp.
       
  420,000  
  5.375%, due 7/15/22 (b)
    408,975  
            2,940,251  
Consumer Products 2.0%
       
     
Acco Brands Corp.
       
  500,000  
  6.75%, due 4/30/20
    535,000  
     
Alphabet Holdings Co.
       
  500,000  
  7.75%, due 11/1/17
    506,875  
     
Prestige Brands Inc.
       
  875,000  
  5.375%, due 12/15/21 (b)
    893,550  
     
Visant Corp.
       
  350,000  
  10.00%, due 10/1/17
    296,625  
            2,232,050  
Consumer Services 2.2%
       
     
Modular Space Corp.
       
  850,000  
  10.25%, due 1/31/19 (b)
    728,875  
     
Quad/Graphics, Inc.
       
  850,000  
  7.00%, due 5/1/22
    837,250  
     
United Rentals
       
     
  (North America), Inc.
       
  300,000  
  6.125%, due 6/15/23
    315,000  
  500,000  
  5.75%, due 11/15/24
    510,625  
            2,391,750  
Containers & Packaging 0.8%
       
     
Paperworks Industries, Inc.
       
  830,000  
  9.50%, due 8/15/19 (b)
    845,562  
         
Distributors 0.7%
       
     
Ferrellgas Partners LP
       
  200,000  
  8.625%, due 6/15/20
    209,500  
  500,000  
  6.75%, due 1/15/22
    513,750  
            723,250  
Diversified Manufacturing 1.3%
       
     
Constellation Enterprises LLC
       
  375,000  
  10.625%, due 2/1/16 (b)
    333,750  
     
Griffon Corp.
       
  1,100,000  
  5.25%, due 3/1/22
    1,109,625  
            1,443,375  
Electric 0.7%
       
     
NRG Energy, Inc.
       
  695,000  
  6.625%, due 3/15/23
    729,750  
         
Electrical Equipment Manufacturing 0.9%
       
     
Anixter, Inc.
       
  100,000  
  5.125%, due 10/1/21
    103,625  


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

 
6

 
 
PIA High Yield Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)

 
           
Principal Amount
     
Value
 
Electrical Equipment
     
  Manufacturing 0.9% (continued)
     
   
WESCO Distribution, Inc.
     
$ 810,000  
  5.375%, due 12/15/21
  $ 830,250  
            933,875  
Entertainment Resources 1.9%
       
     
Live Nation Entertainment, Inc.
       
  600,000  
  7.00%, due 9/1/20 (b)
    644,250  
  580,000  
  5.375%, due 6/15/22 (b)
    597,400  
     
Regal Entertainment Group
       
  750,000  
  5.75%, due 3/15/22
    775,313  
            2,016,963  
Environmental 1.0%
       
     
Casella Waste Systems, Inc.
       
  800,000  
  7.75%, due 2/15/19
    826,000  
     
Heckmann Corp.
       
  300,000  
  9.875%, due 4/15/18
    239,250  
            1,065,250  
Finance 0.4%
       
     
National Financial
       
     
  Partners Corp.
       
  400,000  
  9.00%, due 7/15/21 (b)
    406,000  
         
Food and Beverage 1.6%
       
     
Carolina Beverage Group LLC
       
  370,000  
  10.625%, due 8/1/18 (b)
    366,300  
     
Darling Ingredients, Inc.
       
  730,000  
  5.375%, due 1/15/22
    737,300  
     
Dean Foods Co.
       
  640,000  
  6.50%, due 3/15/23 (b)
    667,200  
            1,770,800  
Gaming 0.1%
       
     
Scientific Games Corp.
       
  135,000  
  8.125%, due 9/15/18
    126,900  
         
Healthcare 1.3%
       
     
Examworks Group, Inc.
       
  1,000,000  
  5.625%, due 4/15/23
    1,026,250  
     
Physio-Control
       
     
  International Corp.
       
  333,000  
  9.875%, due 1/15/19 (b)
    358,216  
            1,384,466  
Household Appliances and
       
  Electrical and Electronic Goods
       
  Merchant Wholesalers 0.5%
       
     
Optimas OE Solutions, Inc.
       
  500,000  
  8.625%, due 6/1/21 (b)
    517,500  
         
Industrial – Other 6.3%
       
     
Cleaver-Brooks, Inc.
       
  1,000,000  
  8.75%, due 12/15/19 (b)
    1,012,500  
     
Dycom Investments, Inc.
       
  520,000  
  7.125%, due 1/15/21
    549,900  
     
General Cable Corp.
       
  175,000  
  5.75%, due 10/1/22 (c)
    161,000  
     
Interline Brands, Inc.
       
  292,000  
  10.00%, due 11/15/18
    306,965  
     
Liberty Tire Recycling
       
     
  Holdco, LLC
       
  550,000  
  11.00%, due 3/31/21 (e) (f)
    550,000  
     
Safway Group Holding LLC
       
  1,250,000  
  7.00%, due 5/15/18 (b)
    1,287,500  
     
SPL Logistics Escrow LLC
       
  450,000  
  8.875%, due 8/1/20 (b)
    481,500  
     
Stonemor Partners LP
       
  1,200,000  
  7.875%, due 6/1/21
    1,269,000  
     
Zachry Holdings, Inc.
       
  1,275,000  
  7.50%, due 2/1/20 (b)
    1,278,187  
            6,896,552  
Machinery Manufacturing 0.5%
       
     
Amsted Industries Inc.
       
  580,000  
  5.375%, due 9/15/24 (b)
    588,700  
         
Manufactured Goods 0.9%
       
     
Gates Global LLC
       
  1,000,000  
  6.00%, due 7/15/22 (b)
    927,500  


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

 
7

 
 
PIA High Yield Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)

 
           
Principal Amount
     
Value
 
Media Entertainment 0.2%
     
   
Nielsen Finance LLC
     
$ 250,000  
  5.00%, due 4/15/22 (b)
  $ 251,875  
         
Media Non-Cable 3.2%
       
     
CBS Outdoor
       
     
  Americas Capital, LLC
       
  960,000  
  5.625%, due 2/15/24
    1,009,200  
     
R.R. Donnelley & Sons Co.
       
  1,000,000  
  6.50%, due 11/15/23
    1,066,250  
     
Radio One, Inc.
       
  830,000  
  9.25%, due 2/15/20 (b)
    780,200  
     
Southern Graphics, Inc.
       
  600,000  
  8.375%, due 10/15/20 (b)
    614,250  
            3,469,900  
Medical Equipment & Devices 0.6%
       
     
Sterigenics-Nordion
       
     
  Holdings, LLC
       
  610,000  
  6.50%, due 5/15/23 (b)
    616,100  
         
Metals and Mining 4.3%
       
     
American Gilsonite Co.
       
  850,000  
  11.50%, due 9/1/17 (b)
    750,125  
     
Castle (AM) & Co.
       
  250,000  
  12.75%, due 12/15/16
    241,250  
     
Emeco Pty Limited
       
  600,000  
  9.875%, due 3/15/19 (b)
    471,000  
     
Graftech International Ltd.
       
  640,000  
  6.375%, due 11/15/20
    604,800  
     
Rain CII Carbon, LLC
       
  450,000  
  8.00%, due 12/1/18 (b)
    443,250  
  500,000  
  8.25%, due 1/15/21 (b)
    487,500  
     
Suncoke Energy, Inc.
       
  8,000  
  7.625%, due 8/1/19
    8,086  
  300,000  
  7.375%, due 2/1/20 (b)
    309,000  
  450,000  
  7.375%, due 2/1/20 (b)
    463,500  
     
TMS International Corp.
       
  950,000  
  7.625%, due 10/15/21 (b)
    950,000  
            4,728,511  
Motor Vehicle and Motor Vehicle Parts
       
  and Supplies Merchant Wholesalers 1.3%
       
     
ZF North America Capital Inc.
       
  1,440,000  
  4.75%, due 4/29/25 (b)
    1,445,400  
         
Oil & Gas 0.7%
       
     
FTS International, Inc.
       
  360,000  
  7.808%, due 6/15/20 (b) (c)
    360,215  
  480,000  
  6.25%, due 5/1/22
    385,200  
            745,415  
Oil Field Services 2.0%
       
     
Calfrac Holdings LP
       
  300,000  
  7.50%, due 12/1/20 (b)
    282,000  
     
CHC Helicopter SA
       
  450,000  
  9.25%, due 10/15/20
    383,625  
     
Drill Rig Holdings, Inc.
       
  405,000  
  6.50%, due 10/1/17 (b)
    362,475  
     
Petroleum Geo-Services
       
  200,000  
  7.375%, due 12/15/18 (b)
    191,500  
     
Welltec A/S
       
  1,000,000  
  8.00%, due 2/1/19 (b)
    957,500  
            2,177,100  
Other Investment Pools and Funds 0.5%
       
     
Jurassic Holdings III
       
  600,000  
  6.875%, due 2/15/21 (b)
    502,500  
         
Packaging 4.1%
       
     
AEP Industries, Inc.
       
  1,006,000  
  8.25%, due 4/15/19
    1,038,695  
     
Beverage Packaging Holdings
       
  500,000  
  6.00%, due 6/15/17 (b)
    506,250  
     
Cons Container Co.
       
  970,000  
  10.125%, due 7/15/20 (b)
    868,150  
     
Coveris Holdings S.A.
       
  950,000  
  7.875%, due 11/1/19 (b)
    976,125  
     
Dispensing Dynamics
       
     
  International, Inc.
       
  500,000  
  12.50%, due 1/1/18 (b)
    527,500  


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

 
8

 
 
PIA High Yield Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Packaging 4.1% (continued)
     
   
Mustang Merger Corp.
     
$ 410,000  
  8.50%, due 8/15/21 (b)
  $ 418,200  
     
Reynolds Group Issuer LLC
       
  110,000  
  5.75%, due 10/15/20
    114,812  
     
Tenneco Packaging, Inc.
       
  50,000  
  8.125%, due 6/15/17
    54,375  
            4,504,107  
Paper 6.1%
       
     
Cascades, Inc.
       
  790,000  
  5.50%, due 7/15/22 (b)
    789,012  
  480,000  
  5.75%, due 7/15/23 (b)
    477,600  
     
Clearwater Paper Corp.
       
  1,020,000  
  4.50%, due 2/1/23
    1,002,150  
     
Hardwoods Acquisition, Inc.
       
  560,000  
  7.50%, due 8/1/21 (b)
    540,400  
     
Mercer International, Inc.
       
  440,000  
  7.75%, due 12/1/22
    476,300  
     
Neenah Paper, Inc.
       
  900,000  
  5.25%, due 5/15/21 (b)
    909,000  
     
NWH Escrow Corp.
       
  400,000  
  7.50%, due 8/1/21 (b)
    380,000  
     
P.H. Glatfelter Co.
       
  400,000  
  5.375%, due 10/15/20
    411,000  
     
Rayonier A.M. Products, Inc.
       
  700,000  
  5.50%, due 6/1/24 (b)
    631,750  
     
Xerium Technologies, Inc.
       
  940,000  
  8.875%, due 6/15/18
    977,013  
            6,594,225  
Petroleum and Petroleum Products
       
  Merchant Wholesalers 0.1%
       
     
Sunoco LP
       
  80,000  
  6.375%, due 4/1/23 (b)
    83,600  
         
Pharmaceutical and Medicine
       
  Manufacturing 0.6%
       
     
Valeant Pharmaceuticals
       
     
  International, Inc.
       
  40,000  
  5.50%, due 3/1/23 (b)
    40,900  
     
VRX Escrow Corp.
       
  610,000  
  6.125%, due 4/15/25 (b)
    635,925  
            676,825  
Pharmaceuticals 0.5%
       
     
Capsugel Holdings US, Inc.
       
  500,000  
  7.00%, due 5/15/19 (b)
    512,188  
         
Pipelines 2.2%
       
     
Exterran Partners, L.P.
       
  740,000  
  6.00%, due 10/1/22
    728,900  
     
Rose Rock Midstream, L.P.
       
  1,000,000  
  5.625%, due 7/15/22
    1,002,500  
     
Summit Midstream
       
     
  Holdings, LLC
       
  10,000  
  7.50%, due 7/1/21
    10,500  
  700,000  
  5.50%, due 8/15/22
    675,500  
            2,417,400  
Plastics Product Manufacturing 1.0%
       
     
Berry Plastics Corp.
       
  1,040,000  
  5.125%, due 7/15/23
    1,037,400  
         
Printing and Related
       
  Support Activities 0.4%
       
     
Multi-Color Corp.
       
  450,000  
  6.125%, due 12/1/22 (b)
    468,000  
         
Publishing and Broadcasting 0.7%
       
     
Media General
       
     
  Financing Sub, Inc.
       
  740,000  
  5.875%, due 11/15/22 (b)
    760,350  
 

 

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

 
9

 
 
PIA High Yield Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

           
Principal Amount
     
Value
 
Railroad 0.8%
     
   
Watco Companies, Inc.
     
$ 800,000  
  6.375%, due 4/1/23 (b)
  $ 820,000  
         
Resin, Synthetic Rubber, and
       
  Artificial Synthetic Fibers and
       
  Filaments Manufacturing 1.4%
       
     
PolyOne Corp.
       
  1,500,000  
  5.25%, due 3/15/23
    1,526,250  
         
Retail – Consumer Discretionary 0.9%
       
     
Hillman Company, Inc.
       
  1,000,000  
  6.375%, due 7/15/22 (b)
    987,500  
         
Retailers 1.6%
       
     
Argos Merger Sub, Inc.
       
  850,000  
  7.125%, due 3/15/23 (b)
    903,125  
     
Rent-A-Center, Inc.
       
  850,000  
  6.625%, due 11/15/20
    845,750  
            1,748,875  
Scientific Research and
       
  Development Services 1.4%
       
     
Horizon Pharma Financial, Inc.
       
  1,260,000  
  6.625%, due 5/1/23 (b)
    1,300,950  
     
Quintiles Transnational Corp.
       
  220,000  
  4.875%, due 5/15/23 (b)
    223,850  
            1,524,800  
Software and Services 0.9%
       
     
Audatex North America, Inc.
       
  150,000  
  6.00%, due 6/15/21 (b)
    157,094  
  750,000  
  6.125%, due 11/1/23 (b)
    782,812  
            939,906  
Technology 1.8%
       
     
ACI Worldwide, Inc.
       
  20,000  
  6.375%, due 8/15/20 (b)
    21,150  
     
Brightstar Corp.
       
  200,000  
  7.25%, due 8/1/18 (b)
    212,500  
     
Cardtronics, Inc.
       
  640,000  
  5.125%, due 8/1/22 (b)
    640,000  
     
First Data Corp.
       
  500,000  
  8.25%, due 1/15/21 (b)
    534,375  
     
Sophia L.P./Sophia
       
     
  Finance, Inc.
       
  550,000  
  9.75%, due 1/15/19 (b)
    590,563  
            1,998,588  
Transportation and Logistics 0.7%
       
     
Martin Midstream Partners L.P.
       
  750,000  
  7.25%, due 2/15/21
    750,000  
         
Transportation Services 0.7%
       
     
LBC Tank Terminals Holding
       
  750,000  
  6.875%, due 5/15/23 (b)
    780,000  
         
Wireline Telecommunications Services 0.5%
       
     
Consolidated Communications
       
  150,000  
  6.50%, due 10/1/22 (b)
    152,250  
     
Zayo Group LLC
       
  460,000  
  6.375%, due 5/15/25 (b)
    462,300  
            614,550  
Wirelines 0.6%
       
     
Frontier Communications Corp.
       
  270,000  
  9.25%, due 7/1/21
    296,663  
  355,000  
  7.125%, due 1/15/23
    341,687  
            638,350  
Total Corporate Bonds
       
  (cost $98,559,763)
    98,053,143  
         
EXCHANGE-TRADED FUNDS 5.3%
       
  50,000  
  iShares iBoxx $High Yield
       
     
    Corporate Bond ETF
    4,545,500  
  30,000  
  SPDR Barclays
       
     
    High Yield Bond ETF
    1,182,600  
         
Total Exchange-Traded Funds
       
  (cost $5,712,400)
    5,728,100  


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

 
10

 
 
PIA High Yield Fund
Schedule of Investments – May 31, 2015 (continued)
(Unaudited)
 

             
Principal Amount
       
Value
 
COMMON STOCKS 0.0%
       
         
Industrial – Other 0.0%
       
  21,500  
Liberty Tire Recycling
       
     
  Holdco, LLC (e) (f) (g)
    $ 10,000  
           
Total Common Stocks
         
  (cost $12,688)
      10,000  
           
RIGHTS 0.0%
         
     
Momentive Performance Escrow
         
  1  
  8.875%, due 10/15/20 (d) (e)
       
           
SHORT-TERM INVESTMENTS 3.5%
         
  3,838,760  
Invesco STIT – Prime Portfolio –
         
     
  Institutional Class, 0.07% (a)
      3,838,760  
Total Short-Term Investments
         
  (cost $3,838,760)
      3,838,760  
Total Investments
         
  (cost $108,123,611)
98.9%
    107,630,003  
Other Assets less Liabilities
1.1%
    1,242,357  
TOTAL NET ASSETS
100.0%
  $ 108,872,360  

(a)
Rate shown is the 7-day annualized yield as of May 31, 2015.
(b)
Security purchased within the terms of a private placement memorandum, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “qualified institutional buyers.”  Pacific Income Advisers, Inc., the Fund’s adviser, has determined that such security is liquid in accordance with the liquidity guidelines approved by the Board of Trustees of Advisors Series Trust.  As of May 31, 2015, the value of these investments was $54,854,162 or 50.4% of total net assets.
(c)
Variable rate security.  Rate shown reflects the rate in effect as of May 31, 2015.
(d)
Restricted security.  The escrow shares were received through a distribution on October 29, 2014 for the purpose of receiving future distributions from the plan of reorganization.  As of May 31, 2015, the security had a cost and value of $0 (0.0% of total net assets).
(e)
Valued at a fair value in accordance with procedures established by the Fund’s Board of Trustees.
(f)
Security is considered illiquid. As of May 31, 2015, the value of these investments was $560,000 or 0.5% of total net assets.
(g)
Non-income producing security.




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

 
11

 
 
PIA High Yield Fund
Statement of Assets and Liabilities – May 31, 2015
(Unaudited)
 

Assets:
     
Investments in securities, at value (cost $108,123,611)
  $ 107,630,003  
Receivable for fund shares sold
    484,785  
Receivable for investments sold
    597,855  
Interest receivable
    1,741,501  
Prepaid expenses
    22,125  
Total assets
    110,476,269  
         
Liabilities:
       
Payable to adviser
    37,638  
Payable for fund shares redeemed
    104,397  
Investments payable
    1,400,509  
Administration fees
    10,584  
Custody fees
    1,543  
Transfer agent fees and expenses
    13,330  
Fund accounting fees
    14,870  
Audit fees
    8,670  
Chief Compliance Officer fee
    1,383  
Shareholder reporting
    8,971  
Accrued expenses
    2,014  
Total liabilities
    1,603,909  
Net Assets
  $ 108,872,360  
         
Net Assets Consist of:
       
Paid-in capital
  $ 109,252,453  
Undistributed net investment income
    63,754  
Accumulated net realized gain on investments
    49,761  
Net unrealized depreciation on investments
    (493,608 )
Net Assets
  $ 108,872,360  
         
Net Asset Value, Offering Price and Redemption Price Per Share
  $ 10.39  
         
Shares Issued and Outstanding (Unlimited number of shares authorized, par value $0.01)
    10,476,541  




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

 
12

 
 
PIA High Yield Fund
Statement of Operations – Six Months Ended May 31, 2015
(Unaudited)


Investment Income:
     
Interest
  $ 3,161,190  
Dividends
    42,000  
Total investment income
    3,203,190  
         
Expenses:
       
Investment advisory fees (Note 4)
    271,575  
Transfer agent fees and expenses (Note 4)
    50,852  
Fund accounting fees (Note 4)
    34,804  
Administration fees (Note 4)
    23,142  
Registration fees
    19,961  
Audit fees
    9,506  
Custody fees (Note 4)
    6,447  
Trustees’ fees
    4,713  
Reports to shareholders
    4,663  
Chief Compliance Officer fee (Note 4)
    3,796  
Legal fees
    3,521  
Insurance
    1,532  
Miscellaneous
    2,340  
Total expenses
    436,852  
Less: Fee waiver by adviser (Note 4)
    (67,662 )
Net expenses
    369,190  
Net investment income
    2,834,000  
         
Realized and Unrealized Gain/(Loss) on Investments:
       
Net realized gain on investments
    94,393  
Net change in unrealized depreciation on investments
    (118,032 )
Net loss on investments
    (23,639 )
Net increase in net assets resulting from operations
  $ 2,810,361  




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

 
13

 
 
PIA High Yield Fund
Statements of Changes in Net Assets


   
Six Months
   
Year
 
   
Ended
   
Ended
 
   
May 31, 2015
   
November 30,
 
   
(Unaudited)
   
2014
 
Increase/(Decrease) in Net Assets From
           
Operations:
           
Net investment income
  $ 2,834,000     $ 4,412,652  
Net realized gain on:
               
Investments
    94,393       430,206  
Swap contracts
          1,217  
Net change in unrealized depreciation on investments
    (118,032 )     (1,938,946 )
Net increase in net assets resulting from operations
    2,810,361       2,905,129  
                 
Distributions Paid to Shareholders:
               
Distributions from net investment income
    (2,869,195 )     (4,380,481 )
Distributions from net realized gains
    (459,047 )     (654,938 )
Total distributions paid to shareholders
    (3,328,242 )     (5,035,419 )
                 
Capital Share Transactions:
               
Proceeds from shares sold
    32,707,832       51,001,020  
Distributions reinvested
    1,922,690       2,782,068  
Payment for shares redeemed
    (13,846,006 )     (24,704,217 )
Net increase in net assets from capital share transactions
    20,784,516       29,078,871  
Total increase in net assets
    20,266,635       26,948,581  
                 
Net Assets, Beginning of Period
    88,605,725       61,657,144  
Net Assets, End of Period
  $ 108,872,360     $ 88,605,725  
Includes Undistributed Net Investment Income of
  $ 63,754     $ 98,949  
                 
Transactions in Shares:
               
Shares sold
    3,174,462       4,759,633  
Shares issued on reinvestment of distributions
    187,074       260,418  
Shares redeemed
    (1,345,855 )     (2,309,964 )
Net increase in shares outstanding
    2,015,681       2,710,087  




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

 
14

 
 
PIA High Yield Fund
Financial Highlights


                           
December 31,
 
   
Six Months
   
Year
   
Year
   
Year
    2010*  
   
Ended
   
Ended
   
Ended
   
Ended
   
through
 
   
May 31, 2015
   
November 30,
   
November 30,
   
November 30,
   
November 30,
 
   
(Unaudited)
   
2014
   
2013
   
2012
    2011  
Per Share Operating Performance
                               
(For a fund share outstanding throughout each period)
                               
                                 
Net asset value, beginning of period
  $ 10.47     $ 10.72     $ 10.51     $ 9.80     $ 10.00  
                                         
Income From Investment Operations:
                                       
Net investment income
    0.30       0.59       0.65       0.65       0.45  
Net realized and unrealized gain/(loss)
                                       
  on investments and swap contracts
    (0.02 )     (0.14 )     0.27       0.73       (0.21 )
Total from investment operations
    0.28       0.45       0.92       1.38       0.24  
                                         
Less Distributions:
                                       
Distributions from net investment income
    (0.31 )     (0.59 )     (0.66 )     (0.67 )     (0.44 )
Distributions from net realized gains
    (0.05 )     (0.11 )     (0.05 )            
Total distributions
    (0.36 )     (0.70 )     (0.71 )     (0.67 )     (0.44 )
                                         
Net asset value, end of period
  $ 10.39     $ 10.47     $ 10.72     $ 10.51     $ 9.80  
                                         
Total Return
    2.72 %++     4.26 %     9.06 %     14.42 %     2.40 %++
                                         
Ratios/Supplemental Data:
                                       
Net assets, end of period (in 000’s)
  $ 108,872     $ 88,606     $ 61,657     $ 40,534     $ 14,793  
Ratio of expenses to average net assets:
                                       
Net of fee waivers and
                                       
  expense reimbursements
 
0.77
%+^     0.98 %     0.98 %     0.98 %     0.98 %+
Before fee waivers and
                                       
  expense reimbursements
    0.91 %+     1.00 %     1.10 %     1.30 %     3.03 %+
Ratio of net investment
                                       
  income to average net assets:
                                       
Net of fee waivers and
                                       
  expense reimbursements
    5.90 %+     5.62 %     6.22 %     6.55 %     5.67 %+
Before fee waivers and
                                       
  expense reimbursements
    5.76 %+     5.60 %     6.10 %     6.23 %     3.62 %+
Portfolio turnover rate
    15 %++     31 %     33 %     36 %     33 %++

*
 
Commencement of operations.
+
 
Annualized for periods less than one year.
++
 
Not annualized for periods less than one year.
^
 
Effective January 1, 2015, the expense cap was reduced from 0.98% to 0.73%.


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

 
15

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015
(Unaudited)


Note 1 – Organization
The PIA High Yield 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 is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies.”
 
Currently, the Fund offers the Institutional Class (formerly known as the Investor Class – See Note 8).  The primary investment objective of the Fund is to seek a high level of current income.  The Fund commenced operations on December 31, 2010.
 
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 Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions expected to be taken on returns filed for the open tax years 2012-2014, or expected to be taken in the Fund’s 2015 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.
 
Expenses – The Fund is charged for those expenses that are directly attributable to the Fund, such as administration and custodian fees.  Expenses that are not directly attributable to a Fund are typically allocated among the other PIA Funds in proportion to their respective net assets.  Common expenses of the Trust are typically allocated among the funds in the Trust based on a fund’s respective net assets, or by other equitable means.
 
Securities Transactions and Investment Income – Security transactions are accounted for on the trade date. Realized gains and losses on sales of securities are calculated on a first-in, first-out basis.  Income and capital gain distributions from underlying funds are recorded on the ex-dividend date.  Interest income is recorded on an accrual basis.  Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
Distributions to Shareholders – Distributions to shareholders are recorded on the ex-dividend date.  The Fund distributes substantially all net investment income, if any, monthly and net realized gains, if any, annually.  Distributions from net realized gains for book purposes may include short-term capital gains.  All short-term capital gains are included in ordinary income for tax purposes.
 


 
16

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)
 

The amount and character of income and net realized gains to be distributed are determined in accordance with Federal income tax rules and regulations, which may differ from accounting principles generally accepted in the United States of America.  To the extent that these differences are attributable to permanent book and tax accounting differences, the components of net assets have been adjusted.
 
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.
 
Guarantees and Indemnifications – In the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims against the Fund that have not yet occurred.  Based on experience, the Fund expects the risk of loss to be remote.
 
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 operations 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 May 31, 2015, management considered the impact of subsequent events for the potential recognition or disclosure in these 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’s investments are carried at fair value.
 


 
17

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


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).
 
Corporate Bonds – Corporate bonds, including listed 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.  Most corporate bonds are categorized in level 2 of the fair value hierarchy.
 
Foreign Securities – Foreign economies may differ from the U.S. economy and individual foreign companies may differ from domestic companies in the same industry.
 
Foreign companies or entities are frequently not subject to accounting and financial reporting standards applicable to domestic companies, and there may be less information available about foreign issuers.  Securities of foreign issuers are generally less liquid and more volatile than those of comparable domestic issuers.  There is frequently less government regulation of broker-dealers and issuers than in the United States.  In addition, investments in foreign countries are subject to the possibility of expropriation, confiscatory taxation, political or social instability or diplomatic developments that could adversely affect the value of those investments.
 
Derivative Instruments – Listed derivatives that are actively traded are valued based on quoted prices from the exchange and are categorized in level 1 of the fair value hierarchy.  Credit default swaps are valued daily based upon quotations from market makers and are typically categorized in level 2 of the fair value hierarchy.
 
Equity Securities – Equity securities, including common stocks and exchange-traded funds, 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 (“OTC”) securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price.  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.
 
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 debt securities, including those securities having a maturity of 60 days or less, are valued at the evaluated mean between the bid and asked prices.  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
 


 
18

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


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.  As of May 31, 2015, the Fund had investments in illiquid securities with a total value of $560,000 or 0.5% of total net assets.
 
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 illiquid securities if they are determined to be liquid in accordance with procedures adopted by the Fund’s Board of Trustees.  As of May 31, 2015, Pacific Income Advisers, Inc. (“PIA” or the “Adviser”) has determined that all the Rule 144A securities held by the Fund are considered liquid.
 
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.
 
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 May 31, 2015:
 
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
                       
 
  Wholesale Trade
  $     $     $ 10,000     $ 10,000  
 
Total Common Stocks
                10,000       10,000  
 
Fixed Income
                               
 
  Corporate Bonds
          97,503,143       550,000       98,053,143  
 
Total Fixed Income
          97,503,143       550,000       98,053,143  
 
Exchange-Traded Funds
    5,728,100                   5,728,100  
 
Short-Term Investments
    3,838,760                   3,838,760  
 
Total Investments
  $ 9,566,860     $ 97,503,143     $ 560,000     $ 107,630,003  
 
Refer to the Fund’s schedule of investment for a detailed break-out of securities.  Transfers between levels are recognized at May 31, 2015, the end of the reporting period.  The Fund recognized no transfers to/from level 1 or level 2.
 


 
19

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


The following is a reconciliation of the Fund’s level 3 investments for which significant unobservable inputs were used in determining value.
 
   
Investments in Securities, at Value
 
   
Common Stocks
 
Corporate Bonds
 
 
Balance as of November 30, 2014
  $       $    
 
Accrued discounts/premiums
               
 
Realized gain/(loss)
               
 
Change in unrealized appreciation/(depreciation)
               
 
Purchases
               
 
Sales
               
 
Transfers in and/or out of Level 3
    10,000         550,000    
 
Balance as of May 31, 2015
  $ 10,000       $ 550,000    
 
On March 10, 2015, the Fund received a newly issued Liberty Tire Recycling Holdco, LLC (“Liberty Tire”) bond, due 2021 and common stock in exchange for the previously held Liberty Tire bond, due 2015.  This exchange was the result of a financial restructuring by Liberty Tire.  Since receipt of the newly issued securities, the Valuation Committee has fair valued the Liberty Tire bond, due 2021 utilizing a single broker quote and fair valued the common stock based on the residual value assigned to the newly issued common stock at the time of the exchange.  Since the securities’ fair value utilized significant unobservable inputs due to the lack of reliable market data, the securities are categorized as level 3 of the fair value hierarchy.  A significant change in the broker quote would have a direct change on the fair value of the bond.  If the financial condition of Liberty Tire were to deteriorate, the value of the common stock would likely decrease.
 
Note 4 – Investment Advisory Fee and Other Transactions with Affiliates
The Fund has an investment advisory agreement with PIA pursuant to which the Adviser is responsible for providing investment management services to the Fund.  The Adviser furnished all investment advice, office space and facilities, and provides most of the personnel needed by the Fund.  As compensation for its services, PIA is entitled to a fee, computed daily and payable monthly.  Effective January 1, 2015, the Fund pays fees calculated at an annual rate of 0.55% based upon the Fund’s average daily net assets.  Prior to January 1, 2015, the Fund paid fees at the annual rate of 0.65% of the Fund’s average daily net assets.  For the six months ended May 31, 2015, the Fund incurred $271,575 in advisory fees.
 
The Fund is responsible for its own operating expenses.  The Adviser 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 aggregate annual operating expenses to 0.98% of average daily net assets.  Effective January 1, 2015, the Adviser has also voluntarily agreed to limit the Fund’s aggregate annual operating expenses to 0.73% of average daily net assets (the “temporary expense limitation”).  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 may not recoup amounts subject to the temporary expense limitation in future periods. The Adviser is permitted to be reimbursed only for
 


 
20

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


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 six months ended May 31, 2015, the Adviser contractually reduced its fees in the amount of $3,028.  No amounts were reimbursed to the Adviser.  Cumulative expenses subject to recapture pursuant to the aforementioned conditions amounted to $169,422 at May 31, 2015.  The temporary expense limitation will remain in effect through at least March 28, 2016, and may be terminated only by the Trust’s Board of Trustees.  Cumulative expenses subject to recapture expire as follows:
 
 
Year
 
Amount
   
 
2015
  $ 90,626    
 
2016
    57,885    
 
2017
    17,883    
 
2018
    3,028    
      $ 169,422    
 
U.S. Bancorp Fund Services, LLC (the “Administrator” or “USBFS”) 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.  For the six months ended May 31, 2015, the Fund incurred $23,142 in administration fees.
 
USBFS also serves as the fund accountant and transfer agent to the Fund.  For the six months ended May 31, 2015, the Fund incurred $34,804 in fund accounting fees and $43,455 in transfer agent fees (excluding transfer agency out-of-pocket expenses and sub-ta fees).  U.S. Bank N.A., an affiliate of USBFS, serves as the Fund’s custodian.  For the six months ended May 31, 2015, the Fund incurred $6,447 in custody fees.
 
For the six months ended May 31, 2015, the Fund was allocated $3,796 of the Chief Compliance Officer fee.
 
At May 31, 2015, the Fund had payables due to USBFS for administration, fund accounting, transfer agency (excluding transfer agency out-of-pocket expenses and sub-ta fees) and Chief Compliance Officer fees and to U.S. Bank N.A. for custody fees in the amount of $10,584, $14,870, $10,245, $1,383, and $1,543, respectively.
 
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 USBFS and U.S. Bank N.A.
 
Certain officers of the Fund are also employees of USBFS.  The Trust’s Chief Compliance Officer is also an employee of USBFS.  A Trustee of the Trust is affiliated with USBFS and U.S. Bank N.A.  This same Trustee is an interested person of the Distributor.
 
Note 5 – Purchases and Sales of Securities
For the six months ended May 31, 2015, the cost of purchases and the proceeds from sales of securities (excluding short-term securities and U.S. Government securities) were $35,427,213 and $13,136,832. There were no purchases and sales of U.S. Government securities during the six months ended May 31, 2015.
 


 
21

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


Note 6 – Derivative Instruments
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification.  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 derivative instruments affect an entity’s results of operations and financial position.
 
The Fund is subject to credit risk in the normal course of pursuing its investment objective.  The Fund may enter into credit default swaps to manage their exposure to the market or certain sectors of the market, to reduce its exposure to other risks, such as interest rate risks or as a substitute for taking a position in certain types of bonds.
 
Credit default swaps involve the exchange of a fixed rate premium for protection against the loss in value of an underlying security in the event of a defined credit event, such as a payment default or bankruptcy.  Under a credit default swap one party acts as a guarantor by receiving the fixed periodic payment in exchange for the commitment to purchase the underlying security at par if the defined credit event occurs.  Although contract specific, credit events are generally defined as bankruptcy, failure to pay, restructuring, obligation acceleration, obligation default, or repudiation/moratorium.  Upon the occurrence of a defined credit event, the difference between the value of the reference obligation and the swap’s notional amount is recorded as realized gain or loss on swap contracts in the statement of operations.  The Fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the contract.  This risk is mitigated by having a master netting arrangement between the Fund and the counterparty and by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty.
 
The Fund did not hold derivative instruments during the six months ended May 31, 2015.
 
Note 7 – Federal Income Tax Information
The tax character of distributions paid during the six months ended May 31, 2015 and the year ended November 30, 2014 was as follows:
 
   
Six Months Ended
   
Year Ended
   
   
May 31, 2015
   
November 30, 2014
   
Ordinary income
  $ 3,004,378     $ 4,543,166    
Long-term capital gains
    323,864       492,253    


 
22

 
 
PIA High Yield Fund
Notes to Financial Statements – May 31, 2015 (continued)
(Unaudited)


As of November 30, 2014, the Fund’s most recently completed fiscal year end, the components of capital on a tax basis were as follows:
 
 
Cost of investments (a)
  $ 87,607,247    
 
Gross unrealized appreciation
    1,239,671    
 
Gross unrealized depreciation
    (1,659,790 )  
 
Net unrealized depreciation (a)
    (420,119 )  
 
Undistributed ordinary income
    234,107    
 
Undistributed long-term capital gain
    323,800    
 
Total distributable earnings
    557,907    
 
Other accumulated gains/(losses)
       
 
Total accumulated earnings/(losses)
  $ 137,788    
 
(a)
The difference between book-basis and tax-basis net unrealized depreciation is attributable primarily to wash sales.
 
Note 8 – Class Name Change
Effective at the close of business on December 31, 2014, the Investor Class shares were re-designated as Institutional Class shares.
 

 
 
 

 

 
23

 
 
PIA High Yield Fund
Notice to Shareholders – May 31, 2015
(Unaudited)


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 1-800-251-1970, or on the Securities and Exchange Commission’s (“SEC”) 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
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 1-800-251-1970.  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 schedules 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 1-800-251-1970.
 

 
 

 


 
24

 
 
PIA Funds
Approval of Investment Advisory Agreement
(Unaudited)


At a meeting held on December 2-4, 2014, the Board (which is comprised of five persons, four of whom are Independent Trustees as defined under the Investment Company Act of 1940, as amended), considered and approved the continuance of the investment advisory agreement (the “Advisory Agreement”) between Advisors Series Trust (the “Trust”) and Pacific Income Advisers, Inc. (the “Adviser”) for another annual term for the PIA High Yield Fund (the “Fund”).  At this meeting, and at a prior meeting held on October 15-16, 2014, the Board received and reviewed substantial information regarding the Fund, the Adviser and the services provided by the Adviser to the Fund under the Advisory Agreement.  This information, together with the information provided to the Board throughout the course of the year, 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 continuance of the Advisory Agreement:
 
 
1.
THE NATURE, EXTENT AND QUALITY OF THE SERVICES PROVIDED AND TO BE PROVIDED BY THE ADVISER UNDER THE ADVISORY AGREEMENT.  The Board considered the nature, extent and quality of the Adviser’s overall services provided to the Fund as well as its responsibilities in all aspects of day-to-day investment 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 Adviser involved in the day-to-day activities of the Fund.  The Board also considered the resources and compliance structure of the Adviser, including information regarding its compliance program, its chief compliance officer, the Adviser’s compliance record, and the Adviser’s disaster recovery/business continuity plan.  The Board also considered the prior relationship between the Adviser and the Trust, as well as the Board’s knowledge of the Adviser’s operations, and noted that during the course of the prior year they had met with the Adviser to discuss Fund performance and investment outlook as well as various marketing and compliance topics, including the Adviser’s risk management process.  The Board concluded that the Adviser had 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 and extent of such management services are satisfactory.
 
 
2.
THE FUND’S HISTORICAL PERFORMANCE AND THE OVERALL PERFORMANCE OF THE ADVISER.  In assessing the quality of the portfolio management delivered by the Adviser, the Board reviewed the short-term and long-term performance of the Fund as of July  31, 2014 on both an absolute basis and in comparison to an appropriate securities benchmark and its peer funds utilizing Lipper and Morningstar classifications.  While the Board considered both short-term and long-term performance, it placed  greater emphasis on longer term performance.  When reviewing performance of the Fund against the comparative peer group universe, the Board took into account that the investment objective and strategies of the Fund, as well as its level of risk tolerance, may differ significantly from funds in the peer universe.
 
   
The Board noted that the Fund’s performance, with regard to its Lipper comparative universe, was above the peer group median and below the peer group average for the one-year period, and above the peer group median and average for the three-year and since inception periods.
 
   
The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was above the peer group median and average for all relevant periods.


 
25

 
 
PIA Funds
Approval of Investment Advisory Agreement (continued)
(Unaudited)


   
The Board also considered any differences in performance between similarly managed accounts and the performance of the Fund, noting that the Fund underperformed the similarly managed composite for the one-year period and outperformed for the three-year and since inception periods, and reviewed the performance of the Fund against a broad-based securities market benchmark.
 
 
3.
THE COSTS OF THE SERVICES TO BE PROVIDED BY THE ADVISER AND THE STRUCTURE OF THE ADVISER’S FEE UNDER THE ADVISORY AGREEMENT.  In considering the appropriateness of the advisory fee, the Board considered the level of the fee itself as well as the total fees and expenses of the Fund.  The Board reviewed information as to fees and expenses of advisers and funds within the relevant Lipper peer funds, fees charged by the Adviser to other similarly managed accounts, as well as information regarding fee offsets for separate accounts invested in the Fund.  When reviewing fees charged to other similarly managed accounts, the Board took into account the type of account and the differences in the management of that account that might be germane to the difference, if any, in the fees charged to such accounts.  The Board found that the fees charged to the Fund were generally in line with or comparable to the fees charged by the Adviser to its similarly managed separate account clients, and to the extent fees charged to the Fund were higher than for similarly managed separate accounts, it was largely a reflection of the greater costs to the Adviser of managing the Fund due to the differences in legal and regulatory burdens.
 
   
The Board noted that the Adviser had contractually agreed to maintain an annual expense ratio for the Fund of 0.98% (the “Expense Cap”).  Additionally, the Board noted that the Fund’s total expense ratio was below its peer group median and average, and was above its peer group median but below its peer group average when the Fund’s peer group was adjusted to include only funds of similar asset sizes.  The Board also noted that the Fund’s contractual advisory fee was marginally above its peer group median and average.  The Board also took into consideration the services the Adviser provided to its separately managed account clients, comparing the fees charged for those management services to the management fees charged to the Fund.  The Board found that the management fees charged to the Fund were generally in line with the fees charged to the Adviser’s separately managed account clients.  As a result, the Trustees noted that the Fund’s expenses and advisory fee were not outside the range of its peer group.
 
   
In addition, at the December 2014 board meeting, the Board approved that effective January 1, 2015 the Fund’s management fee would be reduced from 0.65% to 0.55%, the Investor Class would be re-designated as the Institutional Class, and a lower temporary expense cap would be established for the Institutional Class.
 
 
4.
ECONOMIES OF SCALE.  The Board also considered whether economies of scale were being realized by the Adviser that should be shared with shareholders.  In this regard, the Board noted that the Adviser has agreed to reduce its advisory fees or reimburse Fund expenses so that the Fund does not exceed the specified Expense Cap.  The Board noted that at current asset levels, it did not appear that there were additional significant economies of scale being realized by the Adviser that should be shared with shareholders and concluded that it would continue to monitor economies of scale in the future as circumstances changed and assuming asset levels continue to increase.


 
26

 
 
PIA Funds
Approval of Investment Advisory Agreement (continued)
(Unaudited)


 
5.
THE PROFITS TO BE REALIZED BY THE ADVISER AND ITS AFFILIATES FROM THEIR RELATIONSHIP WITH THE FUND.  The Board reviewed the Adviser’s financial information and took into account both the direct benefits and the indirect benefits to the Adviser from advising the Fund.  The Board considered the profitability to the Adviser from its relationship with the Fund and considered any additional benefits derived by the Adviser from its relationship with the Fund.  The Board also reviewed information regarding fee offsets for separate accounts invested in the Fund and determined that the Adviser was not currently receiving an advisory fee both at the separate account and at the Fund level for these accounts, and as a result was not receiving additional fall-out benefits from these relationships.  The Board also considered that the Fund does not charge 12b-1 fees and does not utilize “soft dollar” benefits that may be received by the Adviser in exchange for Fund brokerage.  After such review, the Board determined that the profitability to the Adviser with respect to the Advisory Agreement was not excessive, and that the Adviser had maintained 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 continuance of the Advisory Agreement for the Fund, but rather the Board based its determination on the total combination of information available to them.  Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangement with the Adviser, including the advisory fees, was fair and reasonable.  The Board therefore determined that the continuance of the Advisory Agreement for the Fund would be in the best interest of the Fund and its shareholders.
 




 
27

 
 
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.
 
 
 
 
 
 

 

 
 

 














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Adviser
Pacific Income Advisers, Inc.
1299 Ocean Avenue, Suite 210
Santa Monica, CA  90401


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
(800) 251-1970


Custodian
U.S. Bank N.A.
1555 North 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







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, as amended, (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 the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not Applicable.

(2) A separate certification for each principal executive and principal financial officer 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)  
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.  Furnished herewith.

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


(Registrant)  Advisors Series Trust   

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

Date     8/5/15         



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     8/5/15     

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

Date     8/5/15  

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