N-CSR 1 wbif-ncsra.htm WBI FUNDS ANNUAL REPORT 11-30-15
 

 
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: November 30, 2015
 

Item 1. Reports to Stockholders.


 
 
 



WBI Tactical BA Fund
 
WBI Tactical BP Fund
 
WBI Tactical DI Fund
 
WBI Tactical DG Fund
 





















Annual Report
November 30, 2015




Table of Contents
 

 
Shareholder Letter
3
Performance
19
Expense Example
25
Sector Allocation of Portfolio Assets
29
Schedule of Investments
31
Statements of Assets and Liabilities
42
Statements of Operations
46
Statements of Changes in Net Assets
50
Financial Highlights
58
Notes to Financial Statements
66
Report of Independent Registered Public Accounting Firm
84
Notice to Shareholders
85
Information about Trustees and Officers
87
Householding
90
Privacy Notice
91

 
 

 




WBI Funds


Dear Fellow Shareholder:
 
The fiscal year ended November 30, 2015, was a challenging one for the WBI BA Tactical Fund (the “Tactical BA Fund”), the WBI BP Tactical Fund (the “Tactical BP Fund”), the WBI Tactical DI Fund (the “Tactical DI Fund”), and the WBI Tactical DG Fund (the “Tactical DG Fund”), (each a “Fund,” collectively, the “WBI Funds” or the “Funds”). Investment markets were confronted by increased volatility, and the dividend-paying and value securities that meet the criteria of each Fund’s Principal Investment Strategy underperformed other types of investments. It’s disappointing to endure performance that is less than we had hoped for – even in the short-term. Still, we believe the benefits of managing risk, seeking value, and collecting dividends remains a powerful approach to building capital over the long-term, even if there are short-term periods when that approach may be out of favor.  We appreciate the continuing confidence our fellow shareholders have maintained in the Funds, and look forward to pursuing the opportunities we believe our disciplined investment process can offer.
 
All of the Funds are managed using an investment philosophy and strategies developed over many years for separately managed accounts of WBI Investments, Inc. (“WBI”), the Funds’ investment adviser, with investment objectives similar to those of the Funds. The strategies upon which the Funds are based have been in use for separate account clients since 1992 for the WBI Tactical BA Fund, 1993 for the WBI Tactical BP Fund, 2003 for the WBI Tactical DI Fund, and 2008 for the WBI Tactical DG Fund.
 
Investment Philosophy
 
The goal of the WBI Funds is to provide consistent, attractive returns with less volatility and risk to capital than traditional approaches. We believe capital preservation is essential to providing long-term portfolio growth and a consistent stream of income. Our focus on value, dividends, and risk management has become fundamental to our investment process.
 
Performance Overview
 
During the fiscal year ended November 30, 2015, the Funds trailed their respective benchmarks. WBI Tactical BA Fund’s No-Load Class returned -8.03%, while the Institutional Class returned -7.61%, trailing the 1.96% return of the Fund’s custom benchmark. The Fund’s custom benchmark consists of a 50%/50% allocation to Barclays Capital U.S. Government/Credit Index, which returned 0.66% during the period, and the Standard & Poor’s (“S&P”) 500® Index, which gained 2.75%.
 
The WBI Tactical BP Fund No-Load Class returned -6.47%, while the Institutional Class returned -6.28% during the fiscal year, less than the 1.96% return of the Fund’s custom benchmark during the period. The Fund’s custom
 
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WBI Funds

 
benchmark consists of a 50%/50% allocation to Barclays Capital U.S. Government/Credit Index, which returned 0.66% during the period, and the S&P 500® Index, which gained 2.75%.
 
The WBI Tactical DI Fund No-Load Class returned -10.85% during the fiscal year, while the Institutional Class returned -10.86%, trailing the Fund’s benchmark. The S&P 500® Index, which is the Fund’s indicated benchmark and includes the effect of dividends, returned 2.75% during that period.
 
During the fiscal year the WBI Tactical DG Fund No-Load Class returned -9.85%, while the Institutional Class returned -9.60%, trailing the Fund’s benchmark. The S&P 500® Index, which is the Fund’s indicated benchmark and includes the effect of dividends, returned 2.75%.
 
Because the strategies used in the Funds involve active management of assets with particular attributes, such as stocks that pay dividends or those that have certain value characteristics, no widely recognized benchmark is likely to be representative of the performance of any of the WBI Funds. For example, the Funds may hold stocks of small, mid-sized and large companies headquartered either in the U.S. or abroad, while the S&P 500® Index is comprised of large-capitalization, U.S. domiciled stocks. The Funds focus on dividend-paying stocks, but not all of the securities in the S&P 500® Index pay a dividend. Fixed income holdings may include securities with maturities and from issuers that do not correspond to those in the Barclays Capital U.S. Government/Credit Index. In addition, each Fund uses strategies intended to mitigate volatility and protect capital, and as a result the Funds will often have a significant allocation to cash equivalents. Therefore, while each Fund’s performance includes the effect of an investment in cash equivalents, stock and bond market index returns do not. In falling markets, an allocation to cash may contribute to performance that is superior to a market index, but in rising markets, holding cash may cause performance relative to that same index to trail. During the fiscal year the Funds held material allocations to cash equivalents.
 
Despite their limitations in assessing the performance of the Funds, indices can provide some context for understanding how market conditions affected Fund performance during the year. For the WBI Tactical BA Fund and WBI Tactical BP Fund, a custom benchmark consisting of a 50%/50% allocation to the S&P 500® Index and Barclays Capital U.S. Government/Credit Index is shown because it combines a familiar U.S. equity market index with a U.S. Bond Index, and both the WBI Tactical BA Fund and WBI Tactical BP Fund generally include a material exposure to both U.S. equities and fixed income investments. For the WBI Tactical DG Fund and WBI Tactical DI Fund, the S&P 500® Index is shown as a benchmark because it is a familiar U.S. equity market index that includes the effect of dividends, and both the WBI Tactical DG Fund and WBI
 
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WBI Funds

 
Tactical DI Funds generally include a material exposure to U.S. dividend-paying equities. However, neither benchmark is, nor will become, representative of past or expected Fund holdings or performance. The benchmark indices do not include an allocation to cash equivalents, are unmanaged, and may not be invested in directly. Their performance does not include the deduction of transaction and operational expenses, or the deduction of an investment management fee, which would alter their indicated historical results.
 
Review of Fund Trading Activity
 
The Funds attempt to provide consistent, attractive returns net of expenses with potentially less volatility and risk to capital than traditional approaches, whatever market conditions may be. The stock selection process uses quantitative computer screening of fundamental information to evaluate domestic and foreign equity securities in an attempt to find the best value and dividend opportunities worldwide. Once candidates are identified, an overlay of technical analysis confirms timeliness of security purchases using a combination of price regression and momentum factors. Each Fund’s buy discipline systematically adds qualifying securities within its target allocation using available cash.
 
Once a security is purchased, a strict sell discipline with a dynamic stop loss and goal setting process attempts to control the effects of the volatility of each invested position on the Fund’s value. If a security stays within its acceptable price channel, it remains in the Fund’s portfolio. If the security moves below the acceptable price channel, a stop is triggered and the Fund will sell the security. This results in a responsive process that actively adjusts the Fund’s allocation by causing it to become more fully invested or by raising cash with the intention of protecting capital. This process is likely to result in the Funds holding meaningful allocations to cash equivalents during periods of market volatility.
 
As per each Fund’s disciplined investment process, trailing stops were implemented for all equity candidates purchased during the year. Because the future is unknowable, our process requires each stop loss trigger to be honored to help prevent the catastrophic losses of capital that could otherwise result from continuing to hold falling securities through declines of indeterminate depth and duration. For the same reason, attractive securities identified by the screening and ranking process, and which have passed all purchase hurdles and begun moving higher will be purchased with available cash. The appearance of qualifying stock candidates in the screen results will be respected as a possible indication of the start of a durable market advance.
 
The security selection process has continued to uncover what we believe to be attractive investment opportunities for each of the Funds.
 
5

 
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WBI Tactical BA Fund
 
As of November 30, 2015, the WBI Tactical BA Fund held 30 securities in addition to a position in a money market fund which served as a cash equivalent. Sixteen of these positions had unrealized gains, while fourteen had unrealized losses. The aggregate net unrealized gain amounted to 0.48% of the Fund’s value.
 
Approximately 81% of the securities held by the WBI Tactical BA Fund at any time during the fiscal year were sold. As would be expected, securities that achieved their goal price and were sold after hitting a goal stop were generally profitable, and those that were sold on an initial stop generally were not. (Goal stops are the tightened stops that replace the initial stops set for each security once that security’s specified price goal has been achieved.) Approximately 15% of the Fund’s holdings were sold on goal stops for an average realized gain of 14.20%, and approximately 41% were sold after initial stops were hit for an average realized loss of -8.17%. Other dispositions (generally involving bonds maturing, adjustments to fixed income exposure or option activity) affected approximately 26% of the Fund’s positions, resulting in a total realized gain of 1.87%.
 
Examples of securities that made positive contributions to the WBI Tactical BA Fund’s performance during the fiscal year include Broadcom Corporation, General Motors Company, salesforce.com Inc., AbbVie Inc., and Interpublic Group of Companies, Inc. Examples of securities that detracted from the Fund’s performance during the fiscal year include Qihoo 360 Technology Company, Inc., National Oilwell Varco Inc., Las Vegas Sands Corporation, Abercrombie & Fitch Company, and Intel Corporation.
 
Four options hedges intended to reduce risk were implemented in the WBI Tactical BA Fund during the fiscal year, resulting in an aggregate realized loss of approximately -0.01%.
 
High turnover in the WBI Tactical BA Fund’s holdings has the potential to result in the realization and distribution to shareholders of higher capital gains. If Fund shares are held in a taxable account, this may increase your tax liability. To the extent portfolio turnover increases transaction costs, it may also reduce Fund performance. Of course, selling a security in a timely fashion may also improve performance if a subsequent loss is avoided that exceeds the cost of executing the sale.
 
WBI Tactical BP Fund
 
As of November 30, 2015, the WBI Tactical BP Fund held 20 securities in addition to a position in a money market fund which served as a cash equivalent. Eight of these positions had unrealized gains, while twelve had unrealized losses. The aggregate net unrealized loss amounted to -0.30% of the Fund’s value.
 
 
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Approximately 82% of the securities held by the WBI Tactical BP Fund at any time during the fiscal year were sold. As would be expected, securities that achieved their goal price and were sold after hitting a goal stop were generally profitable, and those that were sold on an initial stop generally were not. (Goal stops are the tightened stops that replace the initial stops set for each security once that security’s specified price goal has been achieved.) Approximately 17% were sold on goal stops for an average realized gain of 12.82%, and approximately 45% were sold after initial stops were hit for an average realized loss of -8.45%. Other dispositions (generally involving adjustments to fixed income exposure or option activity) affected approximately 20% of the Fund’s positions, resulting in a total realized gain of 7.74%.
 
Examples of securities that contributed to the WBI Tactical BP Fund’s performance during the fiscal year include Broadcom Corporation, General Motors Company, Braskem SA, Nutrisystem Inc., and Walgreens Boots Alliance Inc. Examples of securities that detracted from the Fund’s performance during the period include National Oilwell Varco Inc., Target Corporation, Las Vegas Sands Corporation, DeVry Education Group Inc., and Intel Corporation.
 
Four options hedges intended to reduce risk were implemented in the WBI Tactical BP Fund during the fiscal year, resulting in an aggregate loss of approximately -0.01%.
 
High turnover in the WBI Tactical BP Fund’s holdings has the potential to result in the realization and distribution to shareholders of higher capital gains. If Fund shares are held in a taxable account, this may increase your tax liability. To the extent portfolio turnover increases transaction costs, it may also reduce Fund performance. Of course, selling a security in a timely fashion may also improve performance if a subsequent loss is avoided that exceeds the cost of executing the sale.
 
WBI Tactical DI Fund
 
As of November 30, 2015, the WBI Tactical DI Fund held 26 securities in addition to a position in a money market fund which served as a cash equivalent. Seventeen of these positions had unrealized gains, while nine had unrealized losses. The aggregate net unrealized gain amounted to 2.63% of the Fund’s value.
 
Approximately 78% of the securities held by the WBI Tactical DI Fund at any time during the fiscal year were sold. As would be expected, securities that achieved their goal price and were sold after hitting a goal stop were generally profitable, and those that were sold on an initial stop generally were not. (Goal stops are the tightened stops that replace the initial stops set for each security once that security’s specified price goal has been achieved.) Approximately 14% were sold on goal stops for an average realized gain of 13.22%, and
 
7

 
WBI Funds

 
approximately 51% were sold after initial stops were hit for an average realized loss of -9.28%. Other dispositions affected approximately 13% of the Fund’s positions, resulting in a total realized gain of 1.80%.
 
Examples of securities that contributed to the WBI Tactical DI Fund’s performance during the fiscal year include General Motors Company, Rite Aid Corporation, The Mosaic Company, Thermo Fisher Scientific Inc., and Braskem SA. Examples of securities that detracted from the Fund’s performance during the period include Superior Energy Services Inc., Abercrombie & Fitch Company, Qihoo 360 Technology Company Ltd., Las Vegas Sands Corporation, and Avon Products Inc.
 
Ten options hedges intended to reduce risk were implemented in the WBI Tactical DI Fund during the fiscal year, resulting in an aggregate gain of approximately 0.01%.
 
High turnover in the WBI Tactical DI Fund’s holdings has the potential to result in the realization and distribution to shareholders of higher capital gains. If Fund shares are held in a taxable account, this may increase your tax liability. To the extent portfolio turnover increases transaction costs, it may also reduce Fund performance. Of course, selling a security in a timely fashion may also improve performance if a subsequent loss is avoided that exceeds the cost of executing the sale.
 
WBI Tactical DG Fund
 
As of November 30, 2015, the WBI Tactical DG Fund held 39 securities in addition to a position in a money market fund which served as a cash equivalent. Twenty six of these positions had unrealized gains, while thirteen had unrealized losses. The aggregate unrealized gain amounted to 3.10% of the Fund’s value.
 
Approximately 70% of the securities held by the WBI Tactical DG Fund at any time during the fiscal year were sold. As would be expected, securities that achieved their goal price and were sold after hitting a goal stop were generally profitable, and those that were sold on an initial stop generally were not. (Goal stops are the tightened stops that replace the initial stops set for each security once that security’s specified price goal has been achieved.) Approximately 16% of the Fund’s holdings were sold on goal stops for an average realized gain of 12.63%, and approximately 41% were sold after initial stops were hit for an average realized loss of -9.34%. Other dispositions affected approximately 13% of the Fund’s positions, resulting in a total realized gain of 5.74%.
 
Examples of securities that contributed to the WBI Tactical DG Fund’s performance during the fiscal year include General Motors Company, Valero Energy Corporation, Entergy Corporation, salesforce.com Inc., and Johnson Controls Inc.  Examples of securities that detracted from the Fund’s
 
 
8

 
WBI Funds

 
performance during the fiscal year include Abercrombie & Fitch Company, Unit Corporation, Qihoo 360 Technology Company Ltd., Las Vegas Sands Corporation, and SPX Corporation.
 
Twenty four options hedges intended to reduce risk were implemented in the WBI Tactical DG Fund during the fiscal year, resulting in an aggregate gain of approximately 0.01%.
 
High turnover in the WBI Tactical DG Fund’s holdings has the potential to result in the realization and distribution to shareholders of higher capital gains. If Fund shares are held in a taxable account, this may increase your tax liability. To the extent portfolio turnover increases transaction costs, it may also reduce Fund performance. Of course, selling a security in a timely fashion may also improve performance if a subsequent loss is avoided that exceeds the cost of executing the sale.
 
Market Conditions
 
Equity market conditions during the Funds’ fiscal year can probably best be described as “up and down”. Using the S&P 500® Index as an example, stocks had six monthly gains and six monthly losses (see Figure 1).
 

 
 
Standard and Poor’s (S&P), the firm responsible for the S&P 500® Index, also provides indices that track the performance of the ten sectors it assigns to the stocks in the S&P 500® Index. This deeper look beneath the surface reveals even more of the up and down nature of stocks’ performance over the period.
 
Two of the ten sectors were essentially unchanged with a gain or loss of less than 1%. Of the remaining eight sectors, five showed losses while three showed gains. Energy suffered the biggest decline over the period, reflecting the effects of the plummeting price of oil and falling -14.77%. Telecom Services lost -9.37%, Utilities fell -7.14%, Materials gave up -7.05%, and Industrials dropped -2.89%. On the plus side, Consumer Discretionary was the clear standout

 
 
9

 
WBI Funds

 
gaining 12.59% over the period. Also higher were Information Technology with a gain of 4.90%, and Health Care up by 2.04%.
 
While there were undoubtedly many factors influencing this wide divergence in performance among the sectors that make up the S&P 500® Index, one characteristic of the underlying stocks that relates to their results seems to stand out – dividends. The six sectors with the highest dividend yields were also the six sectors with negative returns over the period, and the four with the lowest yields were the four with positive returns (see Figure 2.). The U.S. Federal Reserve Board spent much of 2015 signaling its intention to raise interest rates before year-end, and rising rates are generally seen as a headwind to the sectors of the market that tend to pay the highest dividends.
 
 
 
 
 
 
 
 
 

 
 
10

 
WBI Funds

 

 
S&P also divides its popular S&P 500® Index into Growth and Value indices. Once again the up and down nature of the equity market’s performance is clear. Companies with value properties and higher dividends fared poorly while growths stocks gained. The S&P 500® Value Index fell -3.44%, while the lower yielding S&P 500® Growth Index rose 4.36% (see Figure 3).
 
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Bonds also had an up and down year, tending to move up as stocks were falling and sliding as stocks rose, although the gyrations in fixed income were generally not as extreme as those in the equity markets. U.S. Treasury Bonds and quality corporate bonds appeared to serve as a periodic safe haven for investors concerned about the volatility in stocks, but ended the period little changed. High yield and emerging market bonds lost ground, however, reflecting their sensitivity to the declines in energy and other materials prices.
 
Investment Commentary
 
Caveat Emptor (“Let the buyer beware”)
 
Imagine a very nice family living in a very nice neighborhood in an especially beautiful and very nice home. They have lived there for a little over seven years now, and have been very happy. A few years ago they invested in finishing the basement, turning it into a beautiful family space with an entertainment center, exercise equipment, and separate room for the furnace and hot water heater.
 
 
12

 
WBI Funds

 
They even added a pair of sump pumps to protect their investment. Because their home made up a big part of their family wealth, they paid for homeowners’ insurance every month. It felt good to know that if something bad happened, they would be protected from a catastrophic financial loss.
 
Then the storm came. Wind and falling trees took down power lines, leaving their neighborhood very much in the dark for two weeks. Although they didn’t live near any lakes or rivers, the sudden deluge flooded the streets – and their once beautiful basement. Without electricity, the sump pumps sat quietly under four feet of water, with the ruined entertainment center, exercise equipment, furnace and hot water heater.
 
At least they had insurance. The insurance covered damage to all kinds of property from a great variety of causes, but unfortunately for the family, flooding from a backup of groundwater was not among them. The protection they thought they had been paying for all those years just wasn’t there. They were not alone. While some of their neighbors had been advised to add a groundwater rider to their policies, others had not and found themselves in the same sad situation. While they all understood the big picture benefits of homeowners’ insurance, some didn’t fully understand the details and limitations of the policies they owned. If only they had known…
 
One of the ways investors aim to protect themselves from unacceptable losses in their stock portfolios is through diversification. The big picture concept of the potential benefit of diversification is simple: owning a large number of stocks is intended to reduce the negative impact on a portfolio if something bad happens to one of them. An increasingly popular way to “buy” this kind of presumed protection is through the use of index funds. According to the 2015 Investment Company Fact Book published by the Investment Company Institute (“ICI”):
 
At the end of 2014 there were 382 index funds with $2.1 trillion in assets under management
 
In 2014 investors added $148 billion in new money to these funds
 
31% of the households who owned mutual funds owned at least one equity index fund
 
One third of all index fund assets – approximately $693 billion – track the S&P 500 Index
 
Just how much diversification protection does an index fund that holds around 500 stocks really offer? Let’s take a closer look at how the S&P 500® Index is put together to see if we can get a fuller understanding of the kind of equity exposure a fund designed to track this very popular index might offer.
 
 
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WBI Funds

 
The S&P 500® Index is a capitalization weighted index, which means each stock in the index is weighted based on the value of its stock price multiplied by its number of shares. The market capitalization is essentially the market value “footprint” of the company – the value the market has placed on the company.
 
Using data from our Bloomberg terminal to examine the details of the S&P 500® Index, we find that as of November 30, 2015:
 
The five largest companies by market capitalization (Apple, Google (Alphabet), Microsoft, Exxon Mobil, and Berkshire Hathaway) accounted for 11.7% of the index weight
 
The 230 smallest companies by market capitalization (too many to list) also represented 11.7% of the index weight
 
Half the weight of the index was carried by just 54 companies; the other half was carried by the remaining 449 stocks in the index (there were 503 stocks in the index on 11/30. See Figure 4.)
 
More than 25% of the index weight was held by the biggest 16 stocks
 
The smallest 18 stocks had an average weight of 0.02% in the index
 
The notion that good news at a small company like Consol Energy Inc. will diversify away bad news at a big company like Apple that has 365 times its weight in the index just doesn’t add up.
 

 
 
Of course, worrying about how an index, and the hundreds of billions of dollars invested to track an index, might fare in a stormy market may seem out of step with what’s popular now. After all, the S&P 500® Index has been on the rise for years without a serious correction. Why prepare for a flooded basement on a sunny day?
 
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Maybe the answer depends on how many disasters you’ve already lived through, and how much damage you’ve had to recover from. Investors who were tracking the S&P 500® Index on March 24, 2000 saw the index plummet 49% by October 9, 2002. Over the next five years the S&P clawed its way back to a 2.5% gain by October 9, 2007. It had been 7½ years since it peaked in 2000.
 
And then it plunged again, this time losing 57% by March 9, 2009. If investors had been tracking the index throughout that decline, they would have watched each $100,000 invested reduced to $43,000 by the time it was over. If only they had known…
 
It’s hard to say whether the flood of cash into index investments today is a testament to investors’ confidence that markets will never have to weather another serious decline, or a belief that index funds will behave differently this time if conditions take a turn for the worse.
 
Maybe investors have simply forgotten what it feels like to have so much money washed away. After all, it’s been a little over 8 years since the last market peak.
 
 
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Of course, passively following an index is not the only way to invest, and mimicking the S&P 500® Index – or any index – is not the approach we have taken with the client assets under our care. We don’t know when the next deluge of bad news will rain down on the market, or whether the account values of index-following investors will be left seriously under water when it does. But we do know that we will continue to follow the disciplined, responsive, risk-managed process we’ve used for our clients for more than 20 years, because trying our best to protect the value of our clients’ investment under any conditions has always been our policy.
 
The Bottom Line
 
We believe that the appropriate approach to investing in a volatile world is one that’s responsive to continually changing conditions and opportunities. We think that process should be focused on managing risk as well as on pursuing return. It should be disciplined and have a track record that spans both good times and bad. In short, our opinion is that it should be just like the process we have used for our investment management clients for the last 23 years – and continue to use to manage the Funds today.
 
Sincerely,
 
 
Gary E. Stroik
Don Schreiber, Jr.
Co-Portfolio Manager
Co-Portfolio Manager
Vice President & Chief Investment Officer
Founder & CEO

 
 
 
 
 
 
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Past performance is not a guarantee of future results.
 
Opinions expressed are those of WBI Investments, Inc. (“WBI”), the Funds’ investment adviser, are subject to change, are not guaranteed, and should not be construed as recommendations or investment advice.
 
Mutual fund investing involves risk. Principal loss is possible. The Funds invest in emerging market and foreign securities which involve political, economic and currency risks, greater volatility and differences in accounting methods. These risks can be greater in emerging markets. The Funds invest in smaller and medium sized companies, which involve additional risks such as limited liquidity and greater volatility. Investments in debt securities typically decrease in value when interest rates rise. This risk is usually greater for longer-term debt securities. 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. Investments in mortgage-backed securities may involve additional risks, such as credit risk, prepayment risk, possible illiquidity and default, and susceptibility to adverse economic developments. Because the Funds invest in exchange-traded funds (“ETFs”), they are subject to additional risks that do not apply to conventional mutual funds, including the risks that the market price of an ETF’s shares may trade at a discount to its net asset value (“NAV”), an active secondary trading market may not develop or be maintained, or trading may be halted by the exchange in which they trade, which may impact a Fund’s ability to sell its shares. The Funds may invest in exchange-traded notes (“ETN”), which are subject to the credit risk of the issuer. Additional risks include volatility, lack of liquidity, and sensitivity to currencies, commodities markets, and interest rate changes. The Funds may invest in master limited partnerships (“MLP”), which are subject to certain risks inherent in the structure of MLPs, including complex tax structure risks, the limited ability for election or removal of management, limited voting rights, potential dependence on parent companies or sponsors for revenues to satisfy obligations, and potential conflicts of interest between partners, members and affiliates. The Funds may also use options and future contracts, 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 exchange rates. The investment in options is not suitable for all investors.
 
Investments in absolute return strategies are not intended to outperform stocks and bonds during strong market rallies. Diversification does not assure a profit or protect against a loss in a declining market.
 
Growth stocks typically are more volatile than value stocks; however, value stocks have a lower expected growth rate in earnings and sales.
 
Fund holdings and sector allocations are subject to change and should not be considered a recommendation to buy or sell any security. References to other funds should not be interpreted as an offer of these securities. For a complete list of Fund holdings, please refer to the Schedule of Investments in this report.
 
While the Funds are no-load, management fees and other expenses will apply. Please refer to the prospectus for additional information.
 
A stop loss order directs a brokerage firm to sell the specified security at the prevailing market price should that security’s price fall to or below a stipulated price. A stop limit order directs a brokerage firm to sell the specified security should that security’s price fall to or below a stipulated price, but only if the transaction can be executed at or above the limit price given as part of the order. The Funds use WBI’s proprietary Dynamic Trailing Stop/Loss System (DTSTM), which is designed to
 

 
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help control the risk to invested capital when investing in volatile securities and markets. The DTSTM is not a stop loss order or stop limit order placed with a brokerage firm, but an internal process for monitoring price movements. While the DTSTM may be used to initiate the process for selling a security, it does not assure that a particular execution price will be received.
 
The sources for index price and performance data used in the discussion of market conditions and market commentary is Bloomberg. The S&P 500® Index is a capitalization weighted index of 500 large capitalization stocks which is designed to measure broad domestic securities markets. Performance shown in this report for the S&P 500® Index includes the performance effect of dividends paid by the stocks in the index. The Barclays Capital U.S. Government/Credit Index measures the performance of U.S. Dollar denominated U.S. Treasuries, government-related and investment grade U.S. corporate securities that have a remaining maturity of greater than one year. The Blended Index is a 50% S&P 500® & 50% Barclays Capital U.S. Government/Credit Blend. One cannot invest directly in an index.
 
Any tax or legal information provided is merely a summary of our understanding and interpretation of some of the current income tax regulations and is not exhaustive. Investors must consult their tax advisor or legal counsel for advice and information concerning their particular situation. Neither the Funds nor any of their representatives may give legal or tax advice.
 
Must be preceded or accompanied by a prospectus.
 
WBI Funds are distributed by Quasar Distributors, LLC.
 

 






18


 
WBI TACTICAL BA FUND
 
Comparison of the change in value of a hypothetical $250,000 investment
in the WBI Tactical BA Fund - Institutional Shares vs. the S&P 500® Index,
the Barclays Capital U.S. Government/Credit Bond Index, the NYSE Composite Index,
and the Barclays U.S. Aggregate Bond Total Return Index.
 
 
 
 
Average Annual Total Return:
 
One
Since
 
Year
Inception1
WBI Tactical BA Fund – Institutional Shares
-7.61%
  1.81%
WBI Tactical BA Fund – No Load Shares
-8.03%
  1.52%
S&P 500® Index2
  2.75%
13.11%
Barclays Capital U.S. Government/Credit Bond Index2
  0.66%
  3.59%
50% S&P 500® Index/ 50% Barclays Capital
   
  U.S. Government/Credit Bond Index Blend
  1.96%
  8.47%
NYSE Composite Index
-4.96%
  5.60%
Barclays U.S. Aggregate Bond Total Return Index
  0.97%
  3.42%
50% NYSE Composite Index/ 50% Barclays
   
  U.S. Aggregate Bond Index Blend
-1.83%
  4.73%
Total Annual Fund Operating Expenses: 1.46% (Institutional Shares);
1.71% (No Load Shares)
 
Past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling (855) 924-3863.
 
Returns reflect reinvestment of dividends and capital gains distributions.  Fee waivers are in effect.  In the absence of fee waivers, returns would be reduced. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions, or redemption of Fund shares. Performance data shown does not reflect the 2.00% redemption fee imposed on shares held 60 days or less. If it did, total returns would be reduced. Indices do not incur expenses and are not available for investment.
 
19

 
WBI Tactical BA Fund

 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.
 
The Barclays Capital U.S. Government/Credit Bond Index measures performance of U.S. dollar denominated U.S. Treasuries, government-related, and investment grade U.S. corporate securities. To be included in the index, the securities must have a remaining maturity greater than or equal to 1 year, have $250 million or more of outstanding face value, and must be fixed rate and non-convertible.
 
The NYSE Composite Index is designed to measure the performance of all common stocks listed on the NYSE, including ADRs, REITs, and tracking stocks.  The index is weighted using free float market capitalization and calculated on both price and total return basis.
 
The Barclays U.S. Aggregate Bond Total Return Index is a component of the U.S. Universal Index and covers the USD denominated, investment grade, fixed rate, taxable bond market of SEC registered securities.
 
1
The Fund commenced operations on December 29, 2010.
2
Effective March 29, 2016, the S&P 500® Index and the Barclays Capital U.S. Government/Credit Bond Index will be replaced by the NYSE Composite Index and Barclays U.S. Aggregate Bond Total Return Index, respectively.








20


 
WBI TACTICAL BP FUND
 
Comparison of the change in value of a hypothetical $250,000 investment
in the WBI Tactical BP Fund - Institutional Shares vs. the S&P 500® Index,
the Barclays Capital U.S. Government/Credit Bond Index, the NYSE
Composite Index, and the Barclays U.S. Aggregate Bond Total Return Index.
 
 
 
 
Average Annual Total Return:
 
One
Since
 
Year
Inception1
WBI Tactical BP Fund – Institutional Shares
-6.28%
  1.45%
WBI Tactical BP Fund – No Load Shares
-6.47%
  1.21%
S&P 500® Index2
  2.75%
12.51%
Barclays Capital U.S. Government/Credit Bond Index2
  0.66%
 2.16%
50% S&P 500® Index/ 50% Barclays Capital
   
  U.S. Government/Credit Bond Index Blend
  1.96%
  7.39%
NYSE Composite Index
-4.96%
  4.53%
Barclays U.S. Aggregate Bond Total Return Index
  0.97%
  2.36%
50% NYSE Composite Index/ 50% Barclays
   
  U.S. Aggregate Bond Total Return Index Blend
-1.83%
  3.60%
Total Annual Fund Operating Expenses: 1.71% (Institutional Shares);
1.96% (No Load Shares)
 
Past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling (855) 924-3863.
 
Returns reflect reinvestment of dividends and capital gains distributions.  Fee waivers are in effect.  In the absence of fee waivers, returns would be reduced. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions, or redemption of Fund shares. Performance data shown does not reflect the 2.00% redemption fee imposed on shares held 60 days or less. If it did, total returns would be reduced. Indices do not incur expenses and are not available for investment.
 
21

 
WBI Tactical BP Fund

 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.
 
The Barclays Capital U.S. Government/Credit Bond Index measures performance of U.S. dollar denominated U.S. Treasuries, government-related, and investment grade U.S. corporate securities. To be included in the index, the securities must have a remaining maturity greater than or equal to 1 year, have $250 million or more of outstanding face value, and must be fixed rate and non-convertible.
 
The NYSE Composite Index is designed to measure the performance of all common stocks listed on the NYSE, including ADRs, REITs, and tracking stocks.  The index is weighted using free float market capitalization and calculated on both price and total return basis.
 
The Barclays U.S. Aggregate Bond Total Return Index is a component of the U.S. Universal Index and covers the USD denominated, investment grade, fixed rate, taxable bond market of SEC registered securities.
 
1
The Fund commenced operations on June 17, 2013.
2
Effective March 29, 2016, the S&P 500® Index and the Barclays Capital U.S. Government/Credit Bond Index will be replaced by the NYSE Composite Index and Barclays U.S. Aggregate Bond Total Return Index, respectively.







22


 
WBI TACTICAL DI FUND
 
Comparison of the change in value of a hypothetical $250,000
investment in the WBI Tactical DI Fund - Institutional Shares vs.
the S&P 500® Index, and the NYSE Composite Index.
 
 
 
 
Average Annual Total Return:
 
One
Since
 
Year
Inception1
WBI Tactical DI Fund – Institutional Shares
-10.86%
 -0.81%
WBI Tactical DI Fund – No Load Shares
-10.85%
 -0.94%
S&P 500® Index2
   2.75%
12.51%
NYSE Composite Index
  -4.96%
  4.53%
Total Annual Fund Operating Expenses: 1.76% (Institutional Shares);
2.01% (No Load Shares)
 
Past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling (855) 924-3863.
 
Returns reflect reinvestment of dividends and capital gains distributions.  Fee waivers are in effect.  In the absence of fee waivers, returns would be reduced. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions, or redemption of Fund shares. Performance data shown does not reflect the 2.00% redemption fee imposed on shares held 60 days or less. If it did, total returns would be reduced. Indices do not incur expenses and are not available for investment.
 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.
 
The NYSE Composite Index is designed to measure the performance of all common stocks listed on the NYSE, including ADRs, REITs, and tracking stocks.  The index is weighted using free float market capitalization and calculated on both price and total return basis.
 
1
The Fund commenced operations on June 17, 2013.
2
Effective March 29, 2016, the S&P 500® Index will be replaced by the NYSE Composite Index.


23


 
WBI TACTICAL DG FUND
 
Comparison of the change in value of a hypothetical $250,000
investment in the WBI Tactical DG Fund - Institutional Shares vs.
the S&P 500® Index, and the NYSE Composite Index.
 
 
 
 
Average Annual Total Return:
 
 
One
Since
 
Year
Inception1
WBI Tactical DG Fund – Institutional Shares
-9.60%
  4.43%
WBI Tactical DG Fund – No Load Shares
-9.85%
  4.15%
S&P 500® Index2
  2.75%
13.11%
NYSE Composite Index
-4.96%
  4.53%
Total Annual Fund Operating Expenses: 1.43% (Institutional Shares);
1.68% (No Load Shares)
 
Past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by calling (855) 924-3863.
 
Returns reflect reinvestment of dividends and capital gains distributions.  Fee waivers are in effect.  In the absence of fee waivers, returns would be reduced. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions, or redemption of Fund shares. Performance data shown does not reflect the 2.00% redemption fee imposed on shares held 60 days or less. If it did, total returns would be reduced. Indices do not incur expenses and are not available for investment.
 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.
 
The NYSE Composite Index is designed to measure the performance of all common stocks listed on the NYSE, including ADRs, REITs, and tracking stocks.  The index is weighted using free float market capitalization and calculated on both price and total return basis.
 
1
The Fund commenced operations on December 29, 2010.
2
Effective March 29, 2016, the S&P 500® Index will be replaced by the NYSE Composite.


24


WBI Funds

EXPENSE EXAMPLE – at November 30, 2015 (Unaudited)

Generally, shareholders of mutual funds 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 Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The WBI Tactical BA Fund, WBI Tactical BP Fund, WBI Tactical DI Fund, and WBI Tactical DG Fund Examples are based on an investment of $1,000 invested in the No Load Class and the Institutional Class of each Fund at the beginning of the period and held for the entire period (6/1/15 – 11/30/15).
 
Actual Expenses
 
The first line of the tables on the following pages provides information about actual account values and actual expenses, with actual net expenses being limited to 1.75% and 1.50% per the operating expenses limitation agreement for the No Load Class and the Institutional Class, respectively, of each Fund. Although the Funds charge no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks, and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Funds’ transfer agent. To the extent the Funds invest in shares of other investment companies as part of its investment strategy, you will indirectly bear your proportionate share of any fees and expenses charged by the underlying funds in which the Funds invest in addition to the expenses of the Funds.  Actual expenses of the underlying funds are expected to vary among the various underlying funds.  The Example on the following pages includes, but is not limited to, management fees, 12b-1 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 tables on the following pages 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 not the Funds’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this
 
25

 
WBI Funds
 
EXPENSE EXAMPLE – at November 30, 2015 (Unaudited), Continued

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 tables 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 costs were included, your transaction costs would have been higher.
 
WBI Tactical BA Fund – No Load Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$   954.90
$8.58
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,016.29
$8.85
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.75%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.
 
WBI Tactical BA Fund – Institutional Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$   957.30
$7.36
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.55
$7.59
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.50%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.
 
WBI Tactical BP Fund – No Load Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$   945.70
$8.10
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,016.75
$8.39
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.66%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.

 
26

 
WBI Funds
 
EXPENSE EXAMPLE – at November 30, 2015 (Unaudited), Continued

WBI Tactical BP Fund – Institutional Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$  946.70
$7.32
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.55
$7.59
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.50%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.
 
WBI Tactical DI Fund – No Load Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$   932.50
$7.27
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.55
$7.59
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.50%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.
 
WBI Tactical DI Fund – Institutional Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$   932.50
$7.27
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.55
$7.59
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.50%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.
 
WBI Tactical DG Fund – No Load Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$   943.00
$8.52
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,016.29
$8.85
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.75%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.

 
27

 
WBI Funds
 
EXPENSE EXAMPLE – at November 30, 2015 (Unaudited), Continued

WBI Tactical DG Fund – Institutional Class
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
6/1/15
11/30/15
6/1/15 – 11/30/15*
Actual
$1,000.00
$   944.40
$7.31
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.55
$7.59
 
*
Expenses are equal to the Fund’s annualized expense ratio of 1.50%, multiplied by the average account value over the period, multiplied by 183 (days in most recent fiscal half-year) divided by 365 days to reflect the one-half year expense.












28


WBI Funds

SECTOR ALLOCATION OF PORTFOLIO ASSETS – at November 30, 2015 (Unaudited)


WBI Tactical BA Fund





WBI Tactical BP Fund







Percentages represent market value as a percentage of total investments.
 

29


WBI Funds

SECTOR ALLOCATION OF PORTFOLIO ASSETS – at November 30, 2015 (Unaudited)


WBI Tactical DI Fund





WBI Tactical DG Fund






Percentages represent market value as a percentage of total investments.
 


30


WBI Tactical BA Fund

SCHEDULE OF INVESTMENTS at November 30, 2015

Shares
 
COMMON STOCKS - 25.29%
 
Value
 
 
Broadcasting (except Internet) - 2.04%
   
 
20,228
 
Viacom, Inc. - Class B
 
$
1,007,152
 
               
     
Building Material and
       
     
  Garden Equipment - 6.95%
       
 
12,925
 
Home Depot, Inc.
   
1,730,399
 
 
22,303
 
Lowe’s Cos., Inc.
   
1,708,410
 
           
3,438,809
 
     
Credit Intermediation and
       
     
  Related Activities - 0.94%
       
 
11,537
 
Webster Financial Corp.
   
463,903
 
               
     
General Merchandise Stores - 3.57%
       
 
10,945
 
Costco Wholesale Corp.
   
1,766,742
 
               
     
Other Miscellaneous Manufacturing - 1.68%
       
 
11,361
 
Hasbro, Inc.
   
830,376
 
               
     
Professional, Scientific, and
       
     
  Technical Services - 3.74%
       
 
42,809
 
Insperity, Inc.
   
1,847,636
 
               
     
Real Estate - 1.05%
       
 
62,245
 
VEREIT, Inc.
   
518,501
 
               
     
Support Activities for Transportation - 1.33%
       
 
9,775
 
CH Robinson Worldwide, Inc.
   
659,128
 
               
     
Water Transportation - 3.99%
       
 
39,072
 
Carnival Corp. (a)
   
1,974,308
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $12,270,463)
   
12,506,555
 
               
     
EXCHANGE-TRADED FUNDS - 24.55%
       
 
47,607
 
iShares Floating Rate Bond ETF
   
2,400,821
 
 
40,048
 
iShares iBoxx $Investment
       
     
  Grade Corporate Bond ETF
   
4,641,964
 
 
60,545
 
Vanguard Intermediate-Term Bond ETF
   
5,097,283
 
     
TOTAL EXCHANGE-TRADED FUNDS
       
     
  (Cost $12,105,241)
   
12,140,068
 


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

31


WBI Tactical BA Fund

SCHEDULE OF INVESTMENTS at November 30, 2015, Continued

Principal
       
Amount
 
CORPORATE BONDS - 13.21%
 
Value
 
 
Chemical Manufacturing - 0.99%
   
 
Dow Chemical Co.
   
$
460,000
 
  4.25%, 11/15/2020
 
$
491,315
 
               
     
Credit Intermediation and
       
     
  Related Activities - 1.11%
       
     
JPMorgan Chase & Co.
       
 
59,000
 
  2.60%, 1/15/2016
   
59,151
 
 
450,000
 
  4.50%, 1/24/2022
   
488,579
 
           
547,730
 
     
Health and Personal Care Stores - 0.30%
       
     
Express Scripts, Inc.
       
 
148,000
 
  3.125%, 5/15/2016
   
149,405
 
               
     
Insurance Carriers and
       
     
  Related Activities - 0.88%
       
     
Wellpoint, Inc.
       
 
440,000
 
  3.125%, 5/15/2022
   
434,108
 
               
     
Machinery Manufacturing - 0.98%
       
     
Kennametal, Inc.
       
 
490,000
 
  2.65%, 11/1/2019
   
484,314
 
               
     
Medical and Diagnostic Laboratories - 0.35%
       
     
Laboratory Corp. of America Holdings
       
 
170,000
 
  3.75%, 8/23/2022
   
172,530
 
               
     
Medical Equipment and
       
     
  Supplies Manufacturing - 0.19%
       
     
Zimmer Holdings, Inc.
       
 
90,000
 
  4.625%, 11/30/2019
   
96,681
 
               
     
Motion Picture and Video Industries - 1.08%
       
     
Viacom, Inc.
       
 
522,000
 
  3.50%, 4/1/2017
   
532,587
 
               
     
Newspaper, Periodical, Book,
       
     
  and Directory Publishers - 0.41%
       
     
Thomson Reuters Corp.
       
 
193,000
 
  3.95%, 9/30/2021
   
200,724
 
               
     
Non-Depository Credit Intermediation - 0.31%
       
     
American Express Credit Corp.
       
 
150,000
 
  2.80%, 9/19/2016
   
152,238
 


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

32


WBI Tactical BA Fund

SCHEDULE OF INVESTMENTS at November 30, 2015, Continued

Principal
       
Amount
     
Value
 
 
Non-Metallic Mineral
   
 
  Mining and Quarrying - 1.13%
   
 
Potash Corp. of Saskatchewan, Inc.
   
$
543,000
 
  3.25%, 12/1/2017
 
$
557,263
 
               
     
Office Supplies, Stationery,
       
     
  and Gift Stores - 1.39%
       
     
Staples, Inc.
       
 
680,000
 
  2.75%, 1/12/2018
   
685,414
 
               
     
Pharmaceutical and
       
     
  Medicine Manufacturing - 1.34%
       
     
Amgen, Inc.
       
 
656,000
 
  2.125%, 5/15/2017
   
662,743
 
               
     
Securities and Commodity Contracts
       
     
  Intermediation and Brokerage - 0.78%
       
     
Prudential Financial, Inc.
       
 
384,000
 
  3.00%, 5/12/2016
   
387,651
 
               
     
Software Publishers - 1.33%
       
     
Symantec Corp.
       
 
660,000
 
  2.75%, 6/15/2017
   
660,393
 
               
     
Traveler Accommodation - 0.64%
       
     
Marriott International, Inc.
       
 
320,000
 
  3.25%, 9/15/2022
   
316,221
 
     
TOTAL CORPORATE BONDS
       
     
  (Cost $6,560,257)
   
6,531,317
 
               
Shares
 
SHORT-TERM INVESTMENTS - 35.07%
       
 
17,338,977
 
Invesco STIT-Treasury Portfolio -
       
     
  Institutional Class, 0.02% (b)
   
17,338,977
 
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $17,338,977)
   
17,338,977
 
     
TOTAL INVESTMENTS IN SECURITIES
       
     
  (Cost $48,274,938) - 98.12%
   
48,516,917
 
     
Other Assets in Excess of Liabilities - 1.88%
   
928,208
 
     
NET ASSETS - 100.00%
 
$
49,445,125
 

ETF - Exchange-Traded Fund
(a)
U.S. traded security of a foreign issuer.
(b)
Rate shown is the 7-day annualized yield as of November 30, 2015.

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

33


WBI Tactical BP Fund

SCHEDULE OF INVESTMENTS at November 30, 2015

Shares
 
COMMON STOCKS - 21.72%
 
Value
 
 
Broadcasting (except Internet) - 1.93%
   
 
13,009
 
Viacom, Inc. - Class B
 
$
647,718
 
               
     
Chemical Manufacturing - 0.96%
       
 
7,002
 
Yara International ASA - ADR
   
323,002
 
               
     
Credit Intermediation and
       
     
  Related Activities - 1.73%
       
 
29,408
 
Australia and New Zealand
       
     
  Banking Group Ltd. - ADR
   
579,631
 
               
     
Food and Beverage Stores - 3.25%
       
 
28,942
 
The Kroger Co.
   
1,089,956
 
               
     
General Merchandise Stores - 3.54%
       
 
7,339
 
Costco Wholesale Corp.
   
1,184,661
 
               
     
Insurance Carriers and
       
     
  Related Activities - 1.61%
       
 
13,670
 
First American Financial Corp.
   
539,145
 
               
     
Other Miscellaneous Manufacturing - 1.87%
       
 
8,556
 
Hasbro, Inc.
   
625,358
 
               
     
Real Estate - 2.88%
       
 
4,521
 
Equity LifeStyle Properties, Inc.
   
282,020
 
 
81,799
 
VEREIT, Inc.
   
681,386
 
           
963,406
 
     
Water Transportation - 3.95%
       
 
26,149
 
Carnival Corp. (a)
   
1,321,310
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $7,170,622)
   
7,274,187
 


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

34


WBI Tactical BP Fund

SCHEDULE OF INVESTMENTS at November 30, 2015, Continued

Shares
 
EXCHANGE-TRADED FUNDS - 39.21%
 
Value
 
 
33,391
 
Guggenheim BulletShares
   
     
  2020 High Yield Corporate Bond ETF
 
$
782,017
 
 
31,114
 
Guggenheim BulletShares
       
     
  2022 Corporate Bond ETF
   
641,260
 
 
8,630
 
iShares 3-7 Year Treasury Bond ETF
   
1,063,648
 
 
22,952
 
iShares Floating Rate Bond ETF
   
1,157,469
 
 
19,818
 
iShares iBoxx $High Yield
       
     
  Corporate Bond Fund
   
1,645,885
 
 
9,111
 
PIMCO Total Return Active ETF
   
963,488
 
 
77,341
 
PowerShares Financial Preferred Portfolio
   
1,445,503
 
 
140,678
 
PowerShares Preferred Portfolio
   
2,091,881
 
 
32,202
 
SPDR Barclays High Yield Bond ETF
   
1,138,663
 
 
26,177
 
Vanguard Intermediate-Term Bond ETF
   
2,203,842
 
     
TOTAL EXCHANGE-TRADED FUNDS
       
     
  (Cost $13,339,797)
   
13,133,656
 
               
     
SHORT-TERM INVESTMENTS - 39.79%
       
 
13,328,612
 
Invesco STIT-Treasury Portfolio -
       
     
  Institutional Class, 0.02% (b)
   
13,328,612
 
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $13,328,612)
   
13,328,612
 
     
TOTAL INVESTMENTS IN SECURITIES
       
     
  (Cost $33,839,031) - 100.72%
   
33,736,455
 
     
Liabilities in Excess of Other Assets - (0.72)%
   
(241,349
)
     
NET ASSETS - 100.00%
 
$
33,495,106
 

ADR - American Depositary Receipt
ETF - Exchange-Traded Fund
(a)
U.S. traded security of a foreign issuer.
(b)
Rate shown is the 7-day annualized yield as of November 30, 2015.
 

 

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

35


WBI Tactical DI Fund

SCHEDULE OF INVESTMENTS at November 30, 2015

Shares
 
COMMON STOCKS - 74.79%
 
Value
 
 
Accommodation - 4.56%
   
 
2,774
 
Vail Resorts, Inc.
 
$
334,544
 
               
     
Beverage and Tobacco
       
     
  Product Manufacturing - 4.36%
       
 
18,804
 
Carlsberg A/S - ADR
   
319,856
 
               
     
Broadcasting (except Internet) - 2.02%
       
 
2,977
 
Viacom, Inc. - Class B
   
148,225
 
               
     
Building Material and
       
     
  Garden Equipment - 1.78%
       
 
978
 
Home Depot, Inc.
   
130,935
 
               
     
Computer and Electronic
       
     
  Product Manufacturing - 0.96%
       
 
2,215
 
Tessera Technologies, Inc.
   
70,548
 
               
     
Credit Intermediation and
       
     
  Related Activities - 19.87%
       
 
14,134
 
Australia and New Zealand
       
     
  Banking Group Ltd. - ADR
   
278,581
 
 
5,470
 
East West Bancorp, Inc.
   
237,289
 
 
7,876
 
First Defiance Financial Corp.
   
327,091
 
 
3,144
 
Independent Bank Corp.
   
162,671
 
 
6,932
 
United Bankshares, Inc.
   
291,976
 
 
3,971
 
Webster Financial Corp.
   
159,674
 
           
1,457,282
 
     
Depository Credit Intermediation - 1.11%
       
 
2,657
 
LegacyTexas Financial Group, Inc.
   
81,065
 
               
     
Food and Beverage Stores - 4.59%
       
 
13,561
 
Delhaize Group - ADR
   
336,583
 
               
     
Health and Personal Care Stores - 3.18%
       
 
13,886
 
PetMed Express, Inc.
   
233,285
 
               
     
Insurance Carriers and
       
     
  Related Activities - 6.20%
       
 
2,440
 
FBL Financial Group, Inc.
   
166,701
 
 
7,312
 
First American Financial Corp.
   
288,385
 
           
455,086
 
     
Other Miscellaneous Manufacturing - 3.75%
       
 
3,760
 
Hasbro, Inc.
   
274,818
 


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

36


WBI Tactical DI Fund

SCHEDULE OF INVESTMENTS at November 30, 2015, Continued

Shares
     
Value
 
 
Paper Manufacturing - 1.49%
   
 
3,249
 
Nitto Denko Corp. - ADR(a)
 
$
109,654
 
     
Professional, Scientific, and
       
     
  Technical Services - 7.74%
       
 
6,566
 
Insperity, Inc.
   
283,389
 
 
6,091
 
Nielsen Holdings plc (b)
   
284,327
 
           
567,716
 
     
Real Estate - 8.16%
       
 
3,921
 
Equity LifeStyle Properties, Inc.
   
244,592
 
 
888
 
Essex Property Trust, Inc.
   
204,941
 
 
17,855
 
VEREIT, Inc.
   
148,732
 
           
598,265
 
     
Telecommunications - 0.96%
       
 
1,884
 
Nippon Telegraph and
       
     
  Telephone Corp. - ADR
   
70,217
 
     
Water Transportation - 4.06%
       
 
5,899
 
Carnival Corp. (b)
   
298,076
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $5,287,958)
   
5,486,155
 
               
     
EXCHANGE-TRADED FUNDS - 8.10%
       
 
7,058
 
Vanguard Intermediate-Term Bond ETF
   
594,213
 
     
TOTAL EXCHANGE-TRADED FUNDS
       
     
  (Cost $593,559)
   
594,213
 
 

 

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

37


WBI Tactical DI Fund

SCHEDULE OF INVESTMENTS at November 30, 2015, Continued

Shares
 
SHORT-TERM INVESTMENTS - 19.85%
 
Value
 
 
1,455,781
 
Invesco STIT-Treasury Portfolio -
   
     
  Institutional Class, 0.02% (c)
 
$
1,455,781
 
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $1,455,781)
   
1,455,781
 
     
TOTAL INVESTMENTS IN SECURITIES
       
     
  (Cost $7,337,298) - 102.74%
   
7,536,149
 
     
Liabilities in Excess of Other Assets - (2.74)%
   
(201,077
)
     
NET ASSETS - 100.00%
 
$
7,335,072
 

ADR - American Depositary Receipt
ETF - Exchange-Traded Fund
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign issuer.
(c)
Rate shown is the 7-day annualized yield as of November 30, 2015.

 
 

 

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

38


WBI Tactical DG Fund

SCHEDULE OF INVESTMENTS at November 30, 2015

Shares
 
COMMON STOCKS - 85.90%
 
Value
 
 
Administrative and Support Services - 3.77%
   
 
17,159
 
ManpowerGroup, Inc.
 
$
1,549,115
 
               
     
Broadcasting (except Internet) - 0.56%
       
 
4,609
 
Viacom, Inc. - Class B
   
229,482
 
               
     
Building Material and
       
     
  Garden Equipment - 3.99%
       
 
2,270
 
Home Depot, Inc.
   
303,907
 
 
17,458
 
Lowe’s Cos., Inc.
   
1,337,283
 
           
1,641,190
 
     
Chemical Manufacturing - 3.88%
       
 
18,512
 
AbbVie, Inc.
   
1,076,473
 
 
6,335
 
Eli Lilly & Co.
   
519,723
 
           
1,596,196
 
     
Computer and Electronic
       
     
  Product Manufacturing - 6.71%
       
 
50,154
 
Intel Corp.
   
1,743,855
 
 
6,261
 
Monolithic Power Systems, Inc.
   
427,814
 
 
18,463
 
Tessera Technologies, Inc.
   
588,046
 
           
2,759,715
 
     
Credit Intermediation and
       
     
  Related Activities - 2.59%
       
 
14,660
 
Bank Of The Ozarks, Inc.
   
795,745
 
 
21,083
 
Investors Bancorp, Inc.
   
270,284
 
           
1,066,029
 
     
Electrical Equipment Manufacturing - 1.17%
       
 
6,052
 
A.O. Smith Corp.
   
482,708
 
               
     
Food Manufacturing - 0.83%
       
 
2,827
 
JM Smucker Co.
   
342,604
 
               
     
Furniture and Related
       
     
  Product Manufacturing - 1.92%
       
 
16,937
 
Leggett & Platt, Inc.
   
789,264
 
               
     
Insurance Carriers and
       
     
  Related Activities - 9.30%
       
 
23,238
 
American Financial Group, Inc.
   
1,719,612
 
 
10,121
 
Aspen Insurance Holdings, Ltd. (b)
   
511,313
 
 
14,158
 
UnitedHealth Group, Inc.
   
1,595,748
 
           
3,826,673
 


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

39


WBI Tactical DG Fund

SCHEDULE OF INVESTMENTS at November 30, 2015, Continued

Shares
     
Value
 
 
Management, Scientific, and
   
 
  Technical Consulting Services - 1.06%
   
 
11,908
 
Korn/Ferry International
 
$
438,214
 
               
     
Miscellaneous Manufacturing - 4.94%
       
 
6,562
 
Luxottica Group S.p.A. - ADR
   
435,651
 
 
16,533
 
Stryker Corp.
   
1,594,773
 
           
2,030,424
 
     
Paper Manufacturing - 4.10%
       
 
24,802
 
Packaging Corp. of America
   
1,686,288
 
               
     
Professional, Scientific, and
       
     
  Technical Services - 7.80%
       
 
10,529
 
Amgen, Inc.
   
1,696,222
 
 
6,243
 
Broadridge Financial Solutions, Inc.
   
343,240
 
 
12,866
 
Insperity, Inc.
   
555,297
 
 
7,717
 
Jack Henry & Associates, Inc.
   
612,575
 
           
3,207,334
 
     
Publishing Industries (except Internet) - 6.81%
       
 
26,528
 
MSCI, Inc.
   
1,860,143
 
 
16,062
 
Nexstar Broadcasting Group, Inc. - Class A
   
941,073
 
           
2,801,216
 
     
Real Estate - 7.11%
       
 
20,830
 
Equity LifeStyle Properties, Inc.
   
1,299,376
 
 
7,047
 
Essex Property Trust, Inc.
   
1,626,377
 
           
2,925,753
 
     
Securities, Commodity Contracts,
       
     
  and Other Financial Investments
       
     
  and Related Activities - 7.25%
       
 
12,604
 
CME Group, Inc.
   
1,230,780
 
 
80,493
 
WisdomTree Investments, Inc.
   
1,750,723
 
           
2,981,503
 
     
Support Activities for Transportation - 1.06%
       
 
6,499
 
CH Robinson Worldwide, Inc.
   
438,228
 
               
     
Telecommunications - 3.42%
       
 
11,879
 
j2 Global, Inc.
   
955,903
 
 
36,578
 
KDDI Corp. - ADR
   
452,836
 
           
1,408,739
 


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

40


WBI Tactical DG Fund

SCHEDULE OF INVESTMENTS at November 30, 2015, Continued

Shares
     
Value
 
 
Utilities - 2.71%
   
 
32,126
 
UGI Corp.
 
$
1,113,808
 
               
     
Waste Management and
       
     
  Remediation Services - 1.44%
       
 
11,028
 
Waste Management, Inc.
   
592,976
 
               
     
Water Transportation - 3.48%
       
 
28,306
 
Carnival Corp. (b)
   
1,430,302
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $34,053,494)
   
35,337,761
 
               
     
EXCHANGE-TRADED FUNDS - 9.84%
       
 
21,070
 
iShares iBoxx $Investment
       
     
  Grade Corporate Bond ETF
   
2,442,224
 
 
31,524
 
SPDR Barclays International
       
     
  Treasury Bond ETF
   
1,608,670
 
     
TOTAL EXCHANGE-TRADED FUNDS
       
     
  (Cost $4,044,270)
   
4,050,894
 
               
     
SHORT-TERM INVESTMENTS - 4.02%
       
 
1,652,914
 
Invesco STIT-Treasury Portfolio -
       
     
  Institutional Class, 0.02% (c)
   
1,652,914
 
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $1,652,914)
   
1,652,914
 
     
TOTAL INVESTMENTS IN SECURITIES
       
     
  (Cost $39,750,678) - 99.76%
   
41,041,569
 
     
Other Assets in Excess of Liabilities - 0.24%
   
97,314
 
     
NET ASSETS - 100.00%
 
$
41,138,883
 

ADR - American Depositary Receipt
ETF - Exchange-Traded Fund
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign issuer.
(c)
Rate shown is the 7-day annualized yield as of November 30, 2015.


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

41


WBI Funds

STATEMENTS OF ASSETS AND LIABILITIES at November 30, 2015

   
WBI Tactical
   
WBI Tactical
 
   
BA Fund
   
BP Fund
 
ASSETS
       
Investments in securities, at value
       
  (identified cost $48,274,938
       
  and $33,839,031, respectively)
 
$
48,516,917
   
$
33,736,455
 
Cash
   
1
     
86
 
Receivables
               
Investment securities sold
   
1,699,061
     
 
Fund shares sold
   
13,703
     
40,000
 
Dividends and interest
   
51,138
     
12,785
 
Prepaid expenses
   
5,148
     
9,372
 
Total assets
   
50,285,968
     
33,798,698
 
LIABILITIES
               
Payables
               
Investment securities purchased
   
379,676
     
 
Fund shares redeemed
   
264,378
     
199,991
 
Shareholder servicing fees
   
62,948
     
24,212
 
Advisory fees
   
41,544
     
23,478
 
Administration and fund accounting fees
   
30,026
     
16,440
 
Audit fees
   
20,700
     
20,700
 
12b-1 fees
   
14,390
     
2,241
 
Transfer agent fees and expenses
   
13,289
     
7,495
 
Shareholder reporting
   
4,501
     
2,101
 
Custody fees
   
3,635
     
1,476
 
Chief Compliance Officer fee
   
3,000
     
3,000
 
Legal fees
   
2,265
     
1,901
 
Trustee Fees
   
272
     
 
Accrued expenses
   
219
     
557
 
Total liabilities
   
840,843
     
303,592
 
NET ASSETS
 
$
49,445,125
   
$
33,495,106
 
 

 

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

42


WBI Funds

STATEMENTS OF ASSETS AND LIABILITIES at November 30, 2015, Continued

   
WBI Tactical
   
WBI Tactical
 
   
BA Fund
   
BP Fund
 
CALCULATION OF NET ASSET
       
  VALUE PER SHARE
       
No Load Shares
       
Net assets applicable to shares outstanding
 
$
24,408,511
   
$
6,757,729
 
Shares issued and outstanding [unlimited number
               
  of shares (par value $0.01) authorized]
   
2,437,370
     
680,480
 
Net asset value, offering and
               
  redemption price per share
 
$
10.01
   
$
9.93
 
Institutional Shares
               
Net assets applicable to shares outstanding
 
$
25,036,614
   
$
26,737,377
 
Shares issued and outstanding [unlimited number
               
  of shares (par value $0.01) authorized]
   
2,485,760
     
2,688,268
 
Net asset value, offering and
               
  redemption price per share
 
$
10.07
   
$
9.95
 
COMPONENTS OF NET ASSETS
               
Paid-in capital
 
$
53,389,482
   
$
35,356,141
 
Undistributed net investment income/(loss)
   
     
28,829
 
Accumulated net realized loss from
               
  investments and options
   
(4,186,336
)
   
(1,787,288
)
Net unrealized appreciation/(depreciation)
               
  on investments
   
241,979
     
(102,576
)
Net assets
 
$
49,445,125
   
$
33,495,106
 



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

43


WBI Funds

STATEMENTS OF ASSETS AND LIABILITIES at November 30, 2015, Continued

   
WBI Tactical
   
WBI Tactical
 
   
DI Fund
   
DG Fund
 
ASSETS
       
Investments in securities, at value
       
  (identified cost $7,337,298
       
  and $39,750,678, respectively)
 
$
7,536,149
   
$
41,041,569
 
Cash
   
     
1
 
Receivables
               
Investment securities sold
   
     
547,252
 
Fund shares sold
   
     
5,380
 
Dividends and interest
   
5,119
     
46,958
 
Dividend tax reclaim
   
597
     
1,664
 
Prepaid expenses
   
13,750
     
10,052
 
Total assets
   
7,555,615
     
41,652,876
 
LIABILITIES
               
Payables
               
Fund shares redeemed
   
176,769
     
352,737
 
Audit fees
   
20,700
     
20,700
 
Administration and fund accounting fees
   
5,389
     
21,076
 
Shareholder servicing fees
   
3,967
     
44,961
 
Chief Compliance Officer fee
   
3,000
     
3,000
 
Advisory fees
   
2,472
     
37,103
 
Transfer agent fees and expenses
   
2,428
     
10,721
 
Legal fees
   
2,023
     
2,401
 
Custody fees
   
1,438
     
3,980
 
Shareholder reporting
   
915
     
3,502
 
12b-1 fees
   
723
     
13,261
 
Trustee fees
   
263
     
 
Accrued expenses
   
456
     
551
 
Total liabilities
   
220,543
     
513,993
 
NET ASSETS
 
$
7,335,072
   
$
41,138,883
 



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

44


WBI Funds

STATEMENTS OF ASSETS AND LIABILITIES at November 30, 2015, Continued

   
WBI Tactical
   
WBI Tactical
 
   
DI Fund
   
DG Fund
 
CALCULATION OF NET ASSET
       
  VALUE PER SHARE
       
No Load Shares
       
Net assets applicable to shares outstanding
 
$
1,701,558
   
$
18,878,815
 
Shares issued and outstanding [unlimited number
               
  of shares (par value $0.01) authorized]
   
178,389
     
1,754,739
 
Net asset value, offering and
               
  redemption price per share
 
$
9.54
   
$
10.76
 
Institutional Shares
               
Net assets applicable to shares outstanding
 
$
5,633,514
   
$
22,260,068
 
Shares issued and outstanding [unlimited number
               
  of shares (par value $0.01) authorized]
   
589,557
     
2,059,585
 
Net asset value, offering and
               
  redemption price per share
 
$
9.56
   
$
10.81
 
COMPONENTS OF NET ASSETS
               
Paid-in capital
 
$
8,534,063
   
$
44,467,433
 
Accumulated net realized loss on
               
  investments and options
   
(1,397,842
)
   
(4,619,441
)
Net unrealized appreciation on investments
   
198,851
     
1,290,891
 
Net assets
 
$
7,335,072
   
$
41,138,883
 



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

45


WBI Funds

STATEMENTS OF OPERATIONS For the year ended November 30, 2015

   
WBI Tactical
   
WBI Tactical
 
   
BA Fund
   
BP Fund
 
INVESTMENT INCOME
       
Income
       
Dividends (Net of foreign taxes withheld
       
  and issuance fees of $7,425 and $463,
       
  and $0 and $0, respectively)
 
$
953,018
   
$
790,578
 
Interest
   
343,152
     
36,230
 
Total investment income
   
1,296,170
     
826,808
 
Expenses
               
Advisory fees (Note 4)
   
658,362
     
311,609
 
Shareholder servicing fees -
               
  Institutional Shares (Note 6)
   
94,605
     
66,611
 
Shareholder servicing fees -
               
  No Load Shares (Note 6)
   
45,638
     
9,108
 
Administration and fund
               
  accounting fees (Note 4)
   
99,627
     
54,425
 
Distribution fees - No Load Shares (Note 5)
   
76,215
     
19,991
 
Transfer agent fees and expenses (Note 4)
   
50,424
     
27,344
 
Registration fees
   
34,305
     
29,536
 
Audit fees
   
20,700
     
20,700
 
Custody fees (Note 4)
   
11,265
     
6,061
 
Reports to shareholders
   
11,167
     
3,970
 
Trustee fees
   
10,393
     
9,188
 
Chief Compliance Officer fee (Note 4)
   
9,000
     
9,000
 
Legal fees
   
8,048
     
6,057
 
Other expenses
   
6,750
     
5,715
 
Insurance expense
   
2,906
     
2,047
 
Total expenses
   
1,139,405
     
581,362
 
Advisory fee waiver and expense
               
  recoupment/(reimbursement) (Note 4)
   
12,437
     
(39,866
)
Net expenses
   
1,151,842
     
541,496
 
Net investment income
 
$
144,328
   
$
285,312
 


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

46


WBI Funds

STATEMENTS OF OPERATIONS For the year ended November 30, 2015, Continued

   
WBI Tactical
   
WBI Tactical
 
   
BA Fund
   
BP Fund
 
REALIZED AND UNREALIZED GAIN/(LOSS)
       
  ON INVESTMENTS AND OPTIONS
       
Net realized loss on:
       
Investments
 
$
(4,077,543
)
 
$
(1,748,700
)
Purchased options
   
(93,774
)
   
(34,028
)
Written options
   
(1,350
)
   
(8,854
)
Capital gain distributions from regulated
               
  investment companies
   
11,960
     
10,989
 
Net change in unrealized appreciation
               
  on investments
   
(1,906,315
)
   
(800,968
)
Net realized and unrealized
               
  loss on investments and options
   
(6,067,022
)
   
(2,581,561
)
Net Decrease in Net Assets
               
  Resulting from Operations
 
$
(5,922,694
)
 
$
(2,296,249
)




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

47


WBI Funds

STATEMENTS OF OPERATIONS For the year ended November 30, 2015, Continued

   
WBI Tactical
   
WBI Tactical
 
   
DI Fund
   
DG Fund
 
INVESTMENT INCOME
       
Income
       
Dividends (Net of foreign taxes withheld
       
  and issuance fees of $3,261 and $853,
       
  and $5,993 and $1,696, respectively)
 
$
241,961
   
$
1,159,941
 
Interest
   
4,515
     
10,461
 
Total investment income
   
246,476
     
1,170,402
 
Expenses
               
Advisory fees (Note 4)
   
98,722
     
574,175
 
Administration and fund
               
  accounting fees (Note 4)
   
28,397
     
78,417
 
Registration fees
   
26,687
     
36,876
 
Shareholder servicing fees -
               
  Institutional Shares (Note 6)
   
21,982
     
81,897
 
Shareholder servicing fees -
               
  No Load Shares (Note 6)
   
     
43,079
 
Audit fees
   
20,700
     
20,700
 
Transfer agent fees and expenses (Note 4)
   
14,431
     
42,187
 
Trustee fees
   
9,462
     
10,334
 
Chief Compliance Officer fee (Note 4)
   
9,000
     
8,999
 
Legal fees
   
5,992
     
8,202
 
Distribution fees - No Load Shares (Note 5)
   
4,931
     
64,224
 
Other expenses
   
4,551
     
15,679
 
Custody fees (Note 4)
   
3,766
     
12,462
 
Insurance expense
   
1,802
     
3,009
 
Total expenses
   
250,423
     
1,000,240
 
Less: advisory fee waiver and
               
  expense reimbursement (Note 4)
   
(84,132
)
   
1,360
 
Net expenses
   
166,291
     
1,001,600
 
Net investment income
 
$
80,185
   
$
168,802
 


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

48


WBI Funds

STATEMENTS OF OPERATIONS For the year ended November 30, 2015, Continued

   
WBI Tactical
   
WBI Tactical
 
   
DI Fund
   
DG Fund
 
REALIZED AND UNREALIZED GAIN/(LOSS)
       
  ON INVESTMENTS AND OPTIONS
       
Net realized gain/(loss) on:
       
Investments
 
$
(1,395,611
)
 
$
(4,516,449
)
Purchased options
   
(10,788
)
   
(194,753
)
Written options
   
8,557
     
72,210
 
Net change in unrealized
               
  appreciation on investments
   
9,566
     
(2,332,101
)
Net realized and unrealized
               
  loss on investments and options
   
(1,388,276
)
   
(6,971,093
)
Net Decrease in Net Assets
               
  Resulting from Operations
 
$
(1,308,091
)
 
$
(6,802,291
)




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

49


WBI Tactical BA Fund

STATEMENTS OF CHANGES IN NET ASSETS

   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
INCREASE/(DECREASE) IN
       
  NET ASSETS FROM:
       
OPERATIONS
       
Net investment income
 
$
144,328
   
$
284,004
 
Net realized gain/(loss) on:
               
Investments
   
(4,077,543
)
   
4,398,920
 
Purchased options
   
(93,774
)
   
(3,728
)
Written options
   
(1,350
)
   
68,227
 
Capital gain distributions from
               
  regulated investment companies
   
11,960
     
 
Net change in unrealized appreciation
               
  on investments
   
(1,906,315
)
   
831,794
 
Net increase/(decrease) in net assets
               
  resulting from operations
   
(5,922,694
)
   
5,579,217
 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
               
No Load Shares
   
(58,684
)
   
(163,977
)
Institutional Shares
   
(132,261
)
   
(335,669
)
From net realized gain on investments
               
No Load Shares
   
(1,398,880
)
   
 
Institutional Shares
   
(2,105,939
)
   
 
Total distributions to shareholders
   
(3,695,764
)
   
(499,646
)
CAPITAL SHARE TRANSACTIONS
               
Net increase/(decrease) in net assets derived
               
  from net change in outstanding shares (a)
   
(22,413,537
)
   
5,932,341
 
Total increase/(decrease) in net assets
   
(32,031,995
)
   
11,011,912
 
NET ASSETS
               
Beginning of year
   
81,477,120
     
70,465,208
 
End of year
 
$
49,445,125
   
$
81,477,120
 


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

50


WBI Tactical BA Fund

STATEMENTS OF CHANGES IN NET ASSETS, Continued

(a) A summary of share transactions is as follows:
 
   
No Load Shares
   
No Load Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
928,245
   
$
9,917,095
     
951,832
   
$
10,587,208
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
135,726
     
1,457,376
     
13,962
     
153,433
 
Shares redeemed*
   
(1,409,201
)
   
(14,714,833
)
   
(969,147
)
   
(10,606,232
)
Net increase/(decrease)
   
(345,230
)
 
$
(3,340,362
)
   
(3,353
)
 
$
134,409
 
* Net of redemption fees of
         
$
3,373
           
$
322
 
                                 
   
Institutional Shares
   
Institutional Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
1,896,508
   
$
20,182,468
     
2,126,536
   
$
23,803,116
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
206,235
     
2,219,284
     
26,681
     
294,371
 
Shares redeemed*
   
(3,975,974
)
   
(41,474,927
)
   
(1,678,094
)
   
(18,299,555
)
Net increase/(decrease)
   
(1,873,231
)
 
$
(19,073,175
)
   
475,123
   
$
5,797,932
 
* Net of redemption fees of
         
$
91,938
           
$
7,208
 

 

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

51


WBI Tactical BP Fund

STATEMENTS OF CHANGES IN NET ASSETS

   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
INCREASE/(DECREASE) IN
       
  NET ASSETS FROM:
       
OPERATIONS
       
Net investment income
 
$
285,312
   
$
129,052
 
Net realized gain/(loss) on:
               
Investments
   
(1,748,700
)
   
574,375
 
Purchased options
   
(34,028
)
   
(6,968
)
Written options
   
(8,854
)
   
2,380
 
Capital gain distributions from regulated
               
  investment companies
   
10,989
     
 
Net change in unrealized appreciation
               
  on investments
   
(800,968
)
   
573,104
 
Net increase/(decrease) in net assets
               
  resulting from operations
   
(2,296,249
)
   
1,271,943
 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
               
No Load Shares
   
(54,416
)
   
(23,455
)
Institutional Shares
   
(208,749
)
   
(122,501
)
From net realized gain on investments
               
No Load Shares
   
(118,480
)
   
 
Institutional Shares
   
(362,293
)
   
 
Total distributions to shareholders
   
(743,938
)
   
(145,956
)
CAPITAL SHARE TRANSACTIONS
               
Net increase in net assets derived from
               
  net change in outstanding shares (a)
   
9,242,391
     
19,725,769
 
Total increase in net assets
   
6,202,204
     
20,851,756
 
NET ASSETS
               
Beginning of year
   
27,292,902
     
6,441,146
 
End of year
 
$
33,495,106
   
$
27,292,902
 
Undistributed net investment
               
  income at end of year
 
$
28,829
   
$
 


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

52


WBI Tactical BP Fund

STATEMENTS OF CHANGES IN NET ASSETS, Continued

(a) A summary of share transactions is as follows:
 
   
No Load Shares
   
No Load Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
532,306
   
$
5,541,618
     
504,488
   
$
5,357,955
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
16,461
     
172,896
     
1,997
     
20,837
 
Shares redeemed*
   
(488,456
)
   
(5,030,214
)
   
(17,518
)
   
(181,011
)
Net increase
   
60,311
   
$
684,300
     
488,967
   
$
5,197,781
 
* Net of redemption fees of
         
$
404
           
$
29
 
                                 
   
Institutional Shares
   
Institutional Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
2,016,735
   
$
21,159,817
     
1,504,723
   
$
15,876,912
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
54,459
     
571,042
     
11,480
     
119,723
 
Shares redeemed*
   
(1,271,374
)
   
(13,172,768
)
   
(140,766
)
   
(1,468,647
)
Net increase
   
799,820
   
$
8,558,091
     
1,375,437
   
$
14,527,988
 
* Net of redemption fees of
         
$
9,548
           
$
4,139
 



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

53


WBI Tactical DI Fund

STATEMENTS OF CHANGES IN NET ASSETS

   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
INCREASE/(DECREASE) IN
       
  NET ASSETS FROM:
       
OPERATIONS
       
Net investment income
 
$
80,185
   
$
32,316
 
Net realized gain/(loss) on:
               
Investments
   
(1,395,611
)
   
182,176
 
Purchased options
   
(10,788
)
   
30,713
 
Written options
   
8,557
     
38,121
 
Net change in unrealized appreciation
               
  on investments
   
9,566
     
(35,232
)
Net increase/(decrease) in net assets
               
  resulting from operations
   
(1,308,091
)
   
248,094
 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
               
No Load Shares
   
(14,753
)
   
(6,247
)
Institutional Shares
   
(66,723
)
   
(35,525
)
From net realized gain on investments
               
No Load Shares
   
(21,887
)
   
 
Institutional Shares
   
(184,253
)
   
 
Total distributions to shareholders
   
(287,616
)
   
(41,772
)
CAPITAL SHARE TRANSACTIONS
               
Net increase/(decrease) in net assets derived
               
  from net change in outstanding shares (a)
   
(9,954,267
)
   
13,827,700
 
Total increase/(decrease) in net assets
   
(11,549,974
)
   
14,034,022
 
NET ASSETS
               
Beginning of year
   
18,885,046
     
4,851,024
 
End of year
 
$
7,335,072
   
$
18,885,046
 


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

54


WBI Tactical DI Fund

STATEMENTS OF CHANGES IN NET ASSETS, Continued

(a) A summary of share transactions is as follows:
 
   
No Load Shares
   
No Load Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
105,649
   
$
1,070,580
     
151,783
   
$
1,632,825
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
3,498
     
36,639
     
338
     
3,701
 
Shares redeemed*
   
(107,373
)
   
(1,064,181
)
   
(37,356
)
   
(404,695
)
Net increase
   
1,774
   
$
43,038
     
114,765
   
$
1,231,831
 
* Net of redemption fees of
         
$
618
           
$
963
 
                                 
   
Institutional Shares
   
Institutional Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
375,953
   
$
3,847,221
     
1,341,897
   
$
14,586,225
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
23,575
     
250,961
     
3,164
     
34,481
 
Shares redeemed*
   
(1,363,441
)
   
(14,095,487
)
   
(186,899
)
   
(2,024,837
)
Net increase/(decrease)
   
(963,913
)
 
$
(9,997,305
)
   
1,158,162
   
$
12,595,869
 
* Net of redemption fees of
         
$
5,885
           
$
2,499
 



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

55


WBI Tactical DG Fund

STATEMENTS OF CHANGES IN NET ASSETS

   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
INCREASE/(DECREASE) IN
       
  NET ASSETS FROM:
       
OPERATIONS
       
Net investment income
 
$
168,802
   
$
273,874
 
Net realized gain/(loss) on:
               
Investments
   
(4,516,449
)
   
4,725,066
 
Purchased options
   
(194,753
)
   
28,133
 
Written options
   
72,210
     
296,579
 
Net change in unrealized appreciation
               
  on investments
   
(2,332,101
)
   
(1,713,584
)
Net increase/(decrease) in net assets
               
  resulting from operations
   
(6,802,291
)
   
3,610,068
 
DISTRIBUTIONS TO SHAREHOLDERS
               
From net investment income
               
No Load Shares
   
(39,538
)
   
(62,300
)
Institutional Shares
   
(96,591
)
   
(259,215
)
From return of capital
               
No Load Shares
   
(19,076
)
   
 
Institutional Shares
   
(42,069
)
   
 
From net realized gain on investments
               
No Load Shares
   
(1,812,149
)
   
(1,354,365
)
Institutional Shares
   
(3,233,017
)
   
(2,441,481
)
Total distributions to shareholders
   
(5,242,440
)
   
(4,117,361
)
CAPITAL SHARE TRANSACTIONS
               
Net increase/(decrease) in net assets derived
               
  from net change in outstanding shares (a)
   
(37,882,892
)
   
16,386,461
 
Total increase/(decrease) in net assets
   
(49,927,623
)
   
15,879,168
 
NET ASSETS
               
Beginning of year
   
91,066,506
     
75,187,338
 
End of year
 
$
41,138,883
   
$
91,066,506
 



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

56


WBI Tactical DG Fund

STATEMENTS OF CHANGES IN NET ASSETS, Continued

(a) A summary of share transactions is as follows:
 
   
No Load Shares
   
No Load Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
562,140
   
$
6,394,037
     
848,101
   
$
10,565,724
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
159,716
     
1,870,629
     
105,998
     
1,322,658
 
Shares redeemed*
   
(1,521,493
)
   
(17,121,948
)
   
(502,238
)
   
(6,276,236
)
Net increase/(decrease)
   
(799,637
)
 
$
(8,857,282
)
   
451,861
   
$
5,612,146
 
* Net of redemption fees of
         
$
291
           
$
645
 
                                 
   
Institutional Shares
   
Institutional Shares
 
   
Year Ended
   
Year Ended
 
   
November 30, 2015
   
November 30, 2014
 
   
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
Shares sold
   
701,989
   
$
8,129,642
     
2,351,676
   
$
29,530,945
 
Shares issued on
                               
  reinvestments of
                               
  distributions
   
286,057
     
3,360,027
     
184,902
     
2,313,995
 
Shares redeemed*
   
(3,535,899
)
   
(40,515,279
)
   
(1,674,024
)
   
(21,070,625
)
Net increase/(decrease)
   
(2,547,853
)
 
$
(29,025,610
)
   
862,554
   
$
10,774,315
 
* Net of redemption fees of
         
$
3,462
           
$
3,996
 

 

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

57


WBI Tactical BA Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
No Load Shares
 
                   
December 29,
 
                   
2010* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
   
2012
   
2011
 
Net asset value,
                   
  beginning of period
 
$
11.39
   
$
10.55
   
$
10.65
   
$
9.83
   
$
10.00
 
Income from
                                       
  investment operations:
                                       
Net investment income^
   
0.01
     
0.03
     
0.05
     
0.08
     
0.08
 
Net realized and unrealized
                                       
  gain/(loss) on investments
   
(0.89
)
   
0.87
     
(0.02
)
   
0.83
     
(0.25
)
Total from investment operations
   
(0.88
)
   
0.90
     
0.03
     
0.91
     
(0.17
)
Less distributions:
                                       
From net investment income
   
(0.02
)
   
(0.06
)
   
(0.05
)
   
(0.09
)
   
 
From net realized
                                       
  gain on investments
   
(0.48
)
   
     
(0.08
)
   
     
 
Total distributions
   
(0.50
)
   
(0.06
)
   
(0.13
)
   
(0.09
)
   
 
Redemption fees retained^#
   
0.00
     
0.00
     
0.00
     
0.00
     
0.00
 
Net asset value, end of period
 
$
10.01
   
$
11.39
   
$
10.55
   
$
10.65
   
$
9.83
 
                                         
Total return
   
-8.03
%
   
8.58
%
   
0.32
%
   
9.34
%
   
-1.70
%‡
                                         
Ratios/supplemental data:
                                       
Net assets, end of period (thousands)
 
$
24,409
   
$
31,683
   
$
29,383
   
$
20,826
   
$
5,010
 
Ratio of expenses to
                                       
  average net assets (a):
                                       
Before expense
                                       
  reimbursement/recoupment
   
1.67
%
   
2.06
%
   
1.93
%
   
2.21
%
   
6.66
%†
After expense
                                       
  reimbursement/recoupment
   
1.68
%**
   
2.00
%
   
2.00
%
   
2.00
%
   
2.00
%†
Ratio of net investment income/(loss)
                                       
  to average net assets (b):
                                       
Before expense
                                       
  reimbursement/recoupment
   
0.10
%
   
0.19
%
   
0.59
%
   
0.51
%
   
(3.77
)%†
After expense
                                       
  reimbursement/recoupment
   
0.09
%
   
0.25
%
   
0.52
%
   
0.72
%
   
0.89
%†
Portfolio turnover rate
   
331.35
%
   
176.43
%
   
247.36
%
   
202.76
%
   
225.23
%‡

*
Commencement of operations.
**
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.75%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

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

58


WBI Tactical BA Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
Institutional Shares
 
                   
December 29,
 
                   
2010* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
   
2012
   
2011
 
Net asset value,
                   
  beginning of period
 
$
11.42
   
$
10.58
   
$
10.68
   
$
9.85
   
$
10.00
 
Income from
                                       
  investment operations:
                                       
Net investment income^
   
0.03
     
0.06
     
0.08
     
0.10
     
0.10
 
Net realized and unrealized
                                       
  gain/(loss) on investments
   
(0.89
)
   
0.88
     
(0.03
)
   
0.84
     
(0.25
)
Total from investment operations
   
(0.86
)
   
0.94
     
0.05
     
0.94
     
(0.15
)
Less distributions:
                                       
From net investment income
   
(0.03
)
   
(0.10
)
   
(0.07
)
   
(0.11
)
   
 
From net realized
                                       
   gain on investments
   
(0.48
)
   
     
(0.08
)
   
     
 
Total distributions
   
(0.51
)
   
(0.10
)
   
(0.15
)
   
(0.11
)
   
 
Redemption fees retained^
   
0.02
     
0.00#
     
0.00#
     
0.00#
     
0.00#
 
Net asset value, end of period
 
$
10.07
   
$
11.42
   
$
10.58
   
$
10.68
   
$
9.85
 
                                         
Total return
   
-7.61
%
   
8.89
%
   
0.51
%
   
9.65
%
   
-1.50
%‡
                                         
Ratios/supplemental data:
                                       
Net assets, end of period (thousands)
 
$
25,037
   
$
49,794
   
$
41,083
   
$
33,602
   
$
6,174
 
Ratio of expenses to
                                       
  average net assets (a):
                                       
Before expense
                                       
  reimbursement/recoupment
   
1.50
%
   
1.74
%
   
1.66
%
   
1.94
%
   
5.80
%†
After expense
                                       
  reimbursement/recoupment
   
1.51
%***
   
1.68
%**
   
1.73
%
   
1.75
%
   
1.75
%†
Ratio of net investment income/(loss)
                                       
  to average net assets (b):
                                       
Before expense
                                       
  reimbursement/recoupment
   
0.29
%
   
0.48
%
   
0.84
%
   
0.76
%
   
(2.97
)%†
After expense
                                       
  reimbursement/recoupment
   
0.28
%
   
0.54
%
   
0.77
%
   
0.95
%
   
1.08
%†
Portfolio turnover rate
   
331.35
%
   
176.43
%
   
247.36
%
   
202.76
%
   
225.23
%‡

*
Commencement of operations.
**
Effective July 1, 2014, the advisor contractually agreed to lower the net annual operating expense limit to 1.60%.
***
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.50%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

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

59


WBI Tactical BP Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
No Load Shares
 
           
June 17,
 
           
2013* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
 
Net asset value, beginning of period
 
$
10.87
   
$
10.00
   
$
10.00
 
Income from investment operations:
                       
Net investment income^
   
0.08
     
0.06
     
0.04
 
Net realized and unrealized
                       
  gain/(loss) on investments
   
(0.77
)
   
0.94
     
(0.03
)
Total from investment operations
   
(0.69
)
   
1.00
     
0.01
 
Less distributions:
                       
From net investment income
   
(0.07
)
   
(0.13
)
   
(0.01
)
From net realized gain on investments
   
(0.18
)
   
     
 
Total distributions
   
(0.25
)
   
(0.13
)
   
(0.01
)
Redemption fees retained^
   
0.00#
     
0.00#
     
 
Net asset value, end of period
 
$
9.93
   
$
10.87
   
$
10.00
 
                         
Total return
   
-6.47
%
   
10.05
%
   
0.08
%‡
                         
Ratios/supplemental data:
                       
Net assets, end of period (thousands)
 
$
6,758
   
$
6,742
   
$
1,312
 
Ratio of expenses to average net assets (a):
                       
Before expense reimbursement
   
1.76
%
   
3.31
%
   
16.32
%†
After expense reimbursement
   
1.64
%**
   
1.97
%
   
2.00
%†
Ratio of net investment income/(loss)
                       
  to average net assets (b):
                       
Before expense reimbursement
   
0.62
%
   
(0.75
)%
   
(13.36
)%†
After expense reimbursement
   
0.74
%
   
0.59
%
   
0.96
%†
Portfolio turnover rate
   
381.27
%
   
200.20
%
   
86.29
%‡

*
Commencement of operations.
**
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.75%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.


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

60


WBI Tactical BP Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
Institutional Shares
 
           
June 17,
 
           
2013* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
 
Net asset value, beginning of period
 
$
10.88
   
$
10.00
   
$
10.00
 
Income from investment operations:
                       
Net investment income^
   
0.09
     
0.11
     
0.07
 
Net realized and unrealized
                       
  gain/(loss) on investments
   
(0.76
)
   
0.92
     
(0.06
)
Total from investment operations
   
(0.67
)
   
1.03
     
0.01
 
Less distributions:
                       
From net investment income
   
(0.08
)
   
(0.15
)
   
(0.01
)
From net realized gain on investments
   
(0.18
)
   
     
 
Total distributions
   
(0.26
)
   
(0.15
)
   
(0.01
)
Redemption fees retained^#
   
0.00
     
0.00
     
0.00
 
Net asset value, end of period
 
$
9.95
   
$
10.88
   
$
10.00
 
                         
Total return
   
-6.28
%
   
10.39
%
   
0.13
%‡
                         
Ratios/supplemental data:
                       
Net assets, end of period (thousands)
 
$
26,737
   
$
20,551
   
$
5,129
 
Ratio of expenses to average net assets (a):
                       
Before expense reimbursement
   
1.64
%
   
3.10
%
   
9.12
%†
After expense reimbursement
   
1.53
%***
   
1.65
%**
   
1.75
%†
Ratio of net investment income/(loss)
                       
  to average net assets (b):
                       
Before expense reimbursement
   
0.73
%
   
(0.39
)%
   
(5.76
)%†
After expense reimbursement
   
0.84
%
   
1.06
%
   
1.61
%†
Portfolio turnover rate
   
381.27
%
   
200.20
%
   
86.29
%‡

*
Commencement of operations.
**
Effective July 1, 2014, the advisor contractually agreed to lower the net annual operating expense limit to 1.60%.
***
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.50%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.


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

61


WBI Tactical DI Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
No Load Shares
 
           
June 17,
 
           
2013* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
 
Net asset value, beginning of period
 
$
10.90
   
$
10.61
   
$
10.00
 
Income from investment operations:
                       
Net investment income^
   
0.07
     
0.01
     
 
Net realized and unrealized
                       
  gain/(loss) on investments
   
(1.24
)
   
0.33
     
0.61
 
Total from investment operations
   
(1.17
)
   
0.34
     
0.61
 
Less distributions:
                       
From net investment income
   
(0.07
)
   
(0.06
)
   
 
From net realized gain on investments
   
(0.12
)
   
     
 
Return of capital
   
     
     
(0.00
)#
Total distributions
   
(0.19
)
   
(0.06
)
   
(0.00
)#
Redemption fees retained^
   
0.00#
     
0.01
     
 
Net asset value, end of period
 
$
9.54
   
$
10.90
   
$
10.61
 
                         
Total return
   
-10.85
%
   
3.27
%
   
6.14
%‡
                         
Ratios/supplemental data:
                       
Net assets, end of period (thousands)
 
$
1,702
   
$
1,926
   
$
656
 
Ratio of expenses to average net assets (a):
                       
Before expense reimbursement
   
2.24
%
   
4.33
%
   
17.07
%†
After expense reimbursement
   
1.53
%**
   
1.97
%
   
2.00
%†
Ratio of net investment income/(loss)
                       
  to average net assets (b):
                       
Before expense reimbursement
   
(0.06
)%
   
(2.24
)%
   
(15.07
)%†
After expense reimbursement
   
0.65
%
   
0.12
%
   
0.00
%†
Portfolio turnover rate
   
398.80
%
   
223.18
%
   
49.43
%‡

*
Commencement of operations.
**
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.75%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.


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

62


WBI Tactical DI Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
Institutional Shares
 
           
June 17,
 
           
2013* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
 
Net asset value, beginning of period
 
$
10.92
   
$
10.61
   
$
10.00
 
Income from investment operations:
                       
Net investment income^
   
0.08
     
0.04
     
0.00#
 
Net realized and unrealized
                       
  gain/(loss) on investments
   
(1.26
)
   
0.34
     
0.62
 
Total from investment operations
   
(1.18
)
   
0.38
     
0.62
 
Less distributions:
                       
From net investment income
   
(0.07
)
   
(0.07
)
   
 
From net realized gain on investments
   
(0.12
)
   
     
 
Return of capital
   
     
     
(0.01
)
Total distributions
   
(0.19
)
   
(0.07
)
   
(0.01
)
Redemption fees retained^
   
0.01
     
0.00#
     
0.00#
 
Net asset value, end of period
 
$
9.56
   
$
10.92
   
$
10.61
 
                         
Total return
   
-10.86
%
   
3.55
%
   
6.19
%‡
                         
Ratios/supplemental data:
                       
Net assets, end of period (thousands)
 
$
5,634
   
$
16,959
   
$
4,195
 
Ratio of expenses to average net assets (a):
                       
Before expense reimbursement
   
2.35
%
   
3.89
%
   
13.46
%†
After expense reimbursement
   
1.55
%***
   
1.66
%**
   
1.75
%†
Ratio of net investment income/(loss)
                       
  to average net assets (b):
                       
Before expense reimbursement
   
(0.03
)%
   
(1.83
)%
   
(11.69
)%†
After expense reimbursement
   
0.77
%
   
0.40
%
   
0.02
%†
Portfolio turnover rate
   
398.80
%
   
223.18
%
   
49.43
%‡

*
Commencement of operations.
**
Effective July 1, 2014, the advisor contractually agreed to lower the net annual operating expense limit to 1.60%.
***
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.50%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.


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

63


WBI Tactical DG Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
No Load Shares
 
                   
December 29,
 
                   
2010* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
   
2012
   
2011
 
Net asset value,
                   
  beginning of period
 
$
12.69
   
$
12.83
   
$
10.86
   
$
9.50
   
$
10.00
 
Income from
                                       
  investment operations:
                                       
Net investment income^
   
0.02
     
0.01
     
0.04
     
0.06
     
0.03
 
Net realized and unrealized
                                       
  gain/(loss) on investments
   
(1.21
)
   
0.51
     
2.01
     
1.37
     
(0.55
)
Total from investment operations
   
(1.19
)
   
0.52
     
2.05
     
1.43
     
(0.52
)
Less distributions:
                                       
From net investment income
   
(0.02
)
   
(0.03
)
   
(0.08
)
   
(0.07
)
   
 
From return of capital
   
(0.01
)
   
     
     
     
 
From net realized
                                       
   gain on investments
   
(0.71
)
   
(0.63
)
   
     
     
 
Total distributions
   
(0.74
)
   
(0.66
)
   
(0.08
)
   
(0.07
)
   
 
Redemption fees retained^
   
0.00#
     
0.00#
     
0.00#
     
0.00#
     
0.02
 
Net asset value, end of period
 
$
10.76
   
$
12.69
   
$
12.83
   
$
10.86
   
$
9.50
 
                                         
Total return
   
-9.85
%
   
4.12
%
   
18.96
%
   
15.16
%
   
-5.00
%‡
                                         
Ratios/supplemental data:
                                       
Net assets, end of period (thousands)
 
$
18,879
   
$
32,402
   
$
26,985
   
$
12,866
   
$
4,815
 
Ratio of expenses to
                                       
   average net assets (a):
                                       
Before fee waivers and
                                       
  expense reimbursement
   
1.70
%
   
2.03
%
   
2.07
%
   
2.31
%
   
4.56
%†
After fee waivers and
                                       
  expense reimbursement
   
1.70
%**
   
2.00
%
   
2.00
%
   
2.00
%
   
2.00
%†
Ratio of net investment income/(loss)
                                       
  to average net assets (b):
                                       
Before fee waivers and
                                       
  expense reimbursement
   
0.16
%
   
0.08
%
   
0.29
%
   
0.23
%
   
(2.20
)%†
After fee waivers and
                                       
  expense reimbursement
   
0.16
%
   
0.11
%
   
0.36
%
   
0.54
%
   
0.36
%†
Portfolio turnover rate
   
384.28
%
   
266.42
%
   
219.78
%
   
261.95
%
   
301.31
%‡

*
Commencement of operations.
**
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.75%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

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

64


WBI Tactical DG Fund

FINANCIAL HIGHLIGHTS – For a share outstanding throughout each period

   
Institutional Shares
 
                   
December 29,
 
                   
2010* to
 
   
Year Ended November 30,
   
November 30,
 
   
2015
   
2014
   
2013
   
2012
   
2011
 
Net asset value,
                   
  beginning of period
 
$
12.73
   
$
12.87
   
$
10.89
   
$
9.50
   
$
10.00
 
Income from
                                       
  investment operations:
                                       
Net investment income^
   
0.04
     
0.06
     
0.07
     
0.10
     
0.05
 
Net realized and unrealized
                                       
  gain/(loss) on investments
   
(1.21
)
   
0.49
     
2.01
     
1.39
     
(0.55
)
Total from investment operations
   
(1.17
)
   
0.55
     
2.08
     
1.49
     
(0.50
)
Less distributions:
                                       
From net investment income
   
(0.03
)
   
(0.06
)
   
(0.10
)
   
(0.10
)
   
 
From return of capital
   
(0.01
)
   
     
     
     
 
From net realized
                                       
  gain on investments
   
(0.71
)
   
(0.63
)
   
     
     
 
Total distributions
   
(0.75
)
   
(0.69
)
   
(0.10
)
   
(0.10
)
   
 
Redemption fees retained^#
   
0.00
     
0.00
     
0.00
     
0.00
     
0.00
 
Net asset value, end of period
 
$
10.81
   
$
12.73
   
$
12.87
   
$
10.89
   
$
9.50
 
                                         
Total return
   
-9.60
%
   
4.40
%
   
19.29
%
   
15.75
%
   
-5.00
%‡
                                         
Ratios/supplemental data:
                                       
Net assets, end of period (thousands)
 
$
22,260
   
$
58,664
   
$
48,203
   
$
13,351
   
$
15,226
 
Ratio of expenses to
                                       
  average net assets (a):
                                       
Before fee waivers and
                                       
  expense reimbursement
   
1.51
%
   
1.69
%
   
1.79
%
   
1.95
%
   
2.92
%†
After fee waivers and
                                       
  expense reimbursement
   
1.51
%***
   
1.66
%**
   
1.70
%
   
1.57
%
   
1.75
%†
Ratio of net investment income/(loss)
                                       
  to average net assets (b):
                                       
Before fee waivers and
                                       
  expense reimbursement
   
0.35
%
   
0.41
%
   
0.53
%
   
0.61
%
   
(0.59
)%†
After fee waivers and
                                       
  expense reimbursement
   
0.35
%
   
0.44
%
   
0.62
%
   
0.99
%
   
0.58
%†
Portfolio turnover rate
   
384.28
%
   
266.42
%
   
219.78
%
   
261.95
%
   
301.31
%‡

*
Commencement of operations.
**
Effective July 1, 2014, the advisor contractually agreed to lower the net annual operating expense limit to 1.60%.
***
Effective March 30, 2015, the advisor contractually agreed to lower the net annual operating expense limit to 1.50%.
^
Per share numbers have been calculated using the average shares method.
#
Amount is less than $0.01.
Not annualized.
Annualized.
(a)
Does not include expenses of the investment companies in which the Fund invests.
(b)
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

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

65


WBI Funds

NOTES TO FINANCIAL STATEMENTS at November 30, 2015

NOTE 1 – ORGANIZATION
 
The WBI Tactical BA Fund (formerly ‘WBI Absolute Return Balanced Fund’), WBI Tactical BP Fund (formerly ‘WBI Absolute Return Balanced Plus Fund’), WBI Tactical DI Fund (formerly ‘WBI Absolute Return Dividend Income Fund’), and the WBI Tactical DG Fund (formerly ‘WBI Absolute Return Dividend Growth Fund’) (collectively, the “Funds”) are each a diversified series of Advisors Series Trust (the “Trust”), which is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) as an open-end management investment company.  The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies”.
 
Each Fund offers No Load Shares and Institutional Shares. The investment objective of the WBI Tactical BA Fund and the WBI Tactical BP Fund is to seek current income and long-term appreciation, while also seeking to protect principal during unfavorable market conditions. The investment objective of the WBI Tactical DI Fund and the WBI Tactical DG Fund is to seek long-term capital appreciation and current income. The WBI Tactical BA Fund and the WBI Tactical DG Fund commenced operations on December 29, 2010. The WBI Tactical BP Fund and the WBI Tactical DI Fund commenced operations on June 17, 2013.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America.
 
 
A.
Security Valuation:  All investments in securities are recorded at their estimated fair value, as described in note 3.
     
 
B.
Federal Income Taxes:  It is the Funds’ policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to 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 concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for the open tax years 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

 
66

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

   
positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
 
 
C.
Security Transactions, Income and Distributions:  Security transactions are accounted for on the trade date. Realized gains and losses on securities sold are determined 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. Dividend income, income and capital gain distributions from underlying funds, and distributions to shareholders are recorded on the ex-dividend date. Withholding taxes on foreign dividends have been provided for in accordance with the Funds’ understanding of the applicable country’s tax rules and rates.
 
   
Investment income, expenses (other than those specific to the class of shares), and realized and unrealized gains and losses on investments are allocated to the separate classes of each Fund based upon their relative net assets on the date income is earned or expensed and realized and unrealized gains and losses are incurred.
 
   
Each Fund is charged for those expenses that are directly attributable to the Fund, such as investment advisory, custody and transfer agent fees.  Expenses that are not attributable to a Fund are typically allocated among the Funds 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.
 
   
The Funds distribute substantially all net investment income, if any, quarterly, and net realized capital 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 of dividends and distributions to shareholders from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations, which differs from accounting principles generally accepted in the United States of America.  To the extent these book/tax differences are permanent, such amounts are reclassified within the capital accounts based on their Federal tax treatment.
 
 
D.
Reclassification of Capital Accounts:  Accounting principles generally accepted in the United States of America require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting.  These reclassifications have no effect on net assets or net asset value per share.
 
   
For the year ended November 30, 2015, the Funds made the following permanent tax adjustments on the statement of assets and liabilities:

 
67

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

     
Undistributed
   
Accumulated Net
     
     
Net Investment
   
Realized
   
Paid-in
 
     
Income/(Loss)
   
Gain/(Loss)
   
Capital
 
 
WBI Tactical BA Fund
 
$
46,617
   
$
(32,011
)
 
$
(14,606
)
 
WBI Tactical BP Fund
   
6,682
     
(6,681
)
   
(1
)
 
WBI Tactical DI Fund
   
1,291
     
28
     
(1,319
)
 
WBI Tactical DG Fund
   
(32,673
)
   
33,205
     
(532
)
 
 
E.
Use of Estimates:  The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates.
 
 
F.
Redemption Fees:  The Funds charge a 2.00% redemption fee to shareholders who redeem shares held for 60 days or less.  Such fees are retained by the Funds and accounted for as an addition to paid-in capital.  During the year ended November 30, 2015, the Funds retained the following amounts in redemption fees:

     
Redemption Fees
 
 
WBI Tactical BA Fund
   
 
  No Load Shares
 
$
3,373
 
 
  Institutional Shares
   
91,938
 
 
WBI Tactical BP Fund
       
 
  No Load Shares
   
404
 
 
  Institutional Shares
   
9,548
 
 
WBI Tactical DI Fund
       
 
  No Load Shares
   
618
 
 
  Institutional Shares
   
5,885
 
 
WBI Tactical DG Fund
       
 
  No Load Shares
   
291
 
 
  Institutional Shares
   
3,462
 
 
 
G.
Derivative Transactions:  The Funds have adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. The Funds are 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 Funds may utilize options for hedging purposes as well as direct investment. Some options strategies, including buying puts, tend to hedge the Funds’ investments against price fluctuations. Other strategies, such as

 
68

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

 
writing puts and calls and buying calls, tend to increase market exposure. Options contracts may be combined with each other in order to adjust the risk and return characteristics of each Fund’s overall strategy in a manner deemed appropriate to the Advisor and consistent with each Fund’s investment objective and policies. When a call or put option is written, an amount equal to the premium received is recorded as a liability. The liability is marked-to-market daily to reflect the current fair value of the written option. When a written option expires, a gain is realized in the amount of the premium originally received. If a closing purchase contract is entered into, a gain or loss is realized in the amount of the original premium less the cost of the closing transaction. If a written call option is exercised, a gain or loss is realized from the sale of the underlying security, and the proceeds from such sale are increased by the premium originally received. If a written/put option is exercised, the amount of the premium originally received reduces the cost of the security which is purchased upon the exercise of the option.
 
 
With options, there is minimal counterparty credit risk to the Funds since the options are covered or secured, which means that the Funds will own the underlying security or, to the extent they do not hold the security, will maintain liquid assets consisting of cash, short-term securities, or equity or debt securities equal to the market value of the security underlying the option, marked-to-market daily.
 
 
Options purchased are recorded as investments and marked-to-market daily to reflect the current fair value of the option contract. If an option purchased expires, a loss is realized in the amount of the cost of the option contract. If a closing transaction is entered into, a gain or loss is realized to the extent that the proceeds from the sale are greater or less than the cost of the option. If a purchase put option is exercised, a gain or loss is realized from the sale of the underlying security by adjusting the proceeds from such sale by the amount of the premium originally paid. If a purchased call option is exercised, the cost of the security purchased upon exercise is increased by the premium originally paid.
 
 
The effect of derivative instruments on the statements of operations for the year ended November 30, 2015 is as follows:
 
 
WBI Tactical BA Fund
   
   
Location of Gain/(Loss) on
 
 
Derivative Type
Derivatives Recognized in Income
Value
 
Equity Contracts
Realized loss on purchased options
$(93,774)
 
Equity Contracts
Realized loss on written options
    (1,350)

 
69

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

 
WBI Tactical BP Fund
   
   
Location of  Loss on
 
 
Derivative Type
Derivatives Recognized in Income
Value
 
Equity Contracts
Realized loss on purchased options
$(34,028)
 
Equity Contracts
Realized loss on written options
    (8,854)
       
 
WBI Tactical DI Fund
   
   
Location of  Loss on
 
 
Derivative Type
Derivatives Recognized in Income
Value
 
Equity Contracts
Realized loss on purchased options
$(10,788)
 
Equity Contracts
Realized gain on written options
    8,557
       
 
WBI Tactical DG Fund
   
   
Location of  Loss on
 
 
Derivative Type
Derivatives Recognized in Income
Value
 
Equity Contracts
Realized loss on purchased options
$(194,753)
 
Equity Contracts
Realized gain on written options
    72,210
 
 
The average monthly market values of purchased and written options during the year ended November 30, 2015 is as follows:

     
Purchased
   
Written
 
     
Options
   
Options
 
 
WBI Tactical BA Fund
 
$
3,175
   
$
22,263
 
 
WBI Tactical BP Fund
   
1,170
     
4,818
 
 
WBI Tactical DI Fund
   
643
     
1,330
 
 
WBI Tactical DG Fund
   
7,274
     
57,069
 
 
 
Transactions in written options contracts for the year ended November 30, 2015, are as follows:

 
WBI Tactical BA Fund
         
     
Contracts
  Premiums Received  
 
Beginning balance
   
   
$
   
 
Options written
   
2,450
     
144,031
   
 
Options closed
   
(1,625
)
   
(95,196
)
 
 
Options exercised
   
(825
)
   
(48,835
)
 
 
Outstanding at November 30, 2015
   
   
$
   
                     
 
WBI Tactical BP Fund
                 
     
Contracts
  Premiums Received  
 
Beginning balance
   
   
$
   
 
Options written
   
610
     
38,958
   
 
Options closed
   
(90
)
   
(7,391
)
 
 
Options exercised
   
(520
)
   
(31,567
)
 
 
Outstanding at November 30, 2015
   
   
$
   

 
70

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

 
WBI Tactical DI Fund
         
     
Contracts
  Premiums Received  
 
Beginning balance
   
   
$
   
 
Options written
   
620
     
22,880
   
 
Options closed
   
(250
)
   
(6,760
)
 
 
Options exercised
   
(190
)
   
(11,205
)
 
 
Options expired
   
(180
)
   
(4,915
)
 
 
Outstanding at November 30, 2015
   
   
$
   
                     
 
WBI Tactical DG Fund
                 
     
Contracts
  Premiums Received  
 
Beginning balance
   
   
$
   
 
Options written
   
5,419
     
385,227
   
 
Options closed
   
(3,135
)
   
(151,850
)
 
 
Options exercised
   
(2,034
)
   
(225,293
)
 
 
Options expired
   
(250
)
   
(8,084
)
 
 
Outstanding at November 30, 2015
   
   
$
   
 
 
H.
Events Subsequent to the Fiscal Period End:  In preparing the financial statements as of November 30, 2015, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements.
 
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

 
71

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

 
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.
 
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).
 
Equity Securities:  The Funds’ investments are carried at fair value. 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 securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price.  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.
 
Fixed Income Securities:  Debt securities, such as corporate bonds, asset backed securities, municipal bonds, and U.S. Government agency issues are valued at market on the basis of valuations furnished by an independent pricing service which utilizes both dealer-supplied valuations and formula-based techniques. The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer. In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued principally using dealer quotations. These securities will generally be classified in level 2 of the fair value hierarchy.
 
Options:  Exchange-traded options are valued at the composite price, using the National Best Bid and Offer quotes. Specifically, composite pricing looks at the last trades on the exchanges where the options are traded. If there are no trades for the option on a given business day, composite option pricing calculates the mean of the highest bid price and the lowest ask price across the exchanges where the option is traded. Exchange-traded options that are actively traded are categorized in level 1 of the fair value hierarchy.
 
72

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

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. Investments in open-end mutual funds, including money market funds are categorized in level 1 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 November 30, 2015:
 

 

 

 

 

 

 
73

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

 
WBI Tactical BA Fund
               
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
               
 
  Finance and Insurance
 
$
463,903
   
$
   
$
   
$
463,903
 
 
  Information
   
1,007,152
     
     
     
1,007,152
 
 
  Manufacturing
   
830,376
     
     
     
830,376
 
 
  Professional, Scientific,
                               
 
    and Technical Services
   
1,847,636
     
     
     
1,847,636
 
 
  Real Estate and
                               
 
    Rental and Leasing
   
518,501
     
     
     
518,501
 
 
  Retail Trade
   
5,205,551
     
     
     
5,205,551
 
 
  Transportation
                               
 
    and Warehousing
   
2,633,436
     
     
     
2,633,436
 
 
Total Common Stocks
   
12,506,555
     
     
     
12,506,555
 
 
Exchange-Traded Funds
   
12,140,068
     
     
     
12,140,068
 
 
Corporate Bonds
                               
 
  Accommodation and
                               
 
    Food Services
   
     
316,221
     
     
316,221
 
 
  Finance and Insurance
   
     
1,521,727
     
     
1,521,727
 
 
  Health Care and
                               
 
    Social Assistance
   
     
172,530
     
     
172,530
 
 
  Information
   
     
1,393,704
     
     
1,393,704
 
 
  Manufacturing
   
     
1,072,310
     
     
1,072,310
 
 
  Mining, Quarrying, and
                               
 
    Oil and Gas Extraction
   
     
557,263
     
     
557,263
 
 
  Professional, Scientific,
                               
 
    and Technical Services
   
     
662,743
     
     
662,743
 
 
  Retail Trade
   
     
834,819
     
     
834,819
 
 
Total Corporate Bonds
   
     
6,531,317
     
     
6,531,317
 
 
Short-Term Investments
   
17,338,977
     
     
     
17,338,977
 
 
Total Investments in Securities
 
$
41,985,600
   
$
6,531,317
   
$
   
$
48,516,917
 

 
 

 
74

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

 
WBI Tactical BP Fund
               
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
               
 
  Finance and Insurance
 
$
1,118,777
   
$
   
$
   
$
1,118,777
 
 
  Information
   
647,718
     
     
     
647,718
 
 
  Manufacturing
   
948,360
     
     
     
948,360
 
 
  Real Estate and
                               
 
    Rental and Leasing
   
963,406
     
     
     
963,406
 
 
  Retail Trade
   
2,274,617
     
     
     
2,274,617
 
 
  Transportation
                               
 
    and Warehousing
   
1,321,309
     
     
     
1,321,309
 
 
Total Common Stocks
   
7,274,187
     
     
     
7,274,187
 
 
Exchange-Traded Funds
   
13,133,656
     
     
     
13,133,656
 
 
Short-Term Investments
   
13,328,612
     
     
     
13,328,612
 
 
Total Investments in Securities
 
$
33,376,455
   
$
   
$
   
$
33,376,455
 
                                   
 
WBI Tactical DI Fund
                               
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
                               
 
  Accommodation and
                               
 
    Food Services
 
$
334,544
   
$
   
$
   
$
334,544
 
 
  Finance and Insurance
   
1,993,432
     
     
     
1,993,432
 
 
  Information
   
218,442
     
     
     
218,442
 
 
  Manufacturing
   
774,876
     
     
     
774,876
 
 
  Professional, Scientific,
                               
 
    and Technical Services
   
567,716
     
     
     
567,716
 
 
  Real Estate and
                               
 
    Rental and Leasing
   
598,266
     
     
     
598,266
 
 
  Retail Trade
   
700,803
     
     
     
700,803
 
 
  Transportation
                               
 
  and Warehousing
   
298,076
     
     
     
298,076
 
 
Total Common Stocks
   
5,486,155
     
     
     
5,486,155
 
 
Exchange-Traded Funds
   
594,213
     
     
     
594,213
 
 
Short-Term Investments
   
1,455,781
     
     
     
1,455,781
 
 
Total Investments in Securities
 
$
7,536,149
   
$
   
$
   
$
7,536,149
 

 
75

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

 
WBI Tactical DG Fund
               
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
               
 
  Administrative Support
               
 
    and Waste Management
 
$
2,142,090
   
$
   
$
   
$
2,142,090
 
 
  Finance and Insurance
   
7,874,205
     
     
     
7,874,205
 
 
  Information
   
4,439,437
     
     
     
4,439,437
 
 
  Manufacturing
   
9,687,200
     
     
     
9,687,200
 
 
  Professional, Scientific,
                               
 
    and Technical Services
   
3,645,548
     
     
     
3,645,548
 
 
  Real Estate and
                               
 
    Rental and Leasing
   
2,925,753
     
     
     
2,925,753
 
 
  Retail Trade
   
1,641,190
     
     
     
1,641,190
 
 
  Transportation
                               
 
    and Warehousing
   
1,868,530
     
     
     
1,868,530
 
 
  Utilities
   
1,113,808
     
     
     
1,113,808
 
 
Total Common Stocks
   
35,337,761
     
     
     
35,337,761
 
 
Exchange-Traded Funds
   
4,050,894
     
     
     
4,050,894
 
 
Short-Term Investments
   
1,652,914
     
     
     
1,652,914
 
 
Total Investments in Securities
 
$
41,041,569
   
$
   
$
   
$
41,041,569
 
 
Refer to the Funds’ schedule of investments for a detailed break-out of securities by industry classification. Transfers between levels are recognized at November 30, 2015, the end of the reporting period. The Funds recognized no transfers to/from Level 1 or Level 2 during the year ended November 30, 2015. There were no Level 3 securities held in the Funds during the year ended November 30, 2015.
 
In May 2015, FASB issued Accounting Standards Update (“ASU”) No. 2015-07 “Disclosure for Investments in Certain Entities that Calculate Net Asset Value per Share (or Its Equivalent).”  The amendments in ASU No. 2015-07 remove the requirement to categorize within the fair value hierarchy investments measured using the NAV practical expedient.  The ASU also removes certain disclosure requirements for investments that qualify, but do not utilize, the NAV practical expedient.  The amendments in the ASU are effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years.  Management is currently evaluating the impact these changes will have on the Fund’s financial statements and related disclosures.
 
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER AGREEMENTS
 
For the year ended November 30, 2015, WBI Investments, Inc. (the “Advisor”) provided the Funds with investment management services under an Investment Advisory Agreement. The Advisor furnished all investment advice,
 
76

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

office space, facilities, and provides most of the personnel needed by the Funds. Effective March 30, 2015, as compensation for its services, the Advisor is entitled to a monthly fee at the annual rate of 0.85% based upon the average daily net assets of each Fund. Prior to March 30, 2015, the Advisor was entitled to a monthly fee at the annual rate of 1.00% based upon the average daily net assets of each Fund. For the year ended November 30, 2015, the Funds incurred the following in advisory fees:
 
     
Advisory Fees
 
 
WBI Tactical BA Fund
 
$
658,362
 
 
WBI Tactical BP Fund
   
311,609
 
 
WBI Tactical DI Fund
   
98,722
 
 
WBI Tactical DG Fund
   
574,175
 
 
The Funds are responsible for their own operating expenses.  For the year ended November 30, 2015, the Advisor has contractually agreed to reduce fees payable to it by the Funds and to pay the Funds’ operating expenses to the extent necessary to limit each Fund’s No Load Shares net annual operating expenses to 1.75% of average daily net assets and each Fund’s Institutional Shares net annual operating expenses to 1.50% of average daily net assets, effective March 30, 2015. Prior to March 30, 2015, the actual net expenses were limited to 2.00% and 1.60% per the operating expenses limitation agreement for the No Load Shares and the Institutional Shares, respectively, of each Fund.  The Advisor is permitted to be reimbursed only for fee reductions and expense payments made in the previous three fiscal years.  Any such reimbursement is also contingent upon Board of Trustees review and approval at the time the reimbursement is made. Such reimbursement may not be paid prior to the Funds’ payment of current ordinary operating expenses.  For the year ended November 30, 2015, the Advisor reduced its fees and absorbed Fund expenses in the amount of $39,866, and $84,132 for the WBI Tactical BP Fund and WBI Tactical DI Fund, respectively. For the year ended November 30, 2015, the Advisor recouped expenses of $12,437 and $1,360 from the WBI Tactical BA Fund and the WBI Tactical DG Fund, respectively. The Funds’ cumulative expenses subject to recapture pursuant to the aforementioned conditions expire as follows:
 
WBI Tactical
   
WBI Tactical
   
WBI Tactical
   
WBI Tactical
 
BA Fund
   
BP Fund
   
DI Fund
   
DG Fund
 
Year
 
Amount
   
Year
   
Amount
   
Year
   
Amount
   
Year
   
Amount
 
2016
 
$
     
2016
   
$
111,157
     
2016
   
$
113,659
     
2016
   
$
37,833
 
2017
   
42,951
     
2017
     
192,288
     
2017
     
205,107
     
2017
     
27,713
 
2018
   
     
2018
     
39,866
     
2018
     
84,132
     
2018
     
 
   
$
42,951
           
$
343,311
           
$
402,898
           
$
65,546
 

 
77

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

U.S. Bancorp Fund Services, LLC (the “Administrator”) 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.  U.S. Bancorp Fund Services, LLC also serves as the fund accountant and transfer agent to the Funds. U.S. Bank N.A., an affiliate of U.S. Bancorp Fund Services, serves as the Funds’ custodian.
 
For the year ended November 30, 2015, the WBI Tactical BA Fund, WBI Tactical BP Fund, WBI Tactical DI Fund, and the WBI Tactical DG Fund incurred the following expenses for administration and fund accounting, transfer agency, custody, and chief compliance officer fees:
 
     
WBI Tactical
   
WBI Tactical
   
WBI Tactical
   
WBI Tactical
 
     
BA Fund
   
BP Fund
   
DI Fund
   
DG Fund
 
 
Administration and
               
 
  Fund Accounting
 
$
99,627
   
$
54,425
   
$
28,397
   
$
78,417
 
 
Transfer Agency (a)
   
45,884
     
25,054
     
13,067
     
37,279
 
 
Chief Compliance Officer
   
9,000
     
9,000
     
9,000
     
8,999
 
 
Custody
   
11,265
     
6,061
     
3,766
     
12,462
 
     
 
(a) Does not include out-of-pocket expenses.
 
 
At November 30, 2015, the Funds had payables due to USBFS for administration and fund accounting, transfer agency, Chief Compliance Officer fees and to U.S. Bank, N.A. for custody fees in the following amounts:
 
     
WBI Tactical
   
WBI Tactical
   
WBI Tactical
   
WBI Tactical
 
     
BA Fund
   
BP Fund
   
DI Fund
   
DG Fund
 
 
Administration and
               
 
  Fund Accounting
 
$
30,026
   
$
16,440
   
$
5,389
   
$
21,076
 
 
Transfer Agency (a)
   
13,289
     
7,495
     
2,428
     
10,721
 
 
Chief Compliance Officer
   
3,000
     
3,000
     
3,000
     
3,000
 
 
Custody
   
3,635
     
1,476
     
1,438
     
3,980
 
     
 
(a) Does not include out-of-pocket expenses.
 
 
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 the Administrator.
 
Certain officers of the Funds are also 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.
 
78

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

NOTE 5 – DISTRIBUTION (12B-1) FEE
 
The Funds have adopted a Distribution Plan pursuant to Rule 12b-1 (the “Plan”) for the No Load Shares only. The Plan permits the Funds to pay for distribution and related expenses at an annual rate of 0.25% of the average daily net assets of each Fund’s No Load Shares.  The expenses covered by the Plan may include the cost in connection with the promotion and distribution of shares and the provision of personal services to shareholders, including, but not necessarily limited to, advertising, compensation to underwriters, dealers and selling personnel, the printing and mailing of prospectuses to other than current Fund shareholders, and the printing and mailing of sales literature.  Payments made pursuant to the Plan will represent compensation for distribution and service activities, not reimbursements for specific expenses incurred.  For the year ended November 30, 2015, the WBI Tactical BA Fund – No Load Shares, WBI Tactical BP Fund – No Load Shares, WBI Tactical DI Fund – No Load Shares, and the WBI Tactical DG Fund – No Load Shares paid the Distributor $76,215, $19,991, $4,931, and $64,224, respectively.
 
NOTE 6 – SHAREHOLDER SERVICING FEE
 
Each Fund’s No Load Shares has entered into a Shareholder Servicing Agreement (the “Agreement”) with the Advisor, under which they may pay servicing fees at an annual rate of up to 0.25% of the average daily net assets of the No Load and Institutional Shares of each Fund, effective March 30, 2015. Prior to March 30, 2015, each Fund’s No Load Shares servicing fees were at an annual rate of up to 0.40% of the average daily net assets of each Fund. Each Fund’s Institutional Shares has entered into a Shareholder Servicing Agreement (the “Agreement”) with the Advisor, under which they may pay servicing fees at an annual rate of up to 0.25% of the average daily net assets of each Fund. Payments to the Advisor under the Agreement may reimburse the Advisor for payments it makes to selected brokers, dealers and administrators which have entered into Service Agreements with the Advisor for services provided to shareholders of the Funds. The services provided by such intermediaries are primarily designed to assist shareholders of the Funds and include the furnishing of office space and equipment, telephone facilities, personnel and assistance to the Funds in servicing such shareholders. Services provided by such intermediaries also include the provision of support services to the Funds and include establishing and maintaining shareholders’ accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Funds, and providing such other personal services to shareholders as the Funds may reasonably request.  For the year ended November 30, 2015, the Funds incurred the following shareholder servicing fees under the agreement:
 

 
79

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

   
Shareholder Servicing Fees
 
WBI Tactical BA Fund
   
 
  No Load Shares
 
$
45,638
 
 
  Institutional Shares
   
94,605
 
 
WBI Tactical BP Fund
       
 
  No Load Shares
   
9,108
 
 
  Institutional Shares
   
66,611
 
 
WBI Tactical DI Fund
       
 
  No Load Shares
   
 
 
  Institutional Shares
   
21,982
 
 
WBI Tactical DG Fund
       
 
  No Load Shares
   
43,079
 
 
  Institutional Shares
   
81,897
 
 
NOTE 7 – PURCHASES AND SALES OF SECURITIES
 
For the year ended November 30, 2015, the cost of purchases and the proceeds from sales of securities, excluding U.S. Government securities and short-term securities were as follows:
 
     
Purchases
   
Sales
 
 
WBI Tactical BA Fund
 
$
186,860,643
   
$
211,071,187
 
 
WBI Tactical BP Fund
   
99,864,935
     
96,482,447
 
 
WBI Tactical DI Fund
   
35,478,762
     
41,980,184
 
 
WBI Tactical DG Fund
   
204,842,993
     
235,461,792
 
 
For the year ended November 30, 2015, the cost of purchases and the proceeds from sales of U.S. Government securities, excluding short-term securities, were as follows:
 
     
Purchases
   
Sales
 
 
WBI Tactical BA Fund
 
$
19,241,594
   
$
32,260,586
 
 
WBI Tactical BP Fund
   
7,173,445
     
10,715,699
 
 
WBI Tactical DI Fund
   
598,078
     
1,078,317
 
 
WBI Tactical DG Fund
   
3,780,234
     
3,786,969
 
 
NOTE 8 – LINES OF CREDIT
 
The WBI Tactical BA Fund and the WBI Tactical DG Fund had lines of credit in the amount of $1,600,000 and $2,800,000, respectively. These lines of credit are intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Funds’ custodian, U.S. Bank N.A. During the year ended November 30, 2015, the WBI Tactical BA Fund did not draw upon its line of credit. The WBI Tactical DG Fund had an outstanding average day balance of $26,742, a weighted average interest rate of 3.25% and paid $881 in interest. The maximum
 

 
80

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

amount outstanding for the WBI Tactical DG Fund during the year ended November 30, 2015 was $2,800,000. At November 30, 2015, the Funds had no outstanding loan amounts.
 
NOTE 9 – INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
 
The distributions paid by the Fund during the year ended November 30, 2015 and the year ended November 30, 2014, were characterized as follows:
 
     
WBI Tactical
   
WBI Tactical
 
     
BA Fund
   
BP Fund
 
     
Nov. 30,
   
Nov. 30,
   
Nov. 30,
   
Nov. 30,
 
     
2015
   
2014
   
2015
   
2014
 
 
Ordinary Income
 
$
3,293,249
   
$
499,646
   
$
741,679
   
$
145,956
 
 
Long-Term Capital Gains
   
402,515
     
     
2,259
     
 
               
     
WBI Tactical
   
WBI Tactical
 
     
DI Fund
   
DG Fund
 
     
Nov. 30,
   
Nov. 30,
   
Nov. 30,
   
Nov. 30,
 
     
2015
   
2014
   
2015
   
2014
 
 
Ordinary Income
 
$
280,848
   
$
41,772
   
$
3,988,517
   
$
4,116,105
 
 
Long-Term Capital Gains
   
6,768
     
     
1,192,778
     
1,255
 
 
Return of Capital
   
     
     
61,145
     
 
 
Ordinary income distributions may include dividends paid from short-term capital gains.
 
As of November 30, 2015, the components of accumulated earnings/(losses) were as follows:
 
     
WBI Tactical
   
WBI Tactical
 
     
BA Fund
   
BP Fund
 
 
Cost of investments (a)
 
$
48,291,522
   
$
33,841,449
 
 
Gross tax unrealized appreciation
 
$
685,163
   
$
282,141
 
 
Gross tax unrealized depreciation
   
(459,768
)
   
(387,135
)
 
Net tax unrealized appreciation (a)
   
225,395
     
(104,994
)
 
Undistributed ordinary income
   
     
28,829
 
 
Total distributable earnings
   
     
28,829
 
 
Other accumulated gains/(losses)
   
(4,169,752
)
   
(1,784,870
)
 
Total accumulated earnings/(losses)
 
$
(3,944,357
)
 
$
(1,861,035
)

 
 
81

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

     
WBI Tactical
   
WBI Tactical
 
     
DI Fund
   
DG Fund
 
 
Cost of investments (a)
 
$
7,340,205
   
$
39,754,851
 
 
Gross tax unrealized appreciation
 
$
292,439
   
$
1,810,309
 
 
Gross tax unrealized depreciation
   
(96,495
)
   
(523,591
)
 
Net tax unrealized appreciation (a)
   
195,944
     
1,286,718
 
 
Other accumulated gains/(losses)
   
(1,394,935
)
   
(4,615,268
)
 
Total accumulated earnings/(losses)
 
$
(1,198,991
)
 
$
(3,328,550
)
 
 
(a)
The difference between book-basis and tax basis net unrealized appreciation is attributable primarily to the tax deferral of losses on wash sales.
 
Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 31, 2010, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Under the law in effect prior to the Act, pre-enactment net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.
 
At November 30, 2015, the Fund had capital loss carryforwards as follows:
 
     
Short-Term
   
Long-Term
 
     
Capital Loss
   
Capital Loss
 
     
Carryover
   
Carryover
 
 
WBI Tactical BA Fund
 
$
4,169,751
   
$
 
 
WBI Tactical BP Fund
   
1,775,038
     
9,832
 
 
WBI Tactical DI Fund
   
1,394,935
     
 
 
WBI Tactical DG Fund
   
4,615,268
     
 
 
These capital losses may be carried forward indefinitely to offset future gains.
 
 
 
82

 
WBI Funds
 
NOTES TO FINANCIAL STATEMENTS at November 30, 2015, Continued

NOTE 10 – OTHER TAX INFORMATION (Unaudited)
 
On December 31, 2015, the Funds distributed the following amounts per share:
 
     
Net Investment
 
     
Income
 
 
WBI Tactical BA Fund
   
 
    No Load Shares
 
$
 
 
    Institutional Shares
   
0.00409583
 
 
WBI Tactical BP Fund
       
 
    No Load Shares
   
0.02027136
 
 
    Institutional Shares
   
0.02365958
 
 
WBI Tactical DI Fund
       
 
    No Load Shares
   
0.00884967
 
 
    Institutional Shares
   
0.01196675
 
 
WBI Tactical DG Fund
       
 
    No Load Shares
   
0.01584926
 
 
    Institutional Shares
   
0.02346780
 
 
NOTE 11 – NAME CHANGE
 
Effective November 1, 2015, the WBI Absolute Return Balanced Fund, WBI Absolute Return Balanced Plus Fund, WBI Absolute Return Dividend Income Fund, and the WBI Absolute Return Dividend Growth Fund changed their names to the WBI Tactical BA Fund, WBI Tactical BP Fund, WBI Tactical DI Fund, and the WBI Tactical DG Fund, respectively.
 
 
 

83


WBI Funds

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees
Advisors Series Trust and
Shareholders of WBI Funds
 
We have audited the accompanying statements of assets and liabilities of the WBI Tactical BA Fund (formerly WBI Absolute Return Balanced Fund), WBI Tactical BP Fund (formerly WBI Absolute Return Balanced Plus Fund), WBI Tactical DI Fund (formerly WBI Absolute Return Dividend Income Fund), and WBI Tactical DG Fund (formerly WBI Absolute Return Dividend Growth Fund), each a series of Advisors Series Trust (the “Trust”), including the schedules of investments, as of November 30, 2015, the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and with respect to the WBI Tactical BA Fund and WBI Tactical DG Fund, the financial highlights for each of the four years in the period then ended and for the period December 29, 2010 (commencement of operations) through November 30, 2011, with respect to the WBI Tactical BP Fund and WBI Tactical DI Fund, the financial highlights for each of the two years in the period then ended and for the period June 17, 2013 (commencement of operations) through November 30, 2013. These financial statements and financial highlights are the responsibility of the Trust’s management.  Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Trust is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trust’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  Our procedures included confirmation of securities owned as of November 30, 2015 by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the WBI Tactical BA Fund, WBI Tactical BP Fund,  WBI Tactical DI Fund , and the WBI  Tactical DG Fund as of November 30, 2015, the results of their operations, the changes in their net assets, and the financial highlights for the periods referred to above, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
January 29, 2016
 

84


WBI Funds

NOTICE TO SHAREHOLDERS at November 30, 2015 (Unaudited)

For the year ended November 30, 2015, the WBI Tactical BA Fund, WBI Tactical BP Fund, WBI Tactical DI Fund, and the WBI Tactical DG Fund designated $3,296,792, $741,679, $280,848, and $3,988,516, respectively, as ordinary income for purposes of the dividends paid deduction.  The WBI Tactical BA Fund, WBI Tactical BP Fund, WBI Tactical DI Fund, and the WBI Tactical DG Fund designated $402,515, $2,259, $6,768, and $1,192,779, respectively, as long-term capital gains for purposes of the dividends paid deduction. The WBI Tactical DG Fund designated $61,145 as return of capital for purposes of the dividends paid deduction.
 
For the year ended November 30, 2015, certain dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The percentage of dividends declared from net investment income designated as qualified dividend income for the WBI Tactical BA Fund, WBI Tactical BP Fund, WBI Tactical DI Fund, and the WBI Tactical DG Fund was 23.39%, 48.52%, 70.91%, and 40.67%, respectively.
 
For corporate shareholders in the WBI Tactical BA Fund, WBI Tactical BP Fund, WBI Tactical DI Fund, and the WBI Tactical DG Fund, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended November 30, 2015 was 22.64%, 48.52%, 67.47% and 36.12%, respectively.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Internal Revenue Sections 871(k)(1)(C) for the WBI Tactical BA Fund, WBI Tactical BP Fund, the WBI Tactical DI Fund, and the WBI Tactical DG Fund is 94.20%, 64.52%, 70.99%,  and 95.13%, respectively.
 
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 1-855-WBI-FUND (1-855-924-3863) or on the U.S. Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
 
How to Obtain a Copy of the Funds’ Proxy Voting Records for the 12-Month Period ended June 30, 2015
 
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 1-855-WBI-FUND (1-855-924-3863). Furthermore, you can obtain the Funds’ proxy voting records on the SEC’s website at http://www.sec.gov.
 
85

 
WBI Funds
 
NOTICE TO SHAREHOLDERS at November 30, 2015 (Unaudited), Continued

Quarterly Filings on Form N-Q
 
The Funds file their complete schedule 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, upon request, by calling 1-855-WBI-FUND (1-855-924-3863).
 










86


WBI Funds

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited)

This chart provides information about the Trustees and Officers who oversee the Funds.  Officers elected by the Trustees manage the day-to-day operations of the Funds and execute policies formulated by the Trustees.
 
   
Term of
 
Number of
 
   
Office
 
Portfolios
Other
 
Position
and
Principal
in Fund
Directorships
 
Held
Length
Occupation
Complex
Held During
Name, Address
with the
of Time
During Past
Overseen by
Past Five
and Age
Trust
Served
Five Years
Trustee(2)
Years(3)
Independent Trustees(1)
         
           
Gail S. Duree
Trustee
Indefinite
Director, Alpha
4
Trustee,
(age 69)
 
term
Gamma Delta
 
Advisors Series
615 E. Michigan Street
 
since
Housing Corporation
 
Trust (for series
Milwaukee, WI 53202
 
March
(collegiate housing
 
not affiliated
   
2014.
management)
 
with the Funds);
     
(2012 to present);
 
Independent
     
Trustee and Chair
 
Trustee from
     
(2000 to 2012),
 
1999 to 2012,
     
New Covenant
 
New Covenant
     
Mutual Funds
 
Mutual Funds.
     
(1999-2012);
   
     
Director and Board
   
     
Member, Alpha
   
     
Gamma Delta
   
     
Foundation
   
     
(philanthropic
   
     
organization)
   
     
(2005 to 2011).
   
           
Donald E. O’Connor
Trustee
Indefinite
Retired; former
4
Trustee,
(age 79)
 
term
Financial Consultant
 
Advisors Series
615 E. Michigan Street
 
since
and former Executive
 
Trust (for series
Milwaukee, WI 53202
 
February
Vice President and
 
not affiliated
   
1997.
Chief Operating Officer
 
with the Funds);
     
of ICI Mutual
 
Trustee, The
     
Insurance Company
 
Forward Funds
     
(until January 1997).
 
(26 portfolios).
           
George J. Rebhan
Trustee
Indefinite
Retired; formerly
4
Trustee,
(age 81)
 
term
President, Hotchkis
 
Advisors Series
615 E. Michigan Street
 
since
and Wiley Funds
 
Trust (for series
Milwaukee, WI 53202
 
May
(mutual funds)
 
not affiliated
   
2002.
(1985 to 1993).
 
with the Funds);
     
Independent
   
     
Trustee from
   
     
1999 to 2009,
   
     
E*TRADE
   
     
Funds.
   

87


WBI Funds

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), Continued

   
Term of
 
Number of
 
   
Office
 
Portfolios
Other
 
Position
and
Principal
in Fund
Directorships
 
Held
Length
Occupation
Complex
Held During
Name, Address
with the
of Time
During Past
Overseen by
Past Five
and Age
Trust
Served
Five Years
Trustee(2)
Years(3)
George T. Wofford
Trustee
Indefinite
Retired; formerly
4
Trustee,
(age 76)
 
term
Senior Vice President,
 
Advisors Series
615 E. Michigan Street
 
since
Federal Home Loan
 
Trust (for series
Milwaukee, WI 53202
 
February
Bank of San Francisco.
 
not affiliated
   
1997.
   
with the Funds).
Interested Trustee
         
Joe D. Redwine(4)
Interested
Indefinite
President, CEO,
4
Trustee,
(age 68)
Trustee
term
U.S. Bancorp Fund
 
Advisors Series
615 E. Michigan Street
 
since
Services, LLC (May
 
Trust (for series
Milwaukee, WI 53202
 
September
1991 to present).
 
not affiliated
   
2008.
   
with the Funds).
 
Officers
   
Term of
 
   
Office
 
 
Position
and
Principal
 
Held
Length
Occupation
Name, Address
with the
of Time
During Past
and Age
Trust
Served
Five Years
Joe D. Redwine
Chairman
Indefinite
President, CEO, U.S. Bancorp Fund Services, LLC
(age 68)
and
term
(May 1991 to present).
615 E. Michigan Street
Chief
since
 
Milwaukee, WI 53202
Executive
September
 
 
Officer
2007.
 
       
Douglas G. Hess
President
Indefinite
Senior Vice President, Compliance and
(age 48)
and
term
Administration, U.S. Bancorp Fund Services, LLC
615 E. Michigan Street
Principal
since
(March 1997 to present).
Milwaukee, WI 53202
Executive
June
 
 
Officer
2003.
 
       
Cheryl L. King
Treasurer
Indefinite
Vice President, Compliance and Administration,
(age 54)
and
term
U.S. Bancorp Fund Services, LLC (October 1998
615 E. Michigan Street
Principal
since
to present).
Milwaukee, WI 53202
Financial
December
 
 
Officer
2007.
 
       
Kevin J. Hayden
Assistant
Indefinite
Assistant Vice President, Compliance and
(age 44)
Treasurer
term
Administration, U.S. Bancorp Fund Services, LLC
615 E. Michigan Street
 
since
(June 2005 to present).
Milwaukee, WI 53202
 
September
 
   
2013.
 




88


WBI Funds

INFORMATION ABOUT TRUSTEES AND OFFICERS (Unaudited), Continued

   
Term of
 
   
Office
 
 
Position
and
Principal
 
Held
Length
Occupation
Name, Address
with the
of Time
During Past
and Age
Trust
Served
Five Years
Albert Sosa
Assistant
Indefinite
Assistant Vice President, Compliance and
(age 45)
Treasurer
term
Administration, U.S. Bancorp Fund Services, LLC
615 E. Michigan Street
 
since
(June 2004 to present).
Milwaukee, WI 53202
 
September
 
   
2013.
 
       
Michael L. Ceccato
Vice
Indefinite
Senior Vice President, U.S. Bancorp Fund Services,
(age 58)
President,
term
LLC (February 2008 to present).
615 E. Michigan Street
Chief
since
 
Milwaukee, WI 53202
Compli-
September
 
 
ance
2009.
 
 
Officer
   
 
and AML
   
 
Officer
   
       
Jeanine M. Bajczyk,
Secretary
Indefinite
Senior Vice President and Counsel, U.S. Bancorp
  Esq.
 
term
Fund Services, LLC (May 2006 to present).
(age 50)
 
since
 
615 E. Michigan Street
 
September
 
Milwaukee, WI 53202
 
2015.
 
       
Emily R. Enslow, Esq.
Assistant
Indefinite
Assistant Vice President, U.S. Bancorp Fund
(age 29)
Secretary
term
Services, LLC (July 2013 to present); Proxy Voting
615 E. Michigan Street
 
since
Coordinator and Class Action Administrator, Artisan
Milwaukee, WI 53202
 
September
Partners Limited Partnership (September 2012 to
   
2015.
July 2013); Legal Internship, Artisan Partners
     
Limited Partnership (February 2012 to
     
September 2012); J.D. Graduate, Marquette
     
University Law School (2009 to 2012).

(1)
The Trustees of the Trust who are not “interested persons” of the Trust as defined under the 1940 Act (“Independent Trustees”).
(2)
As of December 31, 2015, the Trust was comprised of 46 active portfolios managed by unaffiliated investment advisors.  The term “Fund Complex” applies only to the Fund.  The Fund does not hold itself out as related to any other series within the Trust for investment purposes, nor does it share the same investment adviser with any other series.
(3)
“Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the Securities Exchange Act of 1934, as amended, (that is, “public companies”) or other investment companies registered under the 1940 Act.
(4)
Mr. Redwine is an “interested person” of the Trust as defined by the 1940 Act.  Mr. Redwine is an interested Trustee of the Trust by virtue of the fact that he is an interested person of Quasar Distributors, LLC who acts as principal underwriter to the series of the Trust.
 
The Statement of Additional Information includes additional information about the Funds’ Trustees and Officers and is available, without charge, upon request by calling 1-855-WBI-FUND (1-855-924-3863).
 


89


WBI Funds

HOUSEHOLDING

In an effort to decrease costs, the Funds intend to reduce the number of duplicate prospectuses, annual and semi-annual reports, proxy statements and other similar documents you receive by sending only one copy of each to those addresses shared by two or more  accounts and to shareholders the Transfer Agent reasonably believes are from the same family or household. Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 1-855-WBI-FUND (1-855-924-3863) to request individual copies of these documents. Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request. This policy does not apply to account statements.
 











90


WBI Funds

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 with unaffiliated third parties.
 








91


Investment Advisor
WBI Investments, Inc.
One River Centre
331 Newman Springs Road
Suite 122
Red Bank, NJ 07701


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


Legal Counsel
Schiff Hardin LLP
666 Fifth Avenue, Suite 1700
New York, NY 10103


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


Transfer Agent, Fund Accountant and Fund Administrator
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, 2nd Floor
Milwaukee, WI 53202
1-855-WBI-FUND (1-855-924-3863)


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




This report is intended for the shareholders of the Funds and may not be used as sales literature unless preceded or accompanied by a current prospectus.  To obtain a free prospectus, please call 1-855-924-3863
 



WB-ANNUAL


 
Item 2. Code of Ethics.

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

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

Item 3. Audit Committee Financial Expert.

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

Item 4. Principal Accountant Fees and Services.

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

 
FYE  11/30/2015
FYE  11/30/2014
Audit Fees
          $69,600
          $67,600
Audit-Related Fees
          N/A
          N/A
Tax Fees
          $13,200
          $12,800
All Other Fees
          N/A
          N/A

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

The percentage of fees billed by Tait, Weller, & Baker LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:
 
 
FYE  11/30/2015
FYE  11/30/2014
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

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

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

Non-Audit Related Fees
FYE  11/30/2015
FYE  11/30/2014
Registrant
N/A
N/A
Registrant’s Investment Adviser
N/A
N/A
 
Item 5. Audit Committee of Listed Registrants.

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

Item 6. Investments.

(a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
 
(b)   Not Applicable.
 
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees.

Item 11. Controls and Procedures.

(a)
The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, 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 fourth fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Filed herewith.

(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(b)
Certification pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.  Furnished herewith.


 
 
 
 
 

 

 
SIGNATURES

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


(Registrant)  Advisors Series Trust                    

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

Date 2/5/16                     



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 2/5/16                           

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

Date 2/5/16                   

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