N-CSRS 1 elvf-ncsrs.htm EDGAR LOMAX VALUE FUND SEMIANNUAL REPORT 4-30-19

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)


Jeffrey T. Rauman, President/Chief Executive Officer
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) 765-6872
(Registrant's telephone number, including area code)



Date of fiscal year end: October 31, 2019



Date of reporting period: April 30, 2019


Item 1. Reports to Stockholders.






Edgar Lomax Value Fund


Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Fund (defined herein) or from your financial intermediary, such as a broker-dealer or bank.  Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
 
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action.  You may elect to receive shareholder reports and other communications from the Fund or your financial intermediary electronically through the Fund’s website.
 
You may elect to receive all future reports in paper free of charge.  You can inform the Fund or your financial intermediary that you wish to continue receiving paper copies of your shareholder reports. Your election to receive reports in paper will apply to all funds held with the fund complex and may apply to all funds held through your financial intermediary.
 

 



Semi-Annual Report


For the period ended
April 30, 2019




EDGAR LOMAX VALUE FUND

Semi-Annual Report
April 30, 2019

Dear Fellow Shareholder:
 
As we cross the mid-point of the Edgar Lomax Value Fund’s (the “Fund”) fiscal year, we are pleased to report a solid gain from our stock holdings during the six-month span ended April 30, 2019.  In addition, the Fund welcomed a substantial number of new shareholders—with total assets reaching $113 million.
 
It was a volatile half-year period for the stock market, with most domestic stock indexes careening downward in December only to bounce back sharply on the back of, primarily, higher-risk “growth” stocks.  As a consequence, large “value” stocks were broadly out of favor for much of the period after December.  Specifically, the Fund gained 4.33% in the six months ended this past April 30, versus S&P 500 Index and S&P 500 Value Index respective returns of 9.76% and 8.54%.  Following is a summary of average annual total returns through April 30, 2019:
 
     
S&P 500
 
Lipper Large-Cap
   
Fund
Value Index
S&P 500 Index
Value Funds Index
 
1-year
10.15%
  9.75%
13.49%
  9.17%
 
5-year
  9.52%
  8.66%
11.63%
  8.53%
 
10-year
14.17%
13.75%
15.32%
13.09%

Please note that the Fund outpaced the S&P 500 Value Index, as well as the Lipper style index, over all three periods.
 
Performance data quoted represents past performance and does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by calling (866) 205-0524 or visiting www.edgarlomax.com.  Before deducting fees that the Advisor contractually waived or expenses of the Fund that the Advisor absorbed, the gross expense ratio is 1.00%*; however, after such waivers or absorptions, the Fund’s maximum net expense ratio is 0.70%.  Including the voluntary performance-based waiver arrangement, actual Total Annual Fund Operating Expenses (the net expenses that investors paid) were 0.70% for the fiscal year ended October 31, 2018.
 
Over the last four months of the semi-annual period, the market saw a resurgence of the so-called “risk on” trade—driven primarily by a sudden reversal in the Federal Reserve’s well-publicized intention to let interest rates rise further.  Thus, many investors apparently came to expect low interest rates to last for the indefinite future.  Not surprisingly, market participants rushed into “lower-quality” stocks (such as those with higher price-to-earnings ratios or lower dividend yields), and seemed to show little regard for risk by sending the market soaring in response to the mere hint of weak economic data which might lead to the Federal Reserve actually lowering interest rates.  Even if this lower-quality trend persists longer than we expect, you can be sure that we will continue to seek financially-strong, dividend-paying companies with lengthy histories of profitability, comfortable in our belief that the market should ultimately reward a portfolio containing these high-quality holdings.
 
__________________
*
Figures are from the Fund’s prospectus dated February 28, 2019.  The Advisor has contractually agreed to waive its fees and/or absorb expenses of the Fund to ensure that Net Annual Fund Operating Expenses do not exceed 0.70% (excluding acquired funds fees and expenses, interest, taxes and extraordinary expenses) through at least February 27, 2020.  In addition, the Advisor has voluntarily agreed to waive a portion of its investment advisory fee contingent upon the Fund’s performance versus the S&P 500 Value Index.  While the Advisor may discontinue its voluntary waiver any time after February 27, 2020, it has no current intention of doing so.

 


Before discussing some of our specific holdings and how they performed in the year’s first six months, please note that the entire list of Fund investments is included in this report in a section called “Schedule of Investments.”  Given the stock market’s deep decline in December and the prospects for lower interest rates going forward, it shouldn’t be a surprise that the Fund’s Utilities holdings rose to the top with an average gain of about 17%.  Investors often seek them out for shelter during turbulent markets, and their above-average dividend yields become quite attractive when bonds yields fall.  In the Utilities sector, Southern Company is our largest holding and, when combined with its 21% return, made a very nice positive contribution to the Fund’s total return in the six-month time frame.  Southern is certainly in position to continue helping the cause, as its price-to-earnings ratio and dividend yield remain attractive at 17 and 4.5%, respectively.  In comparison, the S&P 500 trades at about 22 times earnings and has a dividend yield of only 2.0%.
 
Finally, our Consumer Staples names fell about 9% as a group, primarily due to Walgreen’s roughly 32% decline.  The pharmacy segment in general is facing stiff headwinds in the form of downward pressure on prescription reimbursement rates to pharmacy benefits managers like Walgreens.  However, this is a company with outstanding fundamentals, namely low levels of debt, a 3.3% dividend yield and a rock bottom price-to-earnings ratio of just 10.  Though challenges remain, the “sell off,” in our opinion, was overdone.  We believe it can perform strongly over the long term and, if the market weakens, Walgreen’s current valuation may provide downside protection.
 
Thank you, once again, for your confidence in our management of the Fund.  We remain committed to handling your hard-earned money as carefully as we do our own.
 
Cordially,
 
Randall R. Eley
Phillip A. Titzer
Chief Investment Officer
Portfolio Manager

____________________
Must be preceded or accompanied by a prospectus.
 
Mutual fund investing involves risk; principal loss is possible.  “Value” investing as a strategy may be out of favor in the market for an extended period.  Value stocks can perform differently from the market as a whole and from other types of stocks.
 
Investment performance reflects expense waivers in effect.  In the absence of such waivers, total return would be reduced.
 
The opinions expressed are those of The Edgar Lomax Company, the Fund’s investment advisor, are subject to change, and forecasts made cannot be guaranteed.  Fund holdings and sector allocations are subject to change and should not be considered recommendations to buy or sell any security.  Please see the Schedule of Investments in this report for current Fund holdings information.
 
The Price-to-Earnings (P/E) Ratio is calculated by dividing the current price of a stock by the company’s trailing 12 months’ earnings per share.
 
The Dividend Yield is calculated by dividing a company’s per-share projected annual dividend payment by the company’s stock price per share.
 
The S&P 500® Index is an unmanaged capitalization-weighted index of 500 stocks designed to represent the broad domestic economy.  The S&P 500 Value Index is a capitalization-weighted index of stocks in the S&P 500® Index which exhibit strong value characteristics.  The Lipper Large-Cap Value Funds Index measures the performance of 30 of the largest funds in the large cap value category as tracked by Lipper, Inc.  You cannot invest directly in an index.
 


2


EDGAR LOMAX VALUE FUND

EXPENSE EXAMPLE at April 30, 2019 (Unaudited)

Shareholders in mutual funds generally incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses. The Edgar Lomax Value Fund is a no-load mutual fund and has no shareholder transaction expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (11/1/18 – 4/30/19).
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses, with actual net expenses being limited to 0.70% per the operating expenses limitation agreement. In addition, the Advisor has voluntarily agreed to waive a portion of its advisory fee contingent upon the Fund’s performance versus the S&P 500® Value Index (see Note 4 of the Notes to Financial Statements). If the Advisor waives advisory fees under this arrangement, it has also agreed to absorb all expenses, other than advisory fees. For the six months ended April 30, 2019, the Fund’s aggregate annual operating expenses were reduced to 0.70%. Although the Fund charges no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks, and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent. The Example below includes, but is not limited to, management fees, fund accounting, custody and transfer agent fees. You may use the information in the first line of the table, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and will not help you determine the relative total costs of owning different funds, as they may charge transactional costs, such as sales charges (loads), redemption fees, or exchange fees.
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period*
 
11/1/18
4/30/19
11/1/18 – 4/30/19
Actual
$1,000.00
$1,043.30
$3.55
Hypothetical (5% return before expenses)
$1,000.00
$1,021.32
$3.51

*
Expenses are equal to the Fund’s annualized expense ratio of 0.70%, multiplied by the average account value over the period, multiplied by 181 (days in most recent fiscal half-year)/365 days to reflect the one-half year expense.


3


EDGAR LOMAX VALUE FUND

INDUSTRY ALLOCATION OF PORTFOLIO ASSETS at April 30, 2019 (Unaudited)



 

 

 

 

 
Percentages represent market value as a percentage of total investments.
 

4


EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at April 30, 2019 (Unaudited)

Shares
 
COMMON STOCKS - 94.57%
 
Value
 
   
Beverage and Tobacco Product Manufacturing - 3.91%
     
 
3,850
 
Altria Group, Inc.
 
$
209,171
 
 
69,900
 
Coca-Cola Co.
   
3,429,294
 
 
6,200
 
PepsiCo, Inc.
   
793,910
 
           
4,432,375
 
     
Broadcasting (Except Internet) - 3.54%
       
 
5,400
 
Fox Corp. - Class A (a)
   
210,546
 
 
27,792
 
Walt Disney Co.
   
3,806,627
 
           
4,017,173
 
     
Building Material and Garden Equipment - 0.36%
       
 
2,000
 
Home Depot, Inc.
   
407,400
 
               
     
Chemical Manufacturing - 6.36%
       
 
23,900
 
AbbVie, Inc.
   
1,897,421
 
 
11,000
 
Gilead Sciences, Inc.
   
715,440
 
 
113,402
 
Pfizer, Inc.
   
4,605,255
 
           
7,218,116
 
     
Computer and Electronic Product Manufacturing - 8.48%
       
 
9,600
 
Apple, Inc.
   
1,926,432
 
 
24,200
 
Cisco Systems, Inc.
   
1,353,990
 
 
54,600
 
Intel Corp.
   
2,786,784
 
 
12,100
 
QUALCOMM, Inc.
   
1,042,173
 
 
6,800
 
Raytheon Co.
   
1,207,612
 
 
11,000
 
Texas Instruments, Inc.
   
1,296,130
 
           
9,613,121
 
     
Couriers and Messengers - 0.66%
       
 
7,100
 
United Parcel Service, Inc. - Class B
   
754,162
 
               
     
Credit Intermediation and Related Activities - 6.78%
       
 
42,500
 
Bank of America Corp.
   
1,299,650
 
 
29,700
 
Bank of New York Mellon Corp.
   
1,474,902
 
 
13,200
 
Citigroup, Inc.
   
933,240
 
 
28,100
 
JPMorgan Chase & Co.
   
3,261,005
 


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

5


EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at April 30, 2019 (Unaudited), continued

Shares
 
COMMON STOCKS - 94.57%
 
Value
 
   
Credit Intermediation and Related Activities - 6.78%, continued
     
 
14,900
 
Wells Fargo & Co.
 
$
721,309
 
           
7,690,106
 
     
Electrical Equipment, Appliance, and
       
     
  Component Manufacturing - 1.82%
       
 
29,000
 
Emerson Electric Co.
   
2,058,710
 
               
     
Food Manufacturing - 0.47%
       
 
16,000
 
Kraft Heinz Co.
   
531,840
 
               
     
General Merchandise Stores - 7.80%
       
 
69,300
 
Target Corp.
   
5,365,206
 
 
33,800
 
Wal-Mart, Inc.
   
3,475,992
 
           
8,841,198
 
     
Health and Personal Care Stores - 3.42%
       
 
72,500
 
Walgreens Boots Alliance, Inc.
   
3,883,825
 
               
     
Insurance Carriers and Related Activities - 6.53%
       
 
50,700
 
Allstate Corp.
   
5,022,342
 
 
17,400
 
American International Group, Inc.
   
827,718
 
 
16,700
 
MetLife, Inc.
   
770,371
 
 
5,500
 
Travelers Cos., Inc.
   
790,625
 
           
7,411,056
 
     
Merchant Wholesalers, Durable Goods - 0.92%
       
 
5,500
 
3M Co.
   
1,042,305
 
               
     
Merchant Wholesalers, Non-Durable Goods - 1.07%
       
 
11,400
 
Procter & Gamble Co.
   
1,213,872
 
               
     
Oil and Gas Extraction - 0.58%
       
 
11,200
 
Occidental Petroleum Corp.
   
659,456
 
               
     
Petroleum and Coal Products Manufacturing - 9.29%
       
 
43,100
 
Chevron Corp.
   
5,174,586
 
 
66,800
 
Exxon Mobil Corp.
   
5,362,704
 
           
10,537,290
 


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

6


EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at April 30, 2019 (Unaudited), continued

Shares
 
COMMON STOCKS - 94.57%
 
Value
 
   
Professional, Scientific, and Technical Services - 2.60%
     
 
21,000
 
International Business Machines Corp.
 
$
2,945,670
 
               
     
Rail Transportation - 2.89%
       
 
18,500
 
Union Pacific Corp.
   
3,275,240
 
               
     
Real Estate - 0.63%
       
 
4,100
 
Simon Property Group, Inc.
   
712,170
 
               
     
Support Activities for Mining - 1.45%
       
 
13,100
 
ConocoPhillips
   
826,872
 
 
19,100
 
Schlumberger, Ltd. (b)
   
815,188
 
           
1,642,060
 
     
Telecommunications - 6.17%
       
 
97,500
 
AT&T, Inc.
   
3,018,600
 
 
69,500
 
Verizon Communications, Inc.
   
3,974,705
 
           
6,993,305
 
     
Transportation Equipment Manufacturing - 9.21%
       
 
4,700
 
Boeing Co.
   
1,775,143
 
 
89,900
 
Ford Motor Co.
   
939,455
 
 
13,300
 
General Dynamics Corp.
   
2,376,976
 
 
20,600
 
General Motors Co.
   
802,370
 
 
2,600
 
Lockheed Martin Corp.
   
866,658
 
 
25,800
 
United Technologies Corp.
   
3,679,338
 
           
10,439,940
 
     
Utilities - 9.63%
       
 
8,000
 
Duke Energy Corp.
   
728,960
 
 
64,600
 
Exelon Corp.
   
3,291,370
 
 
44,700
 
Kinder Morgan, Inc.
   
888,189
 
 
10,700
 
NextEra Energy, Inc.
   
2,080,508
 
 
74,000
 
Southern Co.
   
3,938,280
 
           
10,927,307
 
     
TOTAL COMMON STOCKS (Cost $95,545,157)
   
107,247,697
 


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

7


EDGAR LOMAX VALUE FUND

SCHEDULE OF INVESTMENTS at April 30, 2019 (Unaudited), continued

Shares
 
MONEY MARKET FUNDS - 5.20%
 
Value
 
 
5,616,640
 
Invesco STIT-Treasury Portfolio - Institutional Class, 2.32% (c)
 
$
5,616,640
 
 
279,987
 
Morgan Stanley Institutional Liquidity Fund -
       
     
  Government Portfolio - Institutional Class, 2.34% (c)
   
279,987
 
     
TOTAL MONEY MARKET FUNDS (Cost $5,896,627)
   
5,896,627
 
     
Total Investments in Securities (Cost $101,441,784) - 99.77%
   
113,144,324
 
     
Other Assets in Excess of Liabilities - 0.23%
   
266,196
 
     
TOTAL NET ASSETS - 100.00%
 
$
113,410,520
 

(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 April 30, 2019.








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

8


EDGAR LOMAX VALUE FUND

STATEMENT OF ASSETS AND LIABILITIES at April 30, 2019 (Unaudited)

ASSETS
     
Investments in securities, at value (identified cost $101,441,784)
 
$
113,144,324
 
Receivables
       
Fund shares sold
   
285,410
 
Dividends and interest
   
188,272
 
Prepaid expenses
   
24,262
 
Total assets
   
113,642,268
 
         
LIABILITIES
       
Payables
       
Fund shares redeemed
   
137,239
 
Administration fees
   
29,641
 
Advisory fees
   
29,040
 
Audit fees
   
10,166
 
Transfer agent fees and expenses
   
7,505
 
Fund accounting fees
   
6,247
 
Legal fees
   
5,716
 
Shareholder reporting
   
2,591
 
Chief Compliance Officer fee
   
2,278
 
Custody fees
   
1,245
 
Accrued other expenses
   
80
 
Total liabilities
   
231,748
 
         
NET ASSETS
 
$
113,410,520
 
         
CALCULATION OF NET ASSET VALUE PER SHARE
       
Net assets applicable to shares outstanding
 
$
113,410,520
 
Shares issued and outstanding
       
  [unlimited number of shares (par value $0.01) authorized]
   
8,171,836
 
Net asset value, offering and redemption price per share
 
$
13.88
 
         
COMPONENTS OF NET ASSETS
       
Paid-in capital
 
$
100,795,096
 
Total distributable earnings
   
12,615,424
 
Net assets
 
$
113,410,520
 


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

9


EDGAR LOMAX VALUE FUND

STATEMENT OF OPERATIONS – For the six months ended April 30, 2019 (Unaudited)

INVESTMENT INCOME
     
Dividends
 
$
1,652,637
 
Interest
   
45,656
 
Total investment income
   
1,698,293
 
         
EXPENSES
       
Advisory fees (Note 4)
   
268,277
 
Administration fees (Note 4)
   
84,667
 
Transfer agent fees and expenses (Note 4)
   
42,551
 
Fund accounting fees (Note 4)
   
18,398
 
Registration fees
   
12,365
 
Audit fees
   
10,166
 
Custody fees (Note 4)
   
8,185
 
Trustee fees and expenses
   
7,661
 
Legal fees
   
5,457
 
Chief Compliance Officer fee (Note 4)
   
5,278
 
Other expenses
   
2,757
 
Reports to shareholders
   
2,544
 
Insurance expense
   
1,205
 
Total expenses
   
469,511
 
Less: advisory fee waiver (Note 4)
   
(128,068
)
Net expenses
   
341,443
 
Net investment income
   
1,356,850
 
         
REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS
       
Net realized loss on investments
   
(104,515
)
Net change in unrealized appreciation on investments
   
3,481,488
 
Net realized and unrealized gain on investments
   
3,376,973
 
Net Increase in Net Assets Resulting from Operations
 
$
4,733,823
 




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

10


EDGAR LOMAX VALUE FUND

STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months Ended
       
   
April 30, 2019
   
Year Ended
 
   
(Unaudited)
   
October 31, 2018
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income
 
$
1,356,850
   
$
1,810,696
 
Net realized gain/(loss) on investments
   
(104,515
)
   
10,118,745
 
Net change in unrealized appreciation/depreciation on investments
   
3,481,488
     
(4,415,034
)
Net increase in net assets resulting from operations
   
4,733,823
     
7,514,407
 
                 
DISTRIBUTIONS TO SHAREHOLDERS
               
Total distributions to shareholders
   
(11,966,807
)
   
(6,976,144
)
                 
CAPITAL SHARE TRANSACTIONS
               
Net increase in net assets derived from
               
  net change in outstanding shares (a)
   
35,335,005
     
2,897,199
 
Total increase in net assets
   
28,102,021
     
3,435,462
 
                 
NET ASSETS
               
Beginning of period
   
85,308,499
     
81,873,037
 
End of period
 
$
113,410,520
   
$
85,308,499
 

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

     
Six Months Ended
             
     
April 30, 2019
   
Year Ended
 
     
(Unaudited)
   
October 31, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
2,231,582
   
$
30,487,166
     
569,276
   
$
8,618,586
 
 
Shares issued on reinvestments of distributions
   
909,589
     
11,888,324
     
470,895
     
6,940,984
 
 
Shares redeemed
   
(532,852
)
   
(7,040,485
)
   
(844,064
)
   
(12,662,371
)
 
Net increase
   
2,608,319
   
$
35,335,005
     
196,107
   
$
2,897,199
 


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

11


EDGAR LOMAX VALUE FUND

FINANCIAL HIGHLIGHTS
For a share outstanding throughout each period

   
Six Months Ended
                               
   
April 30, 2019
   
Year Ended October 31,
 
   
(Unaudited)
   
2018
   
2017
   
2016
   
2015
   
2014
 
Net asset value, beginning of period
 
$
15.33
   
$
15.25
   
$
13.00
   
$
13.95
   
$
15.83
   
$
13.77
 
                                                 
Income from investment operations:
                                               
Net investment income
   
0.16
     
0.33
     
0.36
     
0.30
     
0.33
     
0.26
 
Net realized and unrealized
                                               
  gain/(loss) on investments
   
0.38
     
1.06
     
2.25
     
0.60
     
(0.56
)
   
2.15
 
Total from investment operations
   
0.54
     
1.39
     
2.61
     
0.90
     
(0.23
)
   
2.41
 
Less distributions:
                                               
From net investment income
   
(0.31
)
   
(0.36
)
   
(0.29
)
   
(0.35
)
   
(0.26
)
   
(0.25
)
From net realized gain on investments
   
(1.68
)
   
(0.95
)
   
(0.07
)
   
(1.50
)
   
(1.39
)
   
(0.10
)
Total distributions
   
(1.99
)
   
(1.31
)
   
(0.36
)
   
(1.85
)
   
(1.65
)
   
(0.35
)
                                                 
Net asset value, end of period
 
$
13.88
   
$
15.33
   
$
15.25
   
$
13.00
   
$
13.95
   
$
15.83
 
Total return
   
4.33
%‡
   
9.44
%
   
20.43
%
   
7.70
%
   
-1.40
%
   
17.94
%
                                                 
Ratios/supplemental data:
                                               
Net assets, end of period (thousands)
 
$
113,411
   
$
85,308
   
$
81,873
   
$
77,809
   
$
67,542
   
$
63,035
 
                                                 
Ratio of expenses to average net assets:
                                               
Before fees waived and
                                               
  expenses absorbed
   
0.96
%†
   
1.00
%
   
1.06
%
   
1.27
%
   
1.31
%
   
1.33
%
After fees waived and
                                               
  expenses absorbed
   
0.70
%†
   
0.70
%
   
0.50
%
   
0.64
%
   
0.63
%
   
0.60
%
                                                 
Ratio of net investment income
                                               
  to average net assets:
                                               
Before fees waived and
                                               
  expenses absorbed
   
2.52
%†
   
1.86
%
   
1.90
%
   
1.73
%
   
1.66
%
   
1.28
%
After fees waived and
                                               
  expenses absorbed
   
2.78
%†
   
2.16
%
   
2.46
%
   
2.36
%
   
2.34
%
   
2.01
%
                                                 
Portfolio turnover rate
   
25.45
%‡
   
40.62
%
   
37.01
%
   
56.00
%
   
48.69
%
   
43.36
%

Annualized
Not Annualized


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

12


EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at April 30, 2019 (Unaudited)

NOTE 1 – ORGANIZATION
 
The Edgar Lomax Value Fund (the “Fund”) is a diversified series of Advisors Series Trust (the “Trust”), which is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) as an open-end management investment company. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies”. The Fund’s investment objective is to seek long-term capital growth while providing some income.  The Fund began operations on December 12, 1997.
 
NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America.
 
 
A.
Security Valuation: All investments in securities are recorded at their estimated fair value, as described in note 3.
     
 
B.
Federal Income Taxes: It is the Fund’s policy to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no Federal income or excise tax provision is required.
     
   
The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities.  Management has analyzed the Fund’s tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for the open tax years 2016-2018, or expected to be taken in the Fund’s 2019 tax returns.  The Fund identifies its major tax jurisdictions as U.S. Federal and the state of Wisconsin; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
     
 
C.
Securities Transactions, Income and Distributions: Securities transactions are accounted for on the trade date. Realized gains and losses on securities sold are determined on a first-in, first-out basis.  Interest income is recorded on an accrual basis.  Dividend income, income and capital gain distributions from underlying funds, and distributions to shareholders are recorded on the ex-dividend date.
     
   
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 Fund distributes substantially all net investment income, if any, and net realized gains, if any, annually.  Distributions from net realized gains for book purposes may include short-term capital gains.  All short-term capital gains are included in ordinary income for tax purposes.
     
   
The amount 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.


13


EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at April 30, 2019 (Unaudited), continued

 
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.
     
 
E.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates.
     
 
F.
Events Subsequent to the Fiscal Period End: In preparing the financial statements as of April 30, 2019, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements.  Management has determined there were no subsequent events that would need to be disclosed in the Fund’s financial statements.

NOTE 3 – SECURITIES VALUATION
 
The Fund has adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded disclosure of valuation levels for major security types.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
     
 
Level 2 –
Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
     
 
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
The Fund determines the fair value of its investments and computes its net asset value per share as of the close of regular trading on the New York Stock Exchange (4:00 pm EST).
 
Equity Securities: The Fund’s investments are carried at fair value. Securities that are primarily traded on a national securities exchange shall be valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and asked prices.  Securities primarily traded in the NASDAQ Global Market System for which market quotations are readily available
 


14


EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at April 30, 2019 (Unaudited), continued

shall be valued using the NASDAQ Official Closing Price (“NOCP”).  If the NOCP is not available, such securities shall be valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and asked prices.  Over-the-counter securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price.  Investments in open-end funds are valued at their net asset value per share.  To the extent, these securities are actively traded and valuation adjustments are not applied, they are categorized in level 1 of the fair value hierarchy.
 
Short-Term Securities: Short-term debt securities, including those securities having a maturity of 60 days or less, are valued at the evaluated mean between the bid and asked prices.  To the extent the inputs are observable and timely, these securities would be classified in level 2 of the fair value hierarchy.
 
The Board of Trustees (“Board”) has delegated day-to-day valuation issues to a Valuation Committee of the Trust which is comprised of representatives from U.S. Bancorp Fund Services, LLC (“Fund Services” or the “Administrator”), doing business as U.S. Bank Global Fund Services, the Fund’s administrator. The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available or the closing price does not represent fair value by following procedures approved by the Board. These procedures consider many factors, including the type of security, size of holding, trading volume and news events. All actions taken by the Valuation Committee are subsequently reviewed and ratified by the Board.
 
Depending on the relative significance of the valuation inputs, fair valued securities may be classified in either level 2 or level 3 of the fair value hierarchy.
 
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Fund’s securities as of April 30, 2019:
 
     
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Common Stocks
                       
 
  Finance and Insurance
 
$
15,813,332
   
$
   
$
   
$
15,813,332
 
 
  Information
   
11,010,478
     
     
     
11,010,478
 
 
  Manufacturing
   
44,831,392
     
     
     
44,831,392
 
 
  Mining, Quarrying, and Oil and
                               
 
    Gas Extraction
   
2,301,516
     
     
     
2,301,516
 
 
  Professional, Scientific, and
                               
 
    Technical Services
   
2,945,670
     
     
     
2,945,670
 
 
  Retail Trade
   
13,132,423
     
     
     
13,132,423
 
 
  Transportation and Warehousing
   
4,029,402
     
     
     
4,029,402
 
 
  Utilities
   
10,927,307
     
     
     
10,927,307
 
 
  Wholesale Trade
   
2,256,177
     
     
     
2,256,177
 
 
Total Common Stocks
   
107,247,697
     
     
     
107,247,697
 
 
Money Market Funds
   
5,896,627
     
     
     
5,896,627
 
 
Total Investments in Securities
 
$
113,144,324
   
$
   
$
   
$
113,144,324
 


15


EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at April 30, 2019 (Unaudited), continued

Refer to the Fund’s schedule of investments for a detailed break-out of common stocks by industry classification. Transfers between levels are recognized at April 30, 2019, the end of the reporting period. There were no transfers during the six months ended April 30, 2019.
 
In August 2018, the Financial Accounting Standards Board issued Accounting Standard Update (“ASU”) 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An entity is permitted to early adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of the additional disclosures, which are required for public companies only, until their effective date. Management is currently evaluating the impact these changes will have on the Fund’s financial statements and disclosures.
 
NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Edgar Lomax Company (the “Advisor”) provided the Fund with investment management services under an investment advisory agreement. The Advisor furnished all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee at the annual rate of 0.55% based upon the average daily net assets of the Fund. Additionally, the Advisor has agreed to voluntarily waive a portion of its management fee and pay certain Fund expenses such that “Total Annual Fund Operating Expenses” will decline to 0.50% for underperformance versus the S&P 500 Value Index during either the 3-year or 5-year period. While this voluntary management fee waiver can be discontinued at any time, the Advisor has no intention of doing so. For the six months ended April 30, 2019, the Fund incurred $268,277 in advisory fees, of which the Advisor voluntarily waived $0, resulting in net advisory fees of $268,277 before expense limitation waivers.
 
The Fund is responsible for its own operating expenses. The Advisor has contractually agreed to reduce fees payable to it by the Fund and to pay Fund operating expenses to the extent necessary to limit Total Annual Fund Operating Expenses (excluding acquired fund fees and expenses, interest, taxes and extraordinary expenses) to 0.70% of average daily net assets. If the Advisor waives advisory fees under the arrangement described above, it has also agreed to absorb all expenses, other than advisory fees. For the six months ended April 30, 2019, the Fund’s aggregate annual operating expenses were 0.70% of the Fund’s average daily net assets, including contractual expense limits. During the six months ended April 30, 2019 there were no additional voluntary waivers of other expenses. Any such reduction made by the Advisor in its fees or payment of expenses which are the Fund’s obligation are subject to reimbursement by the Fund to the Advisor, if so requested by the Advisor, in any subsequent month in the 36-month period from the date of the management fee reduction and expense payment if the aggregate amount actually paid by the Fund towards the operating expenses for such fiscal year (taking into account the reimbursement) will not cause the Fund to exceed the lesser of: (1) the expense limitation in place at the time of the management fee reduction and expense payment; or (2) the expense limitation in place at the time of the reimbursement. Any such reimbursement is also contingent upon Board of Trustees review and approval at the time the reimbursement is made. Such reimbursement may not be paid prior to the Fund’s payment of current ordinary
 


16


EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at April 30, 2019 (Unaudited), continued

operating expenses. For the six months ended April 30, 2019, excluding amounts voluntarily waived, the Advisor reduced its fees in the amount of $128,068; no amounts were reimbursed to the Advisor. Cumulative expenses subject to recapture pursuant to the aforementioned conditions expire as follows:
 
 
Expires
 
Amount
   
 
5/1/2019 – 10/31/2019
 
$
106,964
   
 
10/31/2020
   
257,469
   
 
10/31/2021
   
249,949
   
 
11/1/2021 – 04/30/2022
   
128,068
   
     
$
742,450
   


Fund Services serves as the Fund’s administrator, fund accountant and transfer agent. In those capacities Fund Services maintains the Fund’s books and records, calculates the Fund’s NAV, prepares various federal and state regulatory filings, coordinates the payment of fund expenses, reviews expense accruals and prepares materials supplied to the Board of Trustees.  The officers of the Trust and the Chief Compliance Officer are also employees of Fund Services. Fees paid by the Fund to Fund Services for these services for the six months ended April 30, 2019 are disclosed in the statement of operations.
 
Quasar Distributors, LLC (the “Distributor”) acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  U.S. Bank N.A. serves as custodian (the Custodian) to the Fund.  Both the Distributor and Custodian are affiliates of the Administrator. Fees paid by the Fund to U.S. Bank N.A. for custody services for the six months ended April 30, 2019 are disclosed in the statement of operations.
 
The Fund has entered into agreements with various brokers, dealers and financial intermediaries to compensate them for transfer agent services that would otherwise be executed by Fund Services.  These sub-transfer agent services include pre-processing and quality control of new accounts, maintaining detailed shareholder account records, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. The Fund expensed $28,453 of sub-transfer agent fees during the six months ended April 30, 2019. These fees are included in the Transfer agent fees and expenses amount indicated in the statement of operations.
 
NOTE 5 – PURCHASES AND SALES OF SECURITIES
 
For the six months ended April 30, 2019, the cost of purchases and the proceeds from sales of securities, excluding short-term securities, were $44,292,586 and $24,128,580, respectively.
 

17


EDGAR LOMAX VALUE FUND

NOTES TO FINANCIAL STATEMENTS at April 30, 2019 (Unaudited), continued


NOTE 6 – INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
 
The tax character of distributions paid during the six months ended April 30, 2019 and the year ended October 31, 2018 was as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2019
   
October 31, 2018
 
 
Net investment income
 
$
1,868,604
   
$
2,100,643
 
 
Long-term capital gains
   
10,098,203
     
4,875,501
 

As of October 31, 2018, the Fund’s most recently completed fiscal year end, the components of accumulated earnings/(losses) on a tax basis were as follows:
 
 
Cost of investments (a)
 
$
76,722,500
 
 
Gross tax unrealized appreciation
   
12,250,052
 
 
Gross tax unrealized depreciation
   
(4,069,760
)
 
Net tax unrealized appreciation (a)
   
8,180,292
 
 
Undistributed ordinary income
   
1,569,919
 
 
Undistributed long-term capital gain
   
10,098,197
 
 
Total distributable earnings
   
11,668,116
 
 
Total accumulated earnings/(losses)
 
$
19,848,408
 

 
(a)
The difference between book-basis and tax-basis net unrealized appreciation is attributable primarily to the tax deferral of losses on wash sales.








18


EDGAR LOMAX VALUE FUND

NOTICE TO SHAREHOLDERS at April 30, 2019 (Unaudited)

How to Obtain a Copy of the Fund’s Proxy Voting Policies
 
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling 1-866-205-0524 or on the U.S. Securities and Exchange Commission’s website at http://www.sec.gov.
 
How to Obtain a Copy of the Fund’s Proxy Voting Records for the 12-Month Period Ended June 30
 
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-866-205-0524.  Furthermore, you can obtain the Fund’s proxy voting records on the SEC’s website at http://www.sec.gov.
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the SEC’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-202-551-8090.  Information included in the Fund’s Form N-Q is also available by calling 1-866-205-0524.
 

 
HOUSEHOLDING

In an effort to decrease costs, the Fund intends to reduce the number of duplicate prospectuses, annual and semi-annual reports, proxy statements and other similar documents you receive by sending only one copy of each to those addresses shared by two or more accounts and to shareholders the Transfer Agent reasonably believes are from the same family or household. Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 1-866-205-0524 to request individual copies of these documents. Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request. This policy does not apply to account statements.
 







19


EDGAR LOMAX VALUE FUND

APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)

At a meeting held on December 5-6, 2018, the Board (which is comprised of five persons, all of whom are Independent Trustees as defined under the Investment Company Act of 1940, as amended), considered and approved, for another annual term, the continuance of the investment advisory agreement (the “Advisory Agreement”) between Advisors Series Trust (the “Trust”) and The Edgar Lomax Company (the “Advisor”) on behalf of the Edgar Lomax Value Fund (the “Fund”).  At this meeting, and at a prior meeting held on October 17-18, 2018, the Board received and reviewed substantial information regarding the Fund, the Advisor and the services provided by the Advisor to the Fund under the Advisory Agreement.  This information, together with the information provided to the Board throughout the course of the year, formed the primary (but not exclusive) basis for the Board’s determinations.  Below is a summary of the factors considered by the Board and the conclusions that formed the basis for the Board’s approval of the continuance of the Advisory Agreement:
 
 
1.
THE NATURE, EXTENT AND QUALITY OF THE SERVICES PROVIDED AND TO BE PROVIDED BY THE ADVISOR UNDER THE ADVISORY AGREEMENT.  The Board considered the nature, extent and quality of the Advisor’s overall services provided to the Fund, as well as its specific responsibilities in all aspects of day-to-day investment management of the Fund. The Board considered the qualifications, experience and responsibilities of the portfolio managers, as well as the responsibilities of other key personnel of the Advisor involved in the day-to-day activities of the Fund.  The Board also considered the resources and compliance structure of the Advisor, including information regarding its compliance program, its chief compliance officer and the Advisor’s compliance record, as well as the Advisor’s cybersecurity program and business continuity plan.  The Board also considered the prior relationship between the Advisor and the Trust, as well as the Board’s knowledge of the Advisor’s operations, and noted that during the course of the prior year they had met with the Advisor to discuss the Fund’s performance and investment outlook as well as various marketing and compliance topics, including the Advisor’s risk management process.  The Board concluded that the Advisor had the quality and depth of personnel, resources, investment methods and compliance policies and procedures essential to performing its duties under the Advisory Agreement and that the nature, overall quality and extent of such management services are satisfactory.
     
 
2.
THE FUND’S HISTORICAL PERFORMANCE AND THE OVERALL PERFORMANCE OF THE ADVISOR.  In assessing the quality of the portfolio management delivered by the Advisor, the Board reviewed the short-term and long-term performance of the Fund as of July 31, 2018 on both an absolute basis and in comparison to its peer funds utilizing Morningstar classifications and appropriate securities benchmarks.  While the Board considered both short-term and long-term performance, it placed greater emphasis on longer term performance.  The Board also took into account that the Fund’s track record is measured as of a specific date, and that track records can vary as of different measurement dates. When reviewing performance against the comparative peer group universe, the Board took into account that the investment objective and strategies of the Fund, as well as its level of risk tolerance, may differ significantly from funds in the peer universe. The Board took into account the Advisor’s views as to the reasons for the Fund’s relative performance against peers and benchmarks over various time periods and its future outlook for the Fund. In considering the Fund’s performance, the Trustees placed greater emphasis on performance against peers as opposed to the unmanaged benchmark indices.


20


EDGAR LOMAX VALUE FUND

APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), continued

   
The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was above its peer group median for the one-year, three-year, five-year and ten-year periods.
     
   
The Board reviewed the performance of the Fund against broad-based securities market benchmarks.
     
   
The Board also considered any differences in performance between the Advisor’s separately managed accounts and the performance of the Fund.
     
 
3.
THE COSTS OF THE SERVICES TO BE PROVIDED BY THE ADVISOR AND THE STRUCTURE OF THE ADVISOR’S FEE UNDER THE ADVISORY AGREEMENT.  In considering the advisory fee and total expenses of the Fund, the Board reviewed comparisons to the peer funds and the Advisor’s similarly managed accounts for other types of clients, as well as all expense waivers and reimbursements for the Fund.  When reviewing fees charged to other separately managed accounts, the Board took into account the type of account and the differences in the management of that account that might be germane to the difference, if any, in the fees charged to such accounts.
     
   
The Board noted that the Advisor had contractually agreed to limit the annual expense ratio for the Fund to no more than 0.70% (the “Expense Cap”).  Additionally, the Board noted that the Advisor had voluntarily agreed to waive a portion of its advisory fees in the event, at the end of any month, the Fund’s trailing three-year and/or five-year average annual total return was less than that of a specific index.  The Board noted that the Fund’s total expense ratio was below its peer group median and average both within the broader universe of peers and among a narrower peer group, adjusted to include only funds with similar asset sizes.  Additionally, the Board considered that the contractual advisory fee was below the peer group median and average, both within the broader universe of peers and among a narrower peer group adjusted to include only funds with similar asset sizes. The Board also considered that after advisory fee waivers and the reimbursement of Fund expenses necessary to maintain the Expense Cap, in addition to the voluntary expense limitation which was in effect during portions of the period, the advisory fees received from the Fund were below the peer group median and average as of the year ended July 31, 2018.
     
   
The Board also considered the services the Advisor provided to its separately managed account clients, comparing the fees charged for those management services to the management fees charged to the Fund.  The Board found that the management fees charged to the Fund were in some cases higher than the fees charged to the Advisor’s similarly managed account clients due to the increased services provided to the Fund.
     
   
The Board determined that it would continue to monitor the appropriateness of the advisory fee for the Fund and concluded that, at this time, the fee to be paid to the Advisor was fair and reasonable.
     
 
4.
ECONOMIES OF SCALE.  The Board also considered whether economies of scale were being realized by the Advisor that should be shared with shareholders.  The Board further noted that the Advisor has contractually agreed to reduce its advisory fees or reimburse Fund expenses so that the Fund does not exceed the specified Expense Cap.  The Board noted that at current asset levels, it did not appear that there were additional significant economies of scale being realized by the Advisor that should be shared with


21


EDGAR LOMAX VALUE FUND

APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), continued

   
shareholders and concluded that it would continue to monitor economies of scale in the future as circumstances changed and assuming asset levels continue to increase.
     
 
5.
THE PROFITS TO BE REALIZED BY THE ADVISOR AND ITS AFFILIATES FROM THEIR RELATIONSHIP WITH THE FUND.  The Board reviewed the Advisor’s financial information and took into account both the direct benefits and the indirect benefits to the Advisor from advising the Fund.  The Board considered the profitability to the Advisor from its relationship with the Fund and considered any additional benefits derived by the Advisor from its relationship with the Fund, such as “soft dollar” benefits that may be received in exchange for Fund brokerage.  The Board also considered that the Fund does not charge Rule 12b-1 fees.  The Board also reviewed information regarding fee offsets for separate accounts invested in the Fund and determined that the Advisor was not receiving an advisory fee both at the separate account and at the Fund level for these accounts, and as a result was not receiving additional fall-out benefits from these relationships.  After such review, the Board determined that the profitability to the Advisor with respect to the Advisory Agreement was not excessive, and that the Advisor had maintained adequate resources and profit levels to support the services it provides to the Fund.

  No single factor was determinative of the Board’s decision to approve the continuance of the Advisory Agreement for the Fund, but rather the Board based its determination on the total mix of information available to them.  Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangement with the Advisor, including the advisory fees, was fair and reasonable.  The Board therefore determined that the continuance of the Advisory Agreement for the Fund would be in the best interest of the Fund and its shareholders.
 








22


EDGAR LOMAX VALUE FUND

PRIVACY NOTICE

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








23


Advisor
The Edgar Lomax Company
5971 Kingstowne Village Parkway, Suite 240
Alexandria, VA 22315
www.edgarlomax.com

Distributor
Quasar Distributors, LLC
777 East Wisconsin Avenue, 6th Floor
Milwaukee, WI 53202

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

Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street, 2nd Floor
Milwaukee, WI 53202
1-866-205-0524

Independent Registered
Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, PA 19102

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







This report is intended for the shareholders of the Fund and may not be used as sales literature unless preceded or accompanied by a current prospectus.  To obtain a free prospectus please call 1-866-205-0524.
 

ED-SEMI


Item 2. Code of Ethics.

Not applicable for semi-annual reports.

Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual reports.

Item 5. Audit Committee of Listed Registrants.

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

(b)
Not applicable.

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/Chief Executive Officer/Principal Executive Officer and Vice President/Treasurer/Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended, (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not Applicable.

(2) A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  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.

(4) Change in the registrant’s independent public accountant.  There was no change in the registrant’s independent public accountant for the period covered by this report.

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

SIGNATURES

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


(Registrant)  Advisors Series Trust

By (Signature and Title)*                    /s/ Jeffrey T. Rauman
Jeffrey T. Rauman, President/Chief Executive Officer/Principal Executive Officer

Date     July 5, 2019


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/ Jeffrey T. Rauman
Jeffrey T. Rauman, President/Chief Executive Officer/Principal Executive Officer

Date     July 5, 2019

By (Signature and Title)*                   /s/ Cheryl L. King
Cheryl L. King, Vice President/Treasurer/Principal Financial Officer

Date     July 9, 2019

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