N-CSRS 1 d390037dncsrs.htm EATON VANCE GROWTH TRUST Eaton Vance Growth Trust

 

 

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: 811-01241

 

 

Eaton Vance Growth Trust

(Exact Name of Registrant as Specified in Charter)

 

 

Two International Place, Boston, Massachusetts 02110

(Address of Principal Executive Offices)

 

 

Maureen A. Gemma

Two International Place, Boston, Massachusetts 02110

(Name and Address of Agent for Services)

 

 

(617) 482-8260

(Registrant’s Telephone Number)

September 30

Date of Fiscal Year End

March 31, 2017

Date of Reporting Period

 

 

 


Item 1. Reports to Stockholders


LOGO

 

 

Eaton Vance

Atlanta Capital SMID-Cap Fund

Semiannual Report

March 31, 2017

 

 

 

 

LOGO


 

 

Commodity Futures Trading Commission Registration. Effective December 31, 2012, the Commodity Futures Trading Commission (“CFTC”) adopted certain regulatory changes that subject registered investment companies and advisers to regulation by the CFTC if a fund invests more than a prescribed level of its assets in certain CFTC-regulated instruments (including futures, certain options and swap agreements) or markets itself as providing investment exposure to such instruments. The Fund has claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act. Accordingly, neither the Fund nor the adviser with respect to the operation of the Fund is subject to CFTC regulation. Because of its management of other strategies, the Fund’s adviser is registered with the CFTC as a commodity pool operator and a commodity trading advisor.

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.


Semiannual Report March 31, 2017

Eaton Vance

Atlanta Capital SMID-Cap Fund

Table of Contents

 

Performance

     2  

Fund Profile

     2  

Endnotes and Additional Disclosures

     3  

Fund Expenses

     4  

Financial Statements

     5  

Officers and Trustees

     26  

Important Notices

     27  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Performance1,2

 

Portfolio Managers Charles B. Reed, CFA, William O. Bell IV, CFA and W. Matthew Hereford, CFA, each of Atlanta Capital Management Company, LLC.

 

% Average Annual Total Returns   

Class

Inception Date

    

Performance

Inception Date

     Six Months      One Year      Five Years     Ten Years  

Class A at NAV

     11/28/2003        04/30/2002        7.79      13.06      13.38     11.39

Class A with 5.75% Maximum Sales Charge

                   1.60        6.55        12.05       10.74  

Class C at NAV

     10/01/2009        04/30/2002        7.38        12.18        12.53       10.77  

Class C with 1% Maximum Sales Charge

                   6.38        11.18        12.53       10.77  

Class I at NAV

     04/30/2002        04/30/2002        7.92        13.32        13.66       11.66  

Class R at NAV

     08/03/2009        04/30/2002        7.62        12.75        13.09       11.19  

Class R6 at NAV

     07/01/2014        04/30/2002        7.98        13.41        13.72       11.70  

Russell 2500™ Index

                   10.11      21.53      12.60     7.70

Russell 2000® Index

                   11.52        26.22        12.35       7.11  
                
% Total Annual Operating Expense  Ratios3            Class A      Class C      Class I      Class R     Class R6  
        1.21      1.96      0.96      1.46     0.87

Fund Profile4

 

Sector Allocation (% of net assets)5

 

 

LOGO

Top 10 Holdings (% of net assets)5

 

 

Markel Corp.

    4.5

Teleflex, Inc.

    4.0  

ANSYS, Inc.

    3.7  

SEI Investments Co.

    3.1  

Manhattan Associates, Inc.

    2.9  

Dentsply Sirona, Inc.

    2.7  

Bio-Rad Laboratories, Inc., Class A

    2.7  

J.B. Hunt Transport Services, Inc.

    2.6  

Carlisle Cos., Inc.

    2.5  

IDEX Corp.

    2.5  

Total

    31.2
 

 

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance less than or equal to one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month-end, please refer to eatonvance.com.

 

  2  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Endnotes and Additional Disclosures

 

 

1 

Russell 2500™ Index is an unmanaged index of approximately 2,500 small- and mid-cap U.S. stocks. Russell 2000® Index is an unmanaged index of 2,000 U.S. small-cap stocks. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

 

2 

Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

 

  

Performance prior to the inception date of a class may be linked to the performance of an older class of the Fund. This linked performance is adjusted for any applicable sales charge, but is not adjusted for class expense differences. If adjusted for such differences, the performance would be different. The performance of Class C and Class R is linked to Class A and the performance of Class R6 is linked to Class I. Performance since inception for an index, if presented, is the performance since the Fund’s or oldest share class’ inception, as applicable. Performance presented in the Financial Highlights included in the financial statements is not linked.

 

3 

Source: Fund prospectus. The expense ratios for the current reporting period can be found in the Financial Highlights section of this report.

 

4 

Fund invests in an affiliated investment company (Portfolio) with the same objective(s) and policies as the Fund. References to investments are to the Portfolio’s holdings.

 

5 

Excludes cash and cash equivalents.

 

  

Fund profile subject to change due to active management.

    
 

 

  3  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Fund Expenses

 

 

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); 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 Fund investing 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 (October 1, 2016 – March 31, 2017).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, 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 section 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 section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund 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 your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

 

    

Beginning

Account Value
(10/1/16)

      

Ending

Account Value
(3/31/17)

      

Expenses Paid

During Period*
(10/1/16 – 3/31/17)

      

Annualized

Expense
Ratio

 
                

Actual

                

Class A

  $ 1,000.00        $ 1,077.90        $ 6.22          1.20

Class C

  $ 1,000.00        $ 1,073.80        $ 10.08          1.95

Class I

  $ 1,000.00        $ 1,079.20        $ 4.98          0.96

Class R

  $ 1,000.00        $ 1,076.20        $ 7.51          1.45

Class R6

  $ 1,000.00        $ 1,079.80        $ 4.46          0.86
                                          
                

Hypothetical

                

(5% return per year before expenses)

                

Class A

  $ 1,000.00        $ 1,018.90        $ 6.04          1.20

Class C

  $ 1,000.00        $ 1,015.20        $ 9.80          1.95

Class I

  $ 1,000.00        $ 1,020.10        $ 4.83          0.96

Class R

  $ 1,000.00        $ 1,017.70        $ 7.29          1.45

Class R6

  $ 1,000.00        $ 1,020.60        $ 4.33          0.86

 

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on September 30, 2016. The Example reflects the expenses of both the Fund and the Portfolio.

 

  4  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Statement of Assets and Liabilities (Unaudited)

 

 

Assets   March 31, 2017  

Investment in SMID-Cap Portfolio, at value (identified cost, $6,277,541,901)

  $ 9,068,369,522  

Receivable for Fund shares sold

    25,715,333  

Total assets

  $ 9,094,084,855  
Liabilities        

Payable for Fund shares redeemed

  $ 15,999,282  

Payable to affiliate:

 

Distribution and service fees

    732,357  

Accrued expenses

    1,333,621  

Total liabilities

  $ 18,065,260  

Net Assets

  $ 9,076,019,595  
Sources of Net Assets  

Paid-in capital

  $ 6,161,329,387  

Accumulated net realized gain from Portfolio

    136,934,462  

Accumulated net investment loss

    (13,071,875

Net unrealized appreciation from Portfolio

    2,790,827,621  

Total

  $ 9,076,019,595  
Class A Shares        

Net Assets

  $ 1,633,561,352  

Shares Outstanding

    61,068,171  

Net Asset Value and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 26.75  

Maximum Offering Price Per Share

 

(100 ÷ 94.25 of net asset value per share)

  $ 28.38  
Class C Shares  

Net Assets

  $ 230,458,610  

Shares Outstanding

    9,184,519  

Net Asset Value and Offering Price Per Share*

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 25.09  
Class I Shares  

Net Assets

  $ 5,653,815,054  

Shares Outstanding

    192,822,630  

Net Asset Value, Offering Price and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 29.32  
Class R Shares  

Net Assets

  $ 396,072,632  

Shares Outstanding

    15,120,980  

Net Asset Value, Offering Price and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 26.19  
Class R6 Shares  

Net Assets

  $ 1,162,111,947  

Shares Outstanding

    39,514,550  

Net Asset Value, Offering Price and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 29.41  

On sales of $50,000 or more, the offering price of Class A shares is reduced.

 

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

 

  5   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Statement of Operations (Unaudited)

 

 

Investment Income  

Six Months Ended

March 31, 2017

 

Dividends allocated from Portfolio

  $ 34,422,913  

Interest allocated from Portfolio

    100,374  

Expenses allocated from Portfolio

    (35,304,722

Total investment loss from Portfolio

  $ (781,435
Expenses        

Distribution and service fees

 

Class A

  $ 2,186,256  

Class C

    1,166,363  

Class R

    900,884  

Trustees’ fees and expenses

    250  

Custodian fee

    29,289  

Transfer and dividend disbursing agent fees

    3,861,943  

Legal and accounting services

    107,724  

Printing and postage

    222,580  

Registration fees

    231,718  

Miscellaneous

    24,903  

Total expenses

  $ 8,731,910  

Net investment loss

  $ (9,513,345
Realized and Unrealized Gain (Loss) from Portfolio        

Net realized gain (loss) —

 

Investment transactions

  $ 167,683,558  

Net realized gain

  $ 167,683,558  

Change in unrealized appreciation (depreciation) —

 

Investments

  $ 497,973,674  

Net change in unrealized appreciation (depreciation)

  $ 497,973,674  

Net realized and unrealized gain

  $ 665,657,232  

Net increase in net assets from operations

  $ 656,143,887  

 

  6   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Statements of Changes in Net Assets

 

 

Increase (Decrease) in Net Assets   Six Months Ended
March 31, 2017
(Unaudited)
   

Year Ended

September 30, 2016

 

From operations —

   

Net investment loss

  $ (9,513,345   $ (14,195,576

Net realized gain from investment transactions

    167,683,558       401,561,805  

Net change in unrealized appreciation (depreciation) from investments

    497,973,674       634,838,612  

Net increase in net assets from operations

  $ 656,143,887     $ 1,022,204,841  

Distributions to shareholders —

   

From net realized gain

   

Class A

  $ (67,239,793   $ (100,390,302

Class C

    (9,538,559     (17,262,617

Class I

    (176,167,884     (260,870,924

Class R

    (13,773,805     (16,473,634

Class R6

    (34,107,641     (30,191,455

Total distributions to shareholders

  $ (300,827,682   $ (425,188,932

Transactions in shares of beneficial interest —

   

Proceeds from sale of shares

   

Class A

  $ 238,204,537     $ 601,233,299  

Class C

    12,232,263       27,506,705  

Class I

    1,100,366,190       1,409,312,657  

Class R

    66,613,637       139,966,178  

Class R6

    387,298,086       441,173,312  

Net asset value of shares issued to shareholders in payment of distributions declared

   

Class A

    60,137,559       90,826,743  

Class C

    8,181,044       14,244,114  

Class I

    151,726,384       220,093,549  

Class R

    12,908,204       15,512,836  

Class R6

    33,879,930       30,190,033  

Cost of shares redeemed

   

Class A

    (496,452,425     (412,626,910

Class C

    (37,272,790     (46,654,884

Class I

    (634,011,897     (1,028,803,040

Class R

    (34,601,033     (48,549,121

Class R6

    (106,610,491     (120,932,076

Issued in connection with tax-free reorganization (see Note 8)

   

Class A

          22,822,084  

Class C

          7,204,794  

Class I

          1,796,330  

Net increase in net assets from Fund share transactions

  $ 762,599,198     $ 1,364,316,603  

Net increase in net assets

  $ 1,117,915,403     $ 1,961,332,512  
Net Assets  

At beginning of period

  $ 7,958,104,192     $ 5,996,771,680  

At end of period

  $ 9,076,019,595     $ 7,958,104,192  
Accumulated net investment loss
included in net assets
 

At end of period

  $ (13,071,875   $ (3,558,530

 

  7   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Financial Highlights

 

 

    Class A  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
      2016     2015     2014     2013     2012  

Net asset value — Beginning of period

  $ 25.770     $ 23.780     $ 22.330     $ 21.180     $ 16.520     $ 12.870  
Income (Loss) From Operations                                                

Net investment loss(1)

  $ (0.049   $ (0.087   $ (0.075   $ (0.062   $ (0.044   $ (0.070

Net realized and unrealized gain

    2.027       3.812       2.286       1.360       4.760       3.808  

Total income from operations

  $ 1.978     $ 3.725     $ 2.211     $ 1.298     $ 4.716     $ 3.738  
Less Distributions                                                

From net realized gain

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Total distributions

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Net asset value — End of period

  $ 26.750     $ 25.770     $ 23.780     $ 22.330     $ 21.180     $ 16.520  

Total Return(2)

    7.79 %(3)      16.27     9.99     6.13     28.63 %(4)      29.12 %(5) 
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 1,633,561     $ 1,764,805     $ 1,336,145     $ 1,294,128     $ 1,566,425     $ 1,010,125  

Ratios (as a percentage of average daily net assets):(6)

           

Expenses(7)

    1.20 %(8)      1.21     1.22     1.23     1.25 %(4)      1.24 %(5) 

Net investment loss

    (0.38 )%(8)      (0.35 )%      (0.31 )%      (0.28 )%      (0.24 )%      (0.44 )% 

Portfolio Turnover of the Portfolio

    5 %(3)      17     17     11     9     6

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

 

(3) 

Not annualized.

 

(4) 

The sub-adviser of the Portfolio reimbursed certain operating expenses of the Fund (equal to 0.01% of average daily net assets for the year ended September 30, 2013). Absent this reimbursement, total return would be lower.

 

(5) 

The administrator reimbursed certain operating expenses (equal to 0.08% of average daily net assets for the year ended September 30, 2012). A portion of the reimbursement was borne by the sub-adviser of the Portfolio. Absent this reimbursement, total return would be lower.

 

(6) 

Includes the Fund’s share of the Portfolio’s allocated expenses.

 

(7) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(8) 

Annualized.

 

  8   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class C  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
      2016     2015     2014     2013     2012  

Net asset value — Beginning of period

  $ 24.320     $ 22.690     $ 21.500     $ 20.550     $ 16.150     $ 12.680  
Income (Loss) From Operations                                                

Net investment loss(1)

  $ (0.137   $ (0.257   $ (0.246   $ (0.224   $ (0.182   $ (0.185

Net realized and unrealized gain

    1.905       3.622       2.197       1.322       4.638       3.743  

Total income from operations

  $ 1.768     $ 3.365     $ 1.951     $ 1.098     $ 4.456     $ 3.558  
Less Distributions                                                

From net realized gain

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Total distributions

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Net asset value — End of period

  $ 25.090     $ 24.320     $ 22.690     $ 21.500     $ 20.550     $ 16.150  

Total Return(2)

    7.38 %(3)      15.41     9.15     5.35     27.68 %(4)      28.13 %(5) 
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 230,459     $ 240,309     $ 222,081     $ 237,887     $ 251,684     $ 152,264  

Ratios (as a percentage of average daily net assets):(6)

           

Expenses(7)

    1.95 %(8)      1.96     1.97     1.98     2.00 %(4)      1.99 %(5) 

Net investment loss

    (1.13 )%(8)      (1.10 )%      (1.06 )%      (1.03 )%      (0.99 )%      (1.19 )% 

Portfolio Turnover of the Portfolio

    5 %(3)      17     17     11     9     6

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

 

(3) 

Not annualized.

 

(4) 

The sub-adviser of the Portfolio reimbursed certain operating expenses of the Fund (equal to 0.01% of average daily net assets for the year ended September 30, 2013). Absent this reimbursement, total return would be lower.

 

(5) 

The administrator reimbursed certain operating expenses (equal to 0.08% of average daily net assets for the year ended September 30, 2012). A portion of the reimbursement was borne by the sub-adviser of the Portfolio. Absent this reimbursement, total return would be lower.

 

(6) 

Includes the Fund’s share of the Portfolio’s allocated expenses.

 

(7) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(8) 

Annualized.

 

  9   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class I  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
      2016     2015     2014     2013     2012  

Net asset value — Beginning of period

  $ 28.120     $ 25.740     $ 24.060     $ 22.750     $ 17.700     $ 13.750  
Income (Loss) From Operations                                                

Net investment income (loss)(1)

  $ (0.019   $ (0.027   $ (0.015   $ (0.006   $ 0.003     $ (0.033

Net realized and unrealized gain

    2.217       4.142       2.456       1.464       5.103       4.071  

Total income from operations

  $ 2.198     $ 4.115     $ 2.441     $ 1.458     $ 5.106     $ 4.038  
Less Distributions                                                

From net realized gain

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Total distributions

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Net asset value — End of period

  $ 29.320     $ 28.120     $ 25.740     $ 24.060     $ 22.750     $ 17.700  

Total Return(2)

    7.92 %(3)      16.56     10.23     6.42     28.93 %(4)      29.43 %(5) 
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 5,653,815     $ 4,816,563     $ 3,839,740     $ 3,755,707     $ 3,184,642     $ 1,890,595  

Ratios (as a percentage of average daily net assets):(6)

           

Expenses(7)

    0.96 %(8)      0.96     0.97     0.98     1.00 %(4)      0.99 %(5) 

Net investment income (loss)

    (0.14 )%(8)      (0.10 )%      (0.06 )%      (0.03 )%      0.02     (0.19 )% 

Portfolio Turnover of the Portfolio

    5 %(3)      17     17     11     9     6

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

 

(3) 

Not annualized.

 

(4) 

The sub-adviser of the Portfolio reimbursed certain operating expenses of the Fund (equal to 0.01% of average daily net assets for the year ended September 30, 2013). Absent this reimbursement, total return would be lower.

 

(5) 

The administrator reimbursed certain operating expenses (equal to 0.08% of average daily net assets for the year ended September 30, 2012). A portion of the reimbursement was borne by the sub-adviser of the Portfolio. Absent this reimbursement, total return would be lower.

 

(6) 

Includes the Fund’s share of the Portfolio’s allocated expenses.

 

(7) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(8) 

Annualized.

 

  10   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class R  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
      2016     2015     2014     2013     2012  

Net asset value — Beginning of period

  $ 25.290     $ 23.420     $ 22.060     $ 20.970     $ 16.400     $ 12.810  
Income (Loss) From Operations                                                

Net investment loss(1)

  $ (0.080   $ (0.147   $ (0.134   $ (0.110   $ (0.094   $ (0.111

Net realized and unrealized gain

    1.978       3.752       2.255       1.348       4.720       3.789  

Total income from operations

  $ 1.898     $ 3.605     $ 2.121     $ 1.238     $ 4.626     $ 3.678  
Less Distributions                                                

From net realized gain

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Total distributions

  $ (0.998   $ (1.735   $ (0.761   $ (0.148   $ (0.056   $ (0.088

Net asset value — End of period

  $ 26.190     $ 25.290     $ 23.420     $ 22.060     $ 20.970     $ 16.400  

Total Return(2)

    7.62 %(3)      16.00     9.70     5.91     28.29 %(4)      28.78 %(5) 
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 396,073     $ 337,874     $ 209,022     $ 166,575     $ 84,030     $ 17,922  

Ratios (as a percentage of average daily net assets):(6)

           

Expenses(7)

    1.45 %(8)      1.46     1.47     1.48     1.50 %(4)      1.49 %(5) 

Net investment loss

    (0.64 )%(8)      (0.60 )%      (0.56 )%      (0.50 )%      (0.49 )%      (0.70 )% 

Portfolio Turnover of the Portfolio

    5 %(3)      17     17     11     9     6

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

 

(3) 

Not annualized.

 

(4) 

The sub-adviser of the Portfolio reimbursed certain operating expenses of the Fund (equal to 0.01% of average daily net assets for the year ended September 30, 2013). Absent this reimbursement, total return would be lower.

 

(5) 

The administrator reimbursed certain operating expenses (equal to 0.08% of average daily net assets for the year ended September 30, 2012). A portion of the reimbursement was borne by the sub-adviser of the Portfolio. Absent this reimbursement, total return would be lower.

 

(6) 

Includes the Fund’s share of the Portfolio’s allocated expenses.

 

(7) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(8) 

Annualized.

 

  11   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class R6  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,    

Period Ended

September 30,  2014(1)

 
      2016     2015    

Net asset value — Beginning of period

  $ 28.190     $ 25.780     $ 24.070     $ 25.040  
Income (Loss) From Operations                                

Net investment income (loss)(2)

  $ (0.005   $ (0.002   $ (0.004   $ 0.022  

Net realized and unrealized gain (loss)

    2.223       4.147       2.475       (0.992

Total income (loss) from operations

  $ 2.218     $ 4.145     $ 2.471     $ (0.970
Less Distributions                                

From net realized gain

  $ (0.998   $ (1.735   $ (0.761   $  

Total distributions

  $ (0.998   $ (1.735   $ (0.761   $  

Net asset value — End of period

  $ 29.410     $ 28.190     $ 25.780     $ 24.070  

Total Return(3)

    7.98 %(4)      16.66     10.36     (3.87 )%(4)  
Ratios/Supplemental Data                                

Net assets, end of period (000’s omitted)

  $ 1,162,112     $ 798,553     $ 389,784     $ 252  

Ratios (as a percentage of average daily net assets):(5)

       

Expenses(6)

    0.86 %(7)      0.87     0.88     0.90 %(7) 

Net investment income (loss)

    (0.04 )%(7)      (0.01 )%      (0.02 )%      0.35 %(7) 

Portfolio Turnover of the Portfolio

    5 %(4)      17     17     11 %(8) 

 

(1) 

For the period from the commencement of operations, July 1, 2014, to September 30, 2014.

 

(2) 

Computed using average shares outstanding.

 

(3) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

 

(4) 

Not annualized.

 

(5) 

Includes the Fund’s share of the Portfolio’s allocated expenses.

 

(6) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(7) 

Annualized.

 

(8) 

For the Portfolio’s year ended September 30, 2014.

 

  12   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited)

 

 

1  Significant Accounting Policies

Eaton Vance Atlanta Capital SMID-Cap Fund (the Fund) is a diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund offers five classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I, Class R and Class R6 shares are sold at net asset value and are not subject to a sales charge. Effective after the close of business on January 15, 2013, the Fund was closed to new investors, subject to limited exceptions. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Sub-accounting, recordkeeping and similar administrative fees payable to financial intermediaries, which are a component of transfer and dividend disbursing agent fees on the Statement of Operations, are not allocated to Class R6 shares. Each class of shares differs in its distribution plan and certain other class-specific expenses. The Fund invests all of its investable assets in interests in SMID-Cap Portfolio (the Portfolio), a Massachusetts business trust, having the same investment objective and policies as the Fund. The value of the Fund’s investment in the Portfolio reflects the Fund’s proportionate interest in the net assets of the Portfolio (99.9% at March 31, 2017). The performance of the Fund is directly affected by the performance of the Portfolio. The financial statements of the Portfolio, including the portfolio of investments, are included elsewhere in this report and should be read in conjunction with the Fund’s financial statements.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946.

A  Investment Valuation — Valuation of securities by the Portfolio is discussed in Note 1A of the Portfolio’s Notes to Financial Statements, which are included elsewhere in this report.

B  Income — The Fund’s net investment income or loss consists of the Fund’s pro-rata share of the net investment income or loss of the Portfolio, less all actual and accrued expenses of the Fund.

C  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

As of March 31, 2017, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

D  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

E  Use of Estimates — The preparation of the financial statements in conformity with U.S. GAAP 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 income and expense during the reporting period. Actual results could differ from those estimates.

F  Indemnifications — Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

G  Other — Investment transactions are accounted for on a trade date basis.

H  Interim Financial Statements — The interim financial statements relating to March 31, 2017 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders and Income Tax Information

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date.

 

  13  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. Distributions to shareholders are determined in accordance with income tax regulations, which may differ from U.S. GAAP. As required by U.S. GAAP, only distributions in excess of tax basis earnings and profits are reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

At September 30, 2016, the Fund had a late year ordinary loss of $3,558,530 which it has elected to defer to the following taxable year pursuant to income tax regulations. Late year ordinary losses represent certain specified losses realized in that portion of a taxable year after October 31 that are treated as ordinary for tax purposes plus ordinary losses attributable to that portion of a taxable year after December 31.

3  Transactions with Affiliates

Eaton Vance Management (EVM) serves as the administrator of the Fund, but receives no compensation. The Portfolio has engaged Boston Management and Research (BMR), a subsidiary of EVM, to render investment advisory services. See Note 2 of the Portfolio’s Notes to Financial Statements which are included elsewhere in this report.

EVM provides sub-transfer agency and related services to the Fund pursuant to a Sub-Transfer Agency Support Services Agreement. For the six months ended March 31, 2017, EVM earned $55,211 from the Fund pursuant to such agreement, which is included in transfer and dividend disbursing agent fees on the Statement of Operations. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $18,199 as its portion of the sales charge on sales of Class A shares for the six months ended March 31, 2017. EVD also received distribution and service fees from Class A, Class C and Class R shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Fund out of the investment adviser fee. Certain officers and Trustees of the Fund and the Portfolio are officers of the above organizations.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended March 31, 2017 amounted to $2,186,256 for Class A shares.

The Fund also has in effect distribution plans for Class C shares (Class C Plan) and Class R shares (Class R Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class C Plan, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class C shares for providing ongoing distribution services and facilities to the Fund. For the six months ended March 31, 2017, the Fund paid or accrued to EVD $874,772 for Class C shares.

The Class R Plan requires the Fund to pay EVD an amount up to 0.50% per annum of its average daily net assets attributable to Class R shares for providing ongoing distribution services and facilities to the Fund. The Trustees of the Trust have currently limited Class R distribution payments to 0.25% per annum of the average daily net assets attributable to Class R shares. For the six months ended March 31, 2017, the Fund paid or accrued to EVD $450,442 for Class R shares.

Pursuant to the Class C and Class R Plans, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD. Service fees paid or accrued for the six months ended March 31, 2017 amounted to $291,591 and $450,442 for Class C and Class R shares, respectively.

Distribution and service fees are subject to the limitations contained in the Financial Industry Regulatory Authority Rule 2341(d).

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) of 1% generally is imposed on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. For the six months ended March 31, 2017, the Fund was informed that EVD received approximately $1,000 of CDSCs paid by Class A shareholders and no CDSCs paid by Class C shareholders.

 

  14  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

6  Investment Transactions

For the six months ended March 31, 2017, increases and decreases in the Fund’s investment in the Portfolio aggregated $589,858,952 and $138,155,058, respectively.

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

 

Class A   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    9,224,492        24,372,067  

Issued to shareholders electing to receive payments of distributions in Fund shares

    2,315,655        3,816,250  

Redemptions

    (18,948,909      (16,774,042

Issued in connection with tax-free reorganization (see Note 8)

           872,347  

Net increase (decrease)

    (7,408,762      12,286,622  
    
Class C   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    502,816        1,181,040  

Issued to shareholders electing to receive payments of distributions in Fund shares

    335,014        630,271  

Redemptions

    (1,533,166      (2,007,109

Issued in connection with tax-free reorganization (see Note 8)

           288,967  

Net increase (decrease)

    (695,336      93,169  
    
Class I   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    38,695,695        52,431,851  

Issued to shareholders electing to receive payments of distributions in Fund shares

    5,333,089        8,491,263  

Redemptions

    (22,465,664      (38,897,319

Issued in connection with tax-free reorganization (see Note 8)

           63,402  

Net increase

    21,563,120        22,089,197  
    
Class R   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    2,624,603        5,779,851  

Issued to shareholders electing to receive payments of distributions in Fund shares

    507,199        662,942  

Redemptions

    (1,372,179      (2,007,597

Net increase

    1,759,623        4,435,196  

 

  15  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

Class R6   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    13,774,728        16,462,581  

Issued to shareholders electing to receive payments of distributions in Fund shares

    1,187,936        1,162,944  

Redemptions

    (3,772,656      (4,422,579

Net increase

    11,190,008        13,202,946  

8  Reorganization

As of the close of business on December 4, 2015, the Fund acquired the net assets of Eaton Vance Atlanta Capital Horizon Growth Fund (Horizon Growth Fund) pursuant to a plan of reorganization approved by the shareholders of Horizon Growth Fund. The purpose of the transaction was to combine two funds with substantially similar investment objectives and policies. The acquisition was accomplished by a tax-free exchange of 872,347 shares of Class A of the Fund (valued at $22,822,084) for the 1,514,916 shares of Class A and the 105,229 shares of Class B of Horizon Growth Fund, 288,967 shares of Class C of the Fund (valued at $7,204,794) for the 596,172 shares of Class C of Horizon Growth Fund, and 63,402 shares of Class I of the Fund (valued at $1,796,330) for the 124,589 shares of Class I of Horizon Growth Fund, each outstanding on December 4, 2015. The investment portfolio of Horizon Growth Fund, with a fair value of $29,214,630 and identified cost of $21,301,051, was the principal asset acquired by the Fund. Such securities acquired were then contributed by the Fund to SMID-Cap Portfolio for an interest therein. For financial reporting purposes, assets received and shares issued by the Fund were recorded at fair value; however, the identified cost of the investments received from the Horizon Growth Fund was carried forward to align ongoing reporting of the Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. The aggregate net assets of the Fund immediately before the acquisition were $6,721,895,213. The net assets of Horizon Growth Fund at that date of $31,823,208, including $191,976 of accumulated net realized losses and $7,913,579 of unrealized appreciation, were combined with those of the Fund, resulting in combined net assets of $6,753,718,421.

Assuming the acquisition had been completed on October 1, 2015, the beginning of the Fund’s annual reporting period, the Fund’s pro forma results of operations for the year ended September 30, 2016 are as follows:

 

Net investment loss

  $ (14,185,267

Net realized gain

  $ 402,438,335  

Net increase in net assets from operations

  $ 1,024,866,004  

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it was not practicable to separate the amounts of revenue and earnings of Horizon Growth Fund since December 4, 2015 through the period ended September 30, 2016.

 

  16  


SMID-Cap Portfolio

March 31, 2017

 

Portfolio of Investments (Unaudited)

 

 

Common Stocks — 95.2%  
   
Security   Shares     Value  

Banks — 2.1%

 

Umpqua Holdings Corp.

    6,369,638     $ 112,997,378  

Westamerica Bancorporation(1)

    1,433,011       80,005,004  
                 
  $ 193,002,382  
                 

Building Products — 1.0%

 

Lennox International, Inc.

    541,652     $ 90,618,380  
                 
  $ 90,618,380  
                 

Capital Markets — 9.4%

 

Affiliated Managers Group, Inc.

    1,343,738     $ 220,292,408  

Artisan Partners Asset Management, Inc., Class A

    1,326,774       36,618,962  

FactSet Research Systems, Inc.

    932,778       153,824,420  

Morningstar, Inc.

    2,017,227       158,554,042  

SEI Investments Co.

    5,661,765       285,579,427  
                 
  $ 854,869,259  
                 

Chemicals — 1.2%

 

RPM International, Inc.

    2,046,501     $ 112,618,950  
                 
  $ 112,618,950  
                 

Commercial Services & Supplies — 1.4%

 

Copart, Inc.(2)

    1,996,589     $ 123,648,757  
                 
  $ 123,648,757  
                 

Containers & Packaging — 2.1%

 

AptarGroup, Inc.

    2,429,186     $ 187,023,030  
                 
  $ 187,023,030  
                 

Diversified Consumer Services — 1.4%

 

ServiceMaster Global Holdings, Inc.(2)

    2,960,280     $ 123,591,690  
                 
  $ 123,591,690  
                 

Electrical Equipment — 2.2%

 

Acuity Brands, Inc.

    974,329     $ 198,763,116  
                 
  $ 198,763,116  
                 

Electronic Equipment, Instruments & Components — 5.1%

 

CDW Corp.

    3,783,051     $ 218,319,873  

FLIR Systems, Inc.

    3,059,140       110,985,599  

Trimble, Inc.(2)

    4,211,615       134,813,796  
                 
  $ 464,119,268  
                 
Security   Shares     Value  

Energy Equipment & Services — 0.8%

 

Dril-Quip, Inc.(2)

    506,695     $ 27,640,212  

Oceaneering International, Inc.

    1,722,398       46,642,538  
                 
  $ 74,282,750  
                 

Health Care Equipment & Supplies — 10.0%

 

Dentsply Sirona, Inc.

    3,938,316     $ 245,908,451  

IDEXX Laboratories, Inc.(2)

    1,231,533       190,407,317  

Teleflex, Inc.

    1,881,866       364,573,900  

Varian Medical Systems, Inc.(2)

    1,132,890       103,240,266  
                 
  $ 904,129,934  
                 

Health Care Providers & Services — 1.6%

 

Henry Schein, Inc.(2)

    839,826     $ 142,745,225  
                 
  $ 142,745,225  
                 

Hotels, Restaurants & Leisure — 2.3%

 

Aramark

    5,581,982     $ 205,807,676  
                 
  $ 205,807,676  
                 

Household Products — 1.6%

 

Church & Dwight Co., Inc.

    2,889,640     $ 144,106,347  
                 
  $ 144,106,347  
                 

Industrial Conglomerates — 2.5%

 

Carlisle Cos., Inc.

    2,163,198     $ 230,185,899  
                 
  $ 230,185,899  
                 

Insurance — 6.3%

 

Markel Corp.(2)

    422,351     $ 412,155,447  

WR Berkley Corp.

    2,202,635       155,572,110  
                 
  $ 567,727,557  
                 

IT Services — 7.5%

 

Broadridge Financial Solutions, Inc.

    2,085,531     $ 141,711,831  

Gartner, Inc.(2)

    1,535,722       165,842,619  

Jack Henry & Associates, Inc.

    2,148,409       200,016,878  

WEX, Inc.(2)

    1,698,073       175,750,556  
                 
  $ 683,321,884  
                 

Life Sciences Tools & Services — 5.4%

 

Bio-Rad Laboratories, Inc., Class A(1)(2)

    1,231,302     $ 245,447,741  

Bio-Techne Corp.

    1,278,166       129,925,574  

Mettler-Toledo International, Inc.(2)

    245,961       117,793,182  
                 
  $ 493,166,497  
                 
 

 

  17   See Notes to Financial Statements.


SMID-Cap Portfolio

March 31, 2017

 

Portfolio of Investments (Unaudited) — continued

 

 

Security   Shares     Value  

Machinery — 6.5%

 

Donaldson Co., Inc.

    2,466,688     $ 112,283,638  

Graco, Inc.

    1,691,572       159,244,588  

IDEX Corp.

    2,442,374       228,386,393  

Nordson Corp.

    760,586       93,430,384  
                 
  $ 593,345,003  
                 

Marine — 2.4%

 

Kirby Corp.(1)(2)

    3,027,120     $ 213,563,316  
                 
  $ 213,563,316  
                 

Professional Services — 2.0%

 

TransUnion(2)

    4,755,654     $ 182,379,331  
                 
  $ 182,379,331  
                 

Real Estate Management & Development — 1.3%

 

Jones Lang LaSalle, Inc.

    1,028,145     $ 114,586,760  
                 
  $ 114,586,760  
                 

Road & Rail — 4.0%

 

J.B. Hunt Transport Services, Inc.

    2,558,320     $ 234,700,277  

Landstar System, Inc.

    1,516,705       129,905,783  
                 
  $ 364,606,060  
                 

Software — 11.4%

 

ANSYS, Inc.(2)

    3,165,497     $ 338,296,665  

Blackbaud, Inc.(1)

    2,878,519       220,696,052  

Fair Isaac Corp.(1)

    1,671,417       215,529,222  

Manhattan Associates, Inc.(1)(2)

    5,017,586       261,165,351  
                 
  $ 1,035,687,290  
                 

Specialty Retail — 2.1%

 

Sally Beauty Holdings, Inc.(1)(2)

    9,366,025     $ 191,441,551  
                 
  $ 191,441,551  
                 

Textiles, Apparel & Luxury Goods — 1.6%

 

Columbia Sportswear Co.

    2,448,467     $ 143,847,436  
                 
  $ 143,847,436  
                 

Total Common Stocks
(identified cost $5,837,838,291)

 

  $ 8,633,185,348  
                 
Short-Term Investments — 4.8%  
   
Description   Units     Value  

Eaton Vance Cash Reserves Fund, LLC, 1.01%(3)

    438,809,308     $ 438,897,070  
                 

Total Short-Term Investments
(identified cost $438,902,045)

 

  $ 438,897,070  
                 

Total Investments — 100.0%
(identified cost $6,276,740,336)

 

  $ 9,072,082,418  
                 

Other Assets, Less Liabilities — (0.0)%(4)

 

  $ (3,712,557
                 

Net Assets — 100.0%

 

  $ 9,068,369,861  
                 

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

 

(1) 

Affiliated company (see Note 6).

 

(2) 

Non-income producing security.

 

(3) 

Affiliated investment company, available to Eaton Vance portfolios and funds, which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of March 31, 2017.

 

(4) 

Amount is less than (0.05)%.

 

 

  18   See Notes to Financial Statements.


SMID-Cap Portfolio

March 31, 2017

 

Statement of Assets and Liabilities (Unaudited)

 

 

Assets   March 31, 2017  

Investments —

 

Unaffiliated investments, at value (identified cost, $4,879,808,233)

  $ 7,205,337,111  

Affiliated investment fund, at value (identified cost, $438,902,045)

    438,897,070  

Affiliated companies, at value (identified cost, $958,030,058)

    1,427,848,237  

Total Investments, at value (identified cost, $6,276,740,336)

  $ 9,072,082,418  

Dividends receivable

  $ 2,560,982  

Dividends receivable from affiliated investment fund

    403,020  

Total assets

  $ 9,075,046,420  
Liabilities        

Payable to affiliate:

 

Investment adviser fee

  $ 6,229,046  

Accrued expenses

    447,513  

Total liabilities

  $ 6,676,559  

Net Assets applicable to investors’ interest in Portfolio

  $ 9,068,369,861  
Sources of Net Assets        

Investors’ capital

  $ 6,273,027,779  

Net unrealized appreciation

    2,795,342,082  

Total

  $ 9,068,369,861  

 

  19   See Notes to Financial Statements.


SMID-Cap Portfolio

March 31, 2017

 

Statement of Operations (Unaudited)

 

 

Investment Income  

Six Months Ended

March 31, 2017

 

Dividends

  $ 32,656,673 (1) 

Interest allocated from/dividends from affiliated investment fund

    1,866,617  

Expenses allocated from affiliated investment fund

    (1,001

Total investment income

  $ 34,522,289  
Expenses        

Investment adviser fee

  $ 34,399,968  

Trustees’ fees and expenses

    50,750  

Custodian fee

    604,842  

Legal and accounting services

    96,383  

Miscellaneous

    151,780  

Total expenses

  $ 35,303,723  

Net investment loss

  $ (781,434
Realized and Unrealized Gain (Loss)        

Net realized gain (loss) —

 

Investment transactions

  $ 167,573,375 (2) 

Investment transactions — affiliated investment fund

    110,190  

Net realized gain

  $ 167,683,565  

Change in unrealized appreciation (depreciation) —

 

Investments

  $ 497,978,667  

Investments — affiliated investment fund

    (4,975

Net change in unrealized appreciation (depreciation)

  $ 497,973,692  

Net realized and unrealized gain

  $ 665,657,257  

Net increase in net assets from operations

  $ 664,875,823  

 

(1) 

Includes $3,005,454 of dividends from affiliated companies (see Note 6).

 

(2) 

Includes $81,136,794 of net realized gains from affiliated companies (see Note 6).

 

  20   See Notes to Financial Statements.


SMID-Cap Portfolio

March 31, 2017

 

Statements of Changes in Net Assets

 

 

Increase (Decrease) in Net Assets  

Six Months Ended

March 31, 2017

(Unaudited)

   

Year Ended

September 30, 2016

 

From operations —

   

Net investment income (loss)

  $ (781,434   $ 670,301  

Net realized gain from investment transactions

    167,683,565       401,994,668  

Net change in unrealized appreciation (depreciation) from investments

    497,973,692       634,669,848  

Net increase in net assets from operations

  $ 664,875,823     $ 1,037,334,817  

Capital transactions —

   

Contributions

  $ 589,858,952     $ 1,152,895,926  

Withdrawals

    (138,155,058     (242,062,122

Net increase in net assets from capital transactions

  $ 451,703,894     $ 910,833,804  

Net increase in net assets

  $ 1,116,579,717     $ 1,948,168,621  
Net Assets                

At beginning of period

  $ 7,951,790,144     $ 6,003,621,523  

At end of period

  $ 9,068,369,861     $ 7,951,790,144  

 

  21   See Notes to Financial Statements.


 

 

SMID-Cap Portfolio

March 31, 2017

 

Financial Highlights

 

 

    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
Ratios/Supplemental Data     2016     2015     2014     2013     2012  

Ratios (as a percentage of average daily net assets):

                                               

Expenses(1)

    0.84 %(2)      0.85     0.87     0.87     0.89     0.94

Net investment income (loss)

    (0.02 )%(2)      0.01     0.05     0.08     0.12     (0.14 )% 

Portfolio Turnover

    5 %(3)      17     17     11     9     6

Total Return

    7.99 %(3)      16.68     10.34     6.53     29.07     29.50

Net assets, end of period (000’s omitted)

  $ 9,068,370     $ 7,951,790     $ 6,003,622     $ 5,470,303     $ 5,090,547     $ 3,071,370  

 

(1) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(2) 

Annualized.

 

(3) 

Not annualized.

 

  22   See Notes to Financial Statements.


SMID-Cap Portfolio

March 31, 2017

 

Notes to Financial Statements (Unaudited)

 

 

1  Significant Accounting Policies

SMID-Cap Portfolio (the Portfolio) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, open-end management investment company. The Portfolio’s investment objective is to seek long-term capital growth. The Declaration of Trust permits the Trustees to issue interests in the Portfolio. At March 31, 2017, Eaton Vance Atlanta Capital SMID-Cap Fund held a 99.9% interest in the Portfolio.

The following is a summary of significant accounting policies of the Portfolio. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Portfolio is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946.

A  Investment Valuation — The following methodologies are used to determine the market value or fair value of investments.

Equity Securities. Equity securities listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices.

Affiliated Fund. The Portfolio may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). While Cash Reserves Fund is not a registered money market mutual fund, it conducts all of its investment activities in accordance with the requirements of Rule 2a-7 under the 1940 Act. Investments in Cash Reserves Fund are valued at the closing net asset value per unit on the valuation day. Cash Reserves Fund generally values its investment securities based on available market quotations provided by a third party pricing service. Prior to Cash Reserves Fund’s issuance of units in October 2016, the value of the Portfolio’s investment in Cash Reserves Fund reflected the Portfolio’s proportionate interest in its net assets and the Portfolio recorded its pro-rata share of Cash Reserves Fund’s income, expenses and realized gain or loss.

Fair Valuation. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Portfolio in a manner that fairly reflects the security’s value, or the amount that the Portfolio might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Portfolio has elected to be treated as a partnership for federal tax purposes. No provision is made by the Portfolio for federal or state taxes on any taxable income of the Portfolio because each investor in the Portfolio is ultimately responsible for the payment of any taxes on its share of taxable income. Since at least one of the Portfolio’s investors is a regulated investment company that invests all or substantially all of its assets in the Portfolio, the Portfolio normally must satisfy the applicable source of income and diversification requirements (under the Internal Revenue Code) in order for its investors to satisfy them. The Portfolio will allocate, at least annually among its investors, each investor’s distributive share of the Portfolio’s net investment income, net realized capital gains and losses and any other items of income, gain, loss, deduction or credit.

As of March 31, 2017, the Portfolio had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Portfolio files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  Use of Estimates — The preparation of the financial statements in conformity with U.S. GAAP 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 income and expense during the reporting period. Actual results could differ from those estimates.

F  Indemnifications — Under the Portfolio’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Portfolio. Under Massachusetts law, if certain conditions prevail, interestholders in the Portfolio could be deemed to have personal liability for the obligations of the Portfolio. However, the Portfolio’s Declaration of Trust contains an express disclaimer of liability on the part of Portfolio interestholders and the By-laws provide that the Portfolio shall assume the defense on behalf of any Portfolio interestholder. Moreover, the By-laws also provide for indemnification out of Portfolio property of any interestholder held personally liable solely by reason of being or having been an interestholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Portfolio enters into

 

  23  


SMID-Cap Portfolio

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

agreements with service providers that may contain indemnification clauses. The Portfolio’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Portfolio that have not yet occurred.

G  Interim Financial Statements — The interim financial statements relating to March 31, 2017 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Portfolio’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of EVM, as compensation for management and investment advisory services rendered to the Portfolio. Pursuant to the investment advisory agreement and subsequent fee reduction agreement between the Portfolio and BMR, the fee is computed at an annual rate of 1.00% of the Portfolio’s average daily net assets up to $500 million, 0.9375% on net assets of $500 million but less than $1 billion, 0.875% on net assets of $1 billion but less than $2.5 billion, 0.8125% on net assets of $2.5 billion but less than $5 billion, 0.75% on net assets of $5 billion but less than $7.5 billion and 0.73% on net assets of $7.5 billion and over, and is payable monthly. Pursuant to a fee reduction agreement effective May 1, 2017, the fee will be computed at an annual rate of 0.73% on net assets of $7.5 billion but less than $10 billion and 0.72% on net assets of $10 billion and over. The fee reductions cannot be terminated or reduced without the approval of a majority vote of the Trustees of the Portfolio who are not interested persons of BMR or the Portfolio and by the vote of a majority of the holders of interest in the Portfolio. For the six months ended March 31, 2017, the Portfolio’s investment adviser fee amounted to $34,399,968 or 0.82% (annualized) of the Portfolio’s average daily net assets. Pursuant to a sub-advisory agreement, BMR pays Atlanta Capital Management Company, LLC (Atlanta Capital), an affiliate of EVM, a portion of its investment adviser fee for sub-advisory services provided to the Portfolio. The Portfolio invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund.

Trustees and officers of the Portfolio who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Portfolio out of the investment adviser fee. Trustees of the Portfolio who are not affiliated with the investment adviser may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended March 31, 2017, no significant amounts have been deferred. Certain officers and Trustees of the Portfolio are officers of the above organizations.

3  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $866,078,297 and $380,472,184, respectively, for the six months ended March 31, 2017.

4  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Portfolio at March 31, 2017, as determined on a federal income tax basis, were as follows:

 

Aggregate cost

  $ 6,277,378,662  

Gross unrealized appreciation

  $ 2,907,817,729  

Gross unrealized depreciation

    (113,113,973

Net unrealized appreciation

  $ 2,794,703,756  

5  Line of Credit

The Portfolio participates with other portfolios and funds managed by EVM and its affiliates in a $625 million unsecured line of credit agreement with a group of banks, which is in effect through September 1, 2017. Borrowings are made by the Portfolio solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Portfolio based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.15% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Portfolio, it may be unable to borrow some or all of its requested amounts at any particular time. The Portfolio did not have any significant borrowings or allocated fees during the six months ended March 31, 2017.

 

  24  


SMID-Cap Portfolio

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

6  Investments in Affiliated Companies

Transactions in affiliated companies, defined as companies in which a fund owns 5% or more of the outstanding voting securities, by the Portfolio for the six months ended March 31, 2017 were as follows:

 

     Shares,
Beginning
of Period
     Gross
Additions
     Gross
Reductions
     Shares, End
of Period
     Value, End of
Period
     Dividend
Income
     Realized
Gain (Loss)
 

Bio-Rad Laboratories, Inc., Class A

    1,231,302                      1,231,302      $ 245,447,741      $      $  

Blackbaud, Inc.

    2,878,519                      2,878,519        220,696,052        690,845         

CLARCOR, Inc.

    2,502,134               (2,502,134             (1)       1,130,003        81,136,794  

Fair Isaac Corp.

    1,671,417                      1,671,417        215,529,222        66,857         

Kirby Corp.

    2,818,925        208,195               3,027,120        213,563,316                

Manhattan Associates, Inc.

    2,740,704        2,276,882               5,017,586        261,165,351                

Sally Beauty Holdings, Inc.

    9,366,025                      9,366,025        191,441,551                

Westamerica Bancorporation

    1,433,011                      1,433,011        80,005,004        1,117,749         
                                        $ 1,427,848,237      $ 3,005,454      $ 81,136,794  

 

(1) 

Company is no longer an affiliate as of March 31, 2017.

7  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

 

 

Level 1 – quoted prices in active markets for identical investments

 

 

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

 

Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At March 31, 2017, the hierarchy of inputs used in valuing the Portfolio’s investments, which are carried at value, were as follows:

 

Asset Description   Level 1      Level 2      Level 3      Total  

Common Stocks

  $ 8,633,185,348    $      $         —      $ 8,633,185,348  

Short-Term Investments

           438,897,070               438,897,070  

Total Investments

  $ 8,633,185,348      $ 438,897,070      $      $ 9,072,082,418  

 

* The level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

The Portfolio held no investments or other financial instruments as of September 30, 2016 whose fair value was determined using Level 3 inputs. At March 31, 2017, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

 

  25  


Eaton Vance

Atlanta Capital SMID-Cap Fund

March 31, 2017

 

Officers and Trustees

 

 

Officers of Eaton Vance Atlanta Capital SMID-Cap Fund

 

 

Payson F. Swaffield

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

 

 

Officers of SMID-Cap Portfolio

 

 

Edward J. Perkin

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

 

 

Trustees of Eaton Vance Atlanta Capital SMID-Cap Fund and SMID-Cap Portfolio

 

 

William H. Park

Chairperson

Scott E. Eston

Thomas E. Faust Jr.*

Mark R. Fetting**

Cynthia E. Frost

George J. Gorman

Valerie A. Mosley

Helen Frame Peters

Susan J. Sutherland

Harriett Tee Taggart

Ralph F. Verni

Scott E. Wennerholm**

 

 

* Interested Trustee
** Messrs. Fetting and Wennerholm began serving as Trustees effective September 1, 2016.

 

  26  


Eaton Vance Funds

 

IMPORTANT NOTICES

 

 

Privacy.  The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy (“Privacy Policy”) with respect to nonpublic personal information about its customers:

 

 

Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions.

 

 

None of such information about you (or former customers) will be disclosed to anyone, except as permitted by law (which includes disclosure to employees necessary to service your account). In the normal course of servicing a customer’s account, Eaton Vance may share information with unaffiliated third parties that perform various required services such as transfer agents, custodians and broker-dealers.

 

 

Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

 

 

We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy Policy periodically for changes by accessing the link on our homepage: www.eatonvance.com.

Our pledge of privacy applies to the following entities within the Eaton Vance organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton Vance Investment Counsel, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management (International) Limited, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer’s account (i.e., fund shares) is held in the name of a third-party financial advisor/broker-dealer, it is likely that only such advisor’s privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures. For more information about Eaton Vance’s Privacy Policy, please call 1-800-262-1122.

Delivery of Shareholder Documents.  The Securities and Exchange Commission (SEC) permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called “householding” and it helps eliminate duplicate mailings to shareholders. Eaton Vance, or your financial advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, otherwise. If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial advisor. Your instructions that householding not apply to delivery of your Eaton Vance documents will typically be effective within 30 days of receipt by Eaton Vance or your financial advisor. Separate statements will be generated for each separate account and will be householded as described above.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website at www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC’s website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC’s public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).

Proxy Voting.  From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds’ and Portfolios’ Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge, upon request, by calling 1-800-262-1122 and by accessing the SEC’s website at www.sec.gov.

 

 

  27  


 

 

This Page Intentionally Left Blank


Investment Adviser of SMID-Cap Portfolio

Boston Management and Research

Two International Place

Boston, MA 02110

Sub-Adviser of SMID-Cap Portfolio

Atlanta Capital Management Company, LLC

1075 Peachtree Street NE

Suite 2100

Atlanta, GA 30309

Administrator of Eaton Vance Atlanta Capital SMID-Cap Fund

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

State Street Financial Center, One Lincoln Street

Boston, MA 02111

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

 

 
* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.


LOGO

7726    3.31.17


LOGO

 

 

Eaton Vance

Atlanta Capital

Focused Growth Fund

Semiannual Report

March 31, 2017

 

 

 

 

LOGO


 

 

Commodity Futures Trading Commission Registration. Effective December 31, 2012, the Commodity Futures Trading Commission (“CFTC”) adopted certain regulatory changes that subject registered investment companies and advisers to regulation by the CFTC if a fund invests more than a prescribed level of its assets in certain CFTC-regulated instruments (including futures, certain options and swap agreements) or markets itself as providing investment exposure to such instruments. The Fund has claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act. Accordingly, neither the Fund nor the adviser with respect to the operation of the Fund is subject to CFTC regulation. Because of its management of other strategies, the Fund’s adviser is registered with the CFTC as a commodity pool operator and a commodity trading advisor.

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.


Semiannual Report March 31, 2017

Eaton Vance

Atlanta Capital Focused Growth Fund

Table of Contents

 

Performance

     2  

Fund Profile

     2  

Endnotes and Additional Disclosures

     3  

Fund Expenses

     4  

Financial Statements

     5  

Officers and Trustees

     17  

Important Notices

     18  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Performance1,2

 

Portfolio Managers Joseph B. Hudepohl, CFA, Robert R. Walton, Jr., CFA, Jeffrey A. Miller, CFA and Lance V. Garrison, CFA, each of Atlanta Capital Management Company, LLC.

 

% Average Annual Total Returns    Class
Inception Date
     Performance
Inception Date
     Six Months      One Year      Five Years     Ten Years  

Class A at NAV

     11/28/2003        04/30/2002        6.84      10.09      8.45     6.69

Class A with 5.75% Maximum Sales Charge

                   0.66        3.78        7.17       6.06  

Class C at NAV

     05/02/2011        04/30/2002        6.43        9.21        7.63       6.23  

Class C with 1% Maximum Sales Charge

                   5.51        8.28        7.63       6.23  

Class I at NAV

     04/30/2002        04/30/2002        6.85        10.25        8.72       6.96  

Russell 1000® Growth Index

                   10.01      15.76      13.31     9.13
                
% Total Annual Operating Expense Ratios3                            Class A      Class C     Class I  
              1.21      1.96     0.96

Fund Profile

 

 

Sector Allocation (% of net assets)4

 

 

LOGO

Top 10 Holdings (% of net assets)4

 

 

Visa, Inc., Class A

    8.7

Alphabet, Inc., Class C

    8.5  

Thermo Fisher Scientific, Inc.

    5.9  

Ecolab, Inc.

    5.3  

Dollar General Corp.

    4.9  

Amphenol Corp., Class A

    4.8  

Microsoft Corp.

    4.7  

Check Point Software Technologies, Ltd.

    4.6  

Zoetis, Inc.

    4.6  

Priceline Group, Inc. (The)

    3.8  

Total

    55.8
 

 

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance less than or equal to one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month-end, please refer to eatonvance.com.

 

  2  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Endnotes and Additional Disclosures

 

 

1 

Russell 1000® Growth Index is an unmanaged index of U.S. large-cap growth stocks. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

 

2 

Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

 

   Performance prior to the inception date of a class may be linked to the performance of an older class of the Fund. This linked performance is adjusted for any applicable sales charge, but is not adjusted for class expense differences. If adjusted for such differences, the performance would be different. The performance of Class C is linked to Class A. Performance since inception for an index, if presented, is the performance since the Fund’s or oldest share class’ inception, as applicable. Performance presented in the Financial Highlights included in the financial statements is not linked.

 

3 

Source: Fund prospectus. The expense ratios for the current reporting period can be found in the Financial Highlights section of this report.

 

4 

Excludes cash and cash equivalents.

 

   Fund profile subject to change due to active management.
 

 

  3  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Fund Expenses

 

 

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); 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 Fund investing 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 (October 1, 2016 – March 31, 2017).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, 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 section 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 section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund 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 your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

 

    

Beginning

Account Value
(10/1/16)

      

Ending

Account Value
(3/31/17)

      

Expenses Paid

During Period*
(10/1/16 – 3/31/17)

    

Annualized

Expense
Ratio

 
              

Actual

 

            

Class A

  $ 1,000.00        $ 1,068.40        $ 6.60 **       1.28

Class C

  $ 1,000.00        $ 1,064.30        $ 10.45 **       2.03

Class I

  $ 1,000.00        $ 1,068.50        $ 5.31 **       1.03
                                        
              

Hypothetical

 

            

(5% return per year before expenses)

 

            

Class A

  $ 1,000.00        $ 1,018.50        $ 6.44 **       1.28

Class C

  $ 1,000.00        $ 1,014.80        $ 10.20 **       2.03

Class I

  $ 1,000.00        $ 1,019.80        $ 5.19 **       1.03

 

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on September 30, 2016.

 

** Absent an allocation of certain expenses to affiliates, the expenses would be higher.

 

  4  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Portfolio of Investments (Unaudited)

 

 

Common Stocks — 99.2%  
   
Security   Shares     Value  

Capital Markets — 2.2%

 

Charles Schwab Corp. (The)

    18,073     $ 737,559  
                 
  $ 737,559  
                 

Chemicals — 8.9%

 

Ecolab, Inc.

    13,892     $ 1,741,223  

Praxair, Inc.

    10,120       1,200,232  
                 
  $ 2,941,455  
                 

Electronic Equipment, Instruments & Components — 4.8%

 

Amphenol Corp., Class A

    22,266     $ 1,584,671  
                 
  $ 1,584,671  
                 

Energy Equipment & Services — 1.9%

 

Schlumberger, Ltd.

    8,248     $ 644,169  
                 
  $ 644,169  
                 

Food & Staples Retailing — 3.5%

 

Costco Wholesale Corp.

    4,309     $ 722,576  

CVS Health Corp.

    5,365       421,153  
                 
  $ 1,143,729  
                 

Food Products — 3.7%

 

Mondelez International, Inc., Class A

    28,076     $ 1,209,514  
                 
  $ 1,209,514  
                 

Health Care Equipment & Supplies — 3.2%

 

Danaher Corp.

    12,288     $ 1,050,993  
                 
  $ 1,050,993  
                 

Hotels, Restaurants & Leisure — 2.6%

 

Starbucks Corp.

    14,931     $ 871,821  
                 
  $ 871,821  
                 

Internet & Direct Marketing Retail — 3.8%

 

Priceline Group, Inc. (The)(1)

    705     $ 1,254,879  
                 
  $ 1,254,879  
                 

Internet Software & Services — 8.5%

 

Alphabet, Inc., Class C(1)

    3,386     $ 2,808,890  
                 
  $ 2,808,890  
                 
Security   Shares     Value  

IT Services — 14.4%

 

Accenture PLC, Class A

    5,627     $ 674,565  

Mastercard, Inc., Class A

    10,646       1,197,356  

Visa, Inc., Class A

    32,399       2,879,299  
                 
  $ 4,751,220  
                 

Life Sciences Tools & Services — 5.9%

 

Thermo Fisher Scientific, Inc.

    12,672     $ 1,946,419  
                 
  $ 1,946,419  
                 

Machinery — 6.7%

 

Fortive Corp.

    18,073     $ 1,088,356  

IDEX Corp.

    12,082       1,129,788  
                 
  $ 2,218,144  
                 

Multiline Retail — 4.9%

 

Dollar General Corp.

    23,330     $ 1,626,801  
                 
  $ 1,626,801  
                 

Pharmaceuticals — 4.6%

 

Zoetis, Inc.

    28,551     $ 1,523,767  
                 
  $ 1,523,767  
                 

Semiconductors & Semiconductor Equipment — 2.0%

 

Texas Instruments, Inc.

    8,423     $ 678,557  
                 
  $ 678,557  
                 

Software — 9.3%

 

Check Point Software Technologies, Ltd.(1)

    14,879     $ 1,527,478  

Microsoft Corp.

    23,692       1,560,355  
                 
  $ 3,087,833  
                 

Specialty Retail — 6.2%

 

Lowe’s Cos., Inc.

    13,494     $ 1,109,342  

TJX Cos., Inc. (The)

    11,903       941,289  
                 
  $ 2,050,631  
                 

Technology Hardware, Storage & Peripherals — 2.1%

 

Apple, Inc.

    4,787     $ 687,700  
                 
  $ 687,700  
                 

Total Common Stocks
(identified cost $22,560,337)

 

  $ 32,818,752  
                 
 

 

  5   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Portfolio of Investments (Unaudited) — continued

 

 

Short-Term Investments — 0.0%(2)  
   
Description   Units     Value  

Eaton Vance Cash Reserves Fund, LLC, 1.01%(3)

    6,813     $ 6,815  
                 

Total Short-Term Investments
(identified cost $6,815)

 

  $ 6,815  
                 

Total Investments — 99.2%
(identified cost $22,567,152)

 

  $ 32,825,567  
                 

Other Assets, Less Liabilities — 0.8%

 

  $ 275,672  
                 

Net Assets — 100.0%

 

  $ 33,101,239  
                 

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

 

(1) 

Non-income producing security.

 

(2) 

Amount is less than 0.05%.

 

(3) 

Affiliated investment company, available to Eaton Vance portfolios and funds, which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of March 31, 2017.

 

 

  6   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Statement of Assets and Liabilities (Unaudited)

 

 

Assets   March 31, 2017  

Unaffiliated investments, at value (identified cost, $22,560,337)

  $ 32,818,752  

Affiliated investment, at value (identified cost, $6,815)

    6,815  

Dividends receivable

    25,804  

Dividends receivable from affiliated investment

    688  

Receivable for investments sold

    518,272  

Receivable for Fund shares sold

    1,934  

Receivable from affiliates

    9,308  

Total assets

  $ 33,381,573  
Liabilities  

Payable for Fund shares redeemed

  $ 205,671  

Payable to affiliates:

 

Investment adviser fee

    19,521  

Distribution and service fees

    7,010  

Accrued expenses

    48,132  

Total liabilities

  $ 280,334  

Net Assets

  $ 33,101,239  
Sources of Net Assets  

Paid-in capital

  $ 12,518,037  

Accumulated net realized gain

    10,332,447  

Accumulated net investment loss

    (7,660

Net unrealized appreciation

    10,258,415  

Total

  $ 33,101,239  
Class A Shares  

Net Assets

  $ 21,780,033  

Shares Outstanding

    1,834,978  

Net Asset Value and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 11.87  

Maximum Offering Price Per Share

 

(100 ÷ 94.25 of net asset value per share)

  $ 12.59  
Class C Shares  

Net Assets

  $ 2,280,729  

Shares Outstanding

    199,027  

Net Asset Value and Offering Price Per Share*

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 11.46  
Class I Shares  

Net Assets

  $ 9,040,477  

Shares Outstanding

    828,278  

Net Asset Value, Offering Price and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 10.91  

On sales of $50,000 or more, the offering price of Class A shares is reduced.

 

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

 

  7   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Statement of Operations (Unaudited)

 

 

Investment Income  

Six Months Ended

March 31, 2017

 

Dividends

  $ 353,085  

Interest allocated from/dividends from affiliated investment

    6,459  

Expenses allocated from affiliated investment

    (5

Total investment income

  $ 359,539  
Expenses  

Investment adviser fee

  $ 188,344  

Distribution and service fees

 

Class A

    56,273  

Class C

    12,995  

Trustees’ fees and expenses

    2,085  

Custodian fee

    17,383  

Transfer and dividend disbursing agent fees

    44,856  

Legal and accounting services

    22,525  

Printing and postage

    9,627  

Registration fees

    22,391  

Miscellaneous

    5,838  

Total expenses

  $ 382,317  

Deduct —

 

Allocation of expenses to affiliates

  $ 15,130  

Total expense reductions

  $ 15,130  

Net expenses

  $ 367,187  

Net investment loss

  $ (7,648
Realized and Unrealized Gain (Loss)  

Net realized gain (loss) —

 

Investment transactions

  $ 11,376,683  

Investment transactions — affiliated investment

    728  

Net realized gain

  $ 11,377,411  

Change in unrealized appreciation (depreciation) —

 

Investments

  $ (7,636,648

Net change in unrealized appreciation (depreciation)

  $ (7,636,648

Net realized and unrealized gain

  $ 3,740,763  

Net increase in net assets from operations

  $ 3,733,115  

 

  8   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Statements of Changes in Net Assets

 

 

Increase (Decrease) in Net Assets   Six Months Ended
March 31, 2017
(Unaudited)
   

Year Ended

September 30, 2016

 

From operations —

   

Net investment income (loss)

  $ (7,648   $ 83,044  

Net realized gain from investment transactions

    11,377,411       12,496,432  

Net change in unrealized appreciation (depreciation) from investments

    (7,636,648     (3,105,598

Net increase in net assets from operations

  $ 3,733,115     $ 9,473,878  

Distributions to shareholders —

   

From net investment income

   

Class A

  $     $ (27,833

Class I

    (25,421     (125,857

From net realized gain

   

Class A

    (7,105,688     (11,510,220

Class C

    (357,708     (589,496

Class I

    (1,524,637     (6,648,811

Total distributions to shareholders

  $ (9,013,454   $ (18,902,217

Transactions in shares of beneficial interest —

   

Proceeds from sale of shares

   

Class A

  $ 2,912,399     $ 6,319,945  

Class C

    220,666       544,356  

Class I

    3,378,474       3,498,922  

Net asset value of shares issued to shareholders in payment of distributions declared

   

Class A

    6,296,175       10,492,900  

Class C

    328,692       539,186  

Class I

    1,240,227       6,051,032  

Cost of shares redeemed

   

Class A

    (37,433,759     (20,520,042

Class C

    (1,206,229     (714,904

Class I

    (7,369,735     (32,004,685

Net decrease in net assets from Fund share transactions

  $ (31,633,090   $ (25,793,290

Net decrease in net assets

  $ (36,913,429   $ (35,221,629
Net Assets  

At beginning of period

  $ 70,014,668     $ 105,236,297  

At end of period

  $ 33,101,239     $ 70,014,668  
Accumulated undistributed net investment income (loss)
included in net assets
 

At end of period

  $ (7,660   $ 25,409  

 

  9   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Financial Highlights

 

 

    Class A  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
      2016     2015     2014     2013     2012  

Net asset value — Beginning of period

  $ 12.880     $ 14.130     $ 15.210     $ 13.360     $ 12.000     $ 9.770  
Income (Loss) From Operations                                                

Net investment income (loss)(1)

  $ (0.002   $ 0.005     $ 0.014     $ 0.028     $ 0.035     $ (0.038

Net realized and unrealized gain

    0.779       1.398       0.059       2.164       1.325       2.268  

Total income from operations

  $ 0.777     $ 1.403     $ 0.073     $ 2.192     $ 1.360     $ 2.230  
Less Distributions                                                

From net investment income

  $     $ (0.006   $ (0.008   $ (0.026   $     $  

From net realized gain

    (1.787     (2.647     (1.145     (0.316            

Total distributions

  $ (1.787   $ (2.653   $ (1.153   $ (0.342   $     $  

Net asset value — End of period

  $ 11.870     $ 12.880     $ 14.130     $ 15.210     $ 13.360     $ 12.000  

Total Return(2)

    6.84 %(3)(4)      10.35     0.16     16.61     11.33     22.82
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 21,780     $ 54,078     $ 63,332     $ 84,938     $ 79,626     $ 69,679  

Ratios (as a percentage of average daily net assets):

           

Expenses(5)

    1.28 %(3)(6)      1.21     1.13     1.08     1.12     1.17 %(7) 

Net investment income (loss)

    (0.03 )%(6)      0.04     0.09     0.19     0.28     (0.34 )%(7) 

Portfolio Turnover of the Portfolio(8)

                                  60 %(4) 

Portfolio Turnover of the Fund

    17 %(4)      39     51     46     53     17 %(4)(9) 

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

 

(3) 

The administrator and sub-adviser reimbursed certain operating expenses (equal to 0.05% of average daily net assets for the six months ended March 31, 2017). Absent this reimbursement, total return would be lower.

 

(4) 

Not annualized.

 

(5) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(6) 

Annualized.

 

(7) 

Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

 

(8) 

Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

 

(9) 

For the period from July 23, 2012 through September 30, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Focused Growth Portfolio, a Massachusetts business trust in which the Fund invested all of its investable assets prior to July 23, 2012 and which had the same investment objective and policies as the Fund during such period.

 

  10   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class C  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
      2016     2015     2014     2013     2012  

Net asset value — Beginning of period

  $ 12.540     $ 13.840     $ 14.900     $ 13.140     $ 11.880     $ 9.750  
Income (Loss) From Operations                                                

Net investment loss(1)

  $ (0.047   $ (0.090   $ (0.098   $ (0.080   $ (0.058   $ (0.121

Net realized and unrealized gain

    0.754       1.365       0.068       2.112       1.318       2.251  

Total income (loss) from operations

  $ 0.707     $ 1.275     $ (0.030   $ 2.032     $ 1.260     $ 2.130  
Less Distributions                                                

From net realized gain

  $ (1.787   $ (2.575   $ (1.030   $ (0.272   $     $  

Total distributions

  $ (1.787   $ (2.575   $ (1.030   $ (0.272   $     $  

Net asset value — End of period

  $ 11.460     $ 12.540     $ 13.840     $ 14.900     $ 13.140     $ 11.880  

Total Return(2)

    6.43 %(3)(4)      9.52     (0.53 )%      15.61     10.61     21.85
Ratios/Supplemental Data                                                

Net Assets, end of period (000’s omitted)

  $ 2,281     $ 3,157     $ 3,100     $ 3,962     $ 3,776     $ 3,443  

Ratios (as a percentage of average daily net assets):

           

Expenses(5)

    2.03 %(3)(6)      1.96     1.88     1.83     1.87     1.91 %(7) 

Net investment loss

    (0.81 )%(6)      (0.71 )%      (0.66 )%      (0.55 )%      (0.47 )%      (1.08 )%(7) 

Portfolio Turnover of the Portfolio(8)

                                  60 %(4) 

Portfolio Turnover of the Fund

    17 %(4)      39     51     46     53     17 %(4)(9) 

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

 

(3) 

The administrator and sub-adviser reimbursed certain operating expenses (equal to 0.05% of average daily net assets for the six months ended March 31, 2017). Absent this reimbursement, total return would be lower.

 

(4) 

Not annualized.

 

(5) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(6) 

Annualized.

 

(7) 

Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

 

(8) 

Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

 

(9) 

For the period from July 23, 2012 through September 30, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Focused Growth Portfolio, a Massachusetts business trust in which the Fund invested all of its investable assets prior to July 23, 2012 and which had the same investment objective and policies as the Fund during such period.

 

  11   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class I  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,  
      2016     2015     2014     2013     2012  

Net asset value — Beginning of period

  $ 12.010     $ 13.350     $ 14.430     $ 12.700     $ 11.380     $ 9.240  
Income (Loss) From Operations                                                

Net investment income (loss)(1)

  $ 0.011     $ 0.039     $ 0.046     $ 0.061     $ 0.063     $ (0.005

Net realized and unrealized gain

    0.706       1.318       0.065       2.048       1.266       2.145  

Total income from operations

  $ 0.717     $ 1.357     $ 0.111     $ 2.109     $ 1.329     $ 2.140  
Less Distributions                                                

From net investment income

  $ (0.030   $ (0.050   $ (0.046   $ (0.063   $ (0.009   $  

From net realized gain

    (1.787     (2.647     (1.145     (0.316            

Total distributions

  $ (1.817   $ (2.697   $ (1.191   $ (0.379   $ (0.009   $  

Net asset value — End of period

  $ 10.910     $ 12.010     $ 13.350     $ 14.430     $ 12.700     $ 11.380  

Total Return(2)

    6.85 %(3)(4)      10.66     0.43     16.85     11.69     23.16
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 9,040     $ 12,780     $ 38,804     $ 95,204     $ 91,248     $ 104,941  

Ratios (as a percentage of average daily net assets):

           

Expenses(5)

    1.03 %(3)(6)      0.96     0.88     0.83     0.87     0.92 %(7) 

Net investment income (loss)

    0.19 %(6)      0.32     0.32     0.44     0.53     (0.04 )%(7) 

Portfolio Turnover of the Portfolio(8)

                                  60 %(4) 

Portfolio Turnover of the Fund

    17 %(4)      39     51     46     53     17 %(4)(9) 

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

 

(3) 

The administrator and sub-adviser reimbursed certain operating expenses (equal to 0.05% of average daily net assets for the six months ended March 31, 2017). Absent this reimbursement, total return would be lower.

 

(4) 

Not annualized.

 

(5) 

Excludes the effect of custody fee credits, if any, of less than 0.005%. Effective September 1, 2015, custody fee credits, which were earned on cash deposit balances, were discontinued by the custodian.

 

(6) 

Annualized.

 

(7) 

Includes the Fund’s share of the Portfolio’s allocated expenses for the period while the Fund was investing in the Portfolio.

 

(8) 

Portfolio turnover represents the rate of portfolio activity for the period while the Fund was investing in the Portfolio.

 

(9) 

For the period from July 23, 2012 through September 30, 2012 when the Fund was making investments directly in securities.

References to Portfolio herein are to Focused Growth Portfolio, a Massachusetts business trust in which the Fund invested all of its investable assets prior to July 23, 2012 and which had the same investment objective and policies as the Fund during such period.

 

  12   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited)

 

 

1  Significant Accounting Policies

Eaton Vance Atlanta Capital Focused Growth Fund (the Fund) is a non-diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is to seek long-term capital growth. The Fund offers three classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I shares are sold at net asset value and are not subject to a sales charge. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Each class of shares differs in its distribution plan and certain other class-specific expenses.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946.

A  Investment Valuation — The following methodologies are used to determine the market value or fair value of investments.

Equity Securities. Equity securities listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices.

Affiliated Fund. The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). While Cash Reserves Fund is not a registered money market mutual fund, it conducts all of its investment activities in accordance with the requirements of Rule 2a-7 under the 1940 Act. Investments in Cash Reserves Fund are valued at the closing net asset value per unit on the valuation day. Cash Reserves Fund generally values its investment securities based on available market quotations provided by a third party pricing service. Prior to Cash Reserves Fund’s issuance of units in October 2016, the value of the Fund’s investment in Cash Reserves Fund reflected the Fund’s proportionate interest in its net assets and the Fund recorded its pro-rata share of Cash Reserves Fund’s income, expenses and realized gain or loss.

Fair Valuation. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

As of March 31, 2017, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

F  Use of Estimates — The preparation of the financial statements in conformity with U.S. GAAP 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 income and expense during the reporting period. Actual results could differ from those estimates.

G  Indemnifications — Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business

 

  13  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

H  Interim Financial Statements — The interim financial statements relating to March 31, 2017 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders and Income Tax Information

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. Distributions to shareholders are determined in accordance with income tax regulations, which may differ from U.S. GAAP. As required by U.S. GAAP, only distributions in excess of tax basis earnings and profits are reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

The cost and unrealized appreciation (depreciation) of investments of the Fund at March 31, 2017, as determined on a federal income tax basis, were as follows:

 

Aggregate cost

  $ 22,923,521  

Gross unrealized appreciation

  $ 10,037,655  

Gross unrealized depreciation

    (135,609

Net unrealized appreciation

  $ 9,902,046  

3  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by Boston Management and Research (BMR), a subsidiary of EVM, as compensation for management and investment advisory services rendered to the Fund. The fee is computed at an annual rate of 0.65% of the Fund’s average daily net assets up to $500 million and is payable monthly. On net assets of $500 million and over, the annual fee is reduced. For the six months ended March 31, 2017, the investment adviser fee amounted to $188,344 or 0.65% (annualized) of the Fund’s average daily net assets. Pursuant to a sub-advisory agreement, BMR pays Atlanta Capital Management Company, LLC (Atlanta Capital), an affiliate of EVM, a portion of its investment adviser fee for sub-advisory services provided to the Fund. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund.

Effective February 1, 2017, EVM and Atlanta Capital have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only) exceed 1.25%, 2.00% and 1.00% of the Fund’s average daily net assets for Class A, Class C and Class I, respectively. This agreement may be changed or terminated after January 31, 2018. Pursuant to this agreement, EVM and Atlanta Capital were allocated $15,130 in total of the Fund’s operating expenses for the six months ended March 31, 2017.

EVM serves as the administrator of the Fund, but receives no compensation. EVM provides sub-transfer agency and related services to the Fund pursuant to a Sub-Transfer Agency Support Services Agreement. For the six months ended March 31, 2017, EVM earned $13,180 from the Fund pursuant to such agreement, which is included in transfer and dividend disbursing agent fees on the Statement of Operations. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $434 as its portion of the sales charge on sales of Class A shares for the six months ended March 31, 2017. EVD also received distribution and service fees from Class A and Class C shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s or BMR’s organizations receive remuneration for their services to the Fund out of the investment adviser fee. Trustees of the Fund who are not affiliated with the investment adviser and administrator may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended March 31, 2017, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of the above organizations.

 

  14  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended March 31, 2017 amounted to $56,273 for Class A shares.

The Fund also has in effect a distribution plan for Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class C Plan, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class C shares for providing ongoing distribution services and facilities to the Fund. For the six months ended March 31, 2017, the Fund paid or accrued to EVD $9,746 for Class C shares.

Pursuant to the Class C Plan, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD. Service fees paid or accrued for the six months ended March 31, 2017 amounted to $3,249 for Class C shares.

Distribution and service fees are subject to the limitations contained in the Financial Industry Regulatory Authority Rule 2341(d).

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) of 1% generally is imposed on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. For the six months ended March 31, 2017, the Fund was informed that EVD received less than $100 of CDSCs paid by each of Class A and Class C shareholders.

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $9,573,741 and $48,067,409, respectively, for the six months ended March 31, 2017.

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

 

Class A   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    244,362        487,943  

Issued to shareholders electing to receive payments of distributions in Fund shares

    561,156        832,770  

Redemptions

    (3,168,500      (1,605,874

Net decrease

    (2,362,982      (285,161
    
Class C   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    19,621        41,637  

Issued to shareholders electing to receive payments of distributions in Fund shares

    30,266        43,694  

Redemptions

    (102,603      (57,615

Net increase (decrease)

    (52,716      27,716  

 

  15  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

Class I   Six Months Ended
March 31, 2017
(Unaudited)
     Year Ended
September 30, 2016
 

Sales

    308,036        304,052  

Issued to shareholders electing to receive payments of distributions in Fund shares

    120,294        516,300  

Redemptions

    (664,436      (2,663,531

Net decrease

    (236,106      (1,843,179

8  Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $625 million unsecured line of credit agreement with a group of banks, which is in effect through September 1, 2017. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Fund based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.15% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the six months ended March 31, 2017.

9  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

 

 

Level 1 – quoted prices in active markets for identical investments

 

 

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

 

Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

At March 31, 2017, the hierarchy of inputs used in valuing the Fund’s investments, which are carried at value, were as follows:

 

Asset Description   Level 1     Level 2     Level 3     Total  

Common Stocks

  $ 32,818,752   $     $         —     $ 32,818,752  

Short-Term Investments

          6,815             6,815  

Total Investments

  $ 32,818,752     $ 6,815     $     $ 32,825,567  

 

* The level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

The Fund held no investments or other financial instruments as of September 30, 2016 whose fair value was determined using Level 3 inputs. At March 31, 2017, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

 

  16  


Eaton Vance

Atlanta Capital Focused Growth Fund

March 31, 2017

 

Officers and Trustees

 

 

Officers of Eaton Vance Atlanta Capital Focused Growth Fund

 

 

Payson F. Swaffield

President

Maureen A. Gemma

Vice President, Secretary and

Chief Legal Officer

 

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

 

 

Trustees of Eaton Vance Atlanta Capital Focused Growth Fund

 

 

William H. Park

Chairperson

Scott E. Eston

Thomas E. Faust Jr.*

Mark R. Fetting**

Cynthia E. Frost

George J. Gorman

 

Valerie A. Mosley

Helen Frame Peters

Susan J. Sutherland

Harriett Tee Taggart

Ralph F. Verni

Scott E. Wennerholm**

 

 

* Interested Trustee
** Messrs. Fetting and Wennerholm began serving as Trustees effective September 1, 2016.

 

  17  


Eaton Vance Funds

 

IMPORTANT NOTICES

 

 

Privacy.  The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy (“Privacy Policy”) with respect to nonpublic personal information about its customers:

 

 

Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions.

 

 

None of such information about you (or former customers) will be disclosed to anyone, except as permitted by law (which includes disclosure to employees necessary to service your account). In the normal course of servicing a customer’s account, Eaton Vance may share information with unaffiliated third parties that perform various required services such as transfer agents, custodians and broker-dealers.

 

 

Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

 

 

We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy Policy periodically for changes by accessing the link on our homepage: www.eatonvance.com.

Our pledge of privacy applies to the following entities within the Eaton Vance organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton Vance Investment Counsel, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management (International) Limited, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer’s account (i.e., fund shares) is held in the name of a third-party financial advisor/broker-dealer, it is likely that only such advisor’s privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures. For more information about Eaton Vance’s Privacy Policy, please call 1-800-262-1122.

Delivery of Shareholder Documents.  The Securities and Exchange Commission (SEC) permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called “householding” and it helps eliminate duplicate mailings to shareholders. Eaton Vance, or your financial advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, otherwise. If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial advisor. Your instructions that householding not apply to delivery of your Eaton Vance documents will typically be effective within 30 days of receipt by Eaton Vance or your financial advisor. Separate statements will be generated for each separate account and will be householded as described above.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website at www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC’s website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC’s public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).

Proxy Voting.  From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds’ and Portfolios’ Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge, upon request, by calling 1-800-262-1122 and by accessing the SEC’s website at www.sec.gov.

 

  18  


 

 

This Page Intentionally Left Blank


 

 

This Page Intentionally Left Blank


Investment Adviser

Boston Management and Research

Two International Place

Boston, MA 02110

Sub-Adviser

Atlanta Capital Management Company, LLC

1075 Peachtree Street NE

Suite 2100

Atlanta, GA 30309

Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

State Street Financial Center, One Lincoln Street

Boston, MA 02111

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

 
* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.


LOGO

7725    3.31.17


LOGO

 

 

Eaton Vance

Atlanta Capital

Select Equity Fund

Semiannual Report

March 31, 2017

 

 

 

 

LOGO


 

Commodity Futures Trading Commission Registration. Effective December 31, 2012, the Commodity Futures Trading Commission (“CFTC”) adopted certain regulatory changes that subject registered investment companies and advisers to regulation by the CFTC if a fund invests more than a prescribed level of its assets in certain CFTC-regulated instruments (including futures, certain options and swap agreements) or markets itself as providing investment exposure to such instruments. The Fund has claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act. Accordingly, neither the Fund nor the adviser with respect to the operation of the Fund is subject to CFTC regulation. Because of its management of other strategies, the Fund’s adviser is registered with the CFTC as a commodity pool operator and a commodity trading advisor.

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.

This report must be preceded or accompanied by a current summary prospectus or prospectus. Before investing, investors should consider carefully the investment objective, risks, and charges and expenses of a mutual fund. This and other important information is contained in the summary prospectus and prospectus, which can be obtained from a financial advisor. Prospective investors should read the prospectus carefully before investing. For further information, please call 1-800-262-1122.


Semiannual Report March 31, 2017

Eaton Vance

Atlanta Capital Select Equity Fund

Table of Contents

 

Performance

     2  

Fund Profile

     2  

Endnotes and Additional Disclosures

     3  

Fund Expenses

     4  

Financial Statements

     6  

Officers and Trustees

     20  

Important Notices

     21  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Performance1,2

 

Portfolio Managers William O. Bell IV, CFA, W. Matthew Hereford, CFA and Charles B. Reed, CFA, each of Atlanta Capital Management Company, LLC.

 

% Average Annual Total Returns    Class
Inception Date
     Performance
Inception Date
     Six Months      One Year      Five Years     Since
Inception
 

Class A at NAV

     01/03/2012        01/03/2012        7.07      9.95      12.05     13.90

Class A with 5.75% Maximum Sales Charge

                   0.93        3.65        10.74       12.62  

Class C at NAV

     03/19/2013        01/03/2012        6.62        9.11        11.37       13.24  

Class C with 1% Maximum Sales Charge

                   5.62        8.11        11.37       13.24  

Class I at NAV

     01/03/2012        01/03/2012        7.17        10.21        12.33       14.17  

Class R6 at NAV

     02/01/2017        01/03/2012        7.17        10.21        12.33       14.17  

Russell 1000® Index

                   10.09      17.43      13.25     14.91
                
% Total Annual Operating Expense Ratios3                    Class A      Class C      Class I     Class R6  

Gross

           1.15      1.90      0.90     0.85

Net

           1.05        1.80        0.80       0.75  

Fund Profile

 

Sector Allocation (% of net assets)4

 

 

LOGO

Top 10 Holdings (% of net assets)4

 

 

Markel Corp.

    7.5

TJX Cos., Inc. (The)

    5.8  

Ball Corp.

    5.6  

U.S. Bancorp

    5.4  

White Mountains Insurance Group, Ltd.

    5.2  

Affiliated Managers Group, Inc.

    4.4  

Dentsply Sirona, Inc.

    4.0  

ANSYS, Inc.

    3.8  

Aramark

    3.6  

Ross Stores, Inc.

    3.2  

Total

    48.5
 

 

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or offering price (as applicable) with all distributions reinvested. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Performance less than or equal to one year is cumulative. Performance is for the stated time period only; due to market volatility, the Fund’s current performance may be lower or higher than quoted. Returns are before taxes unless otherwise noted. For performance as of the most recent month-end, please refer to eatonvance.com.

 

  2  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Endnotes and Additional Disclosures

 

 

1 

Russell 1000® Index is an unmanaged index of 1,000 U.S. large-cap stocks. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

 

2 

Total Returns at NAV do not include applicable sales charges. If sales charges were deducted, the returns would be lower. Total Returns shown with maximum sales charge reflect the stated maximum sales charge. Unless otherwise stated, performance does not reflect the deduction of taxes on Fund distributions or redemptions of Fund shares.

 

 

Performance prior to the inception date of a class may be linked to the performance of an older class of the Fund. This linked performance is adjusted for any applicable sales charge, but is not adjusted for class expense differences. If adjusted for such differences, the performance would be different. The performance of Class C is linked to Class A and the performance of Class R6 is linked to Class I. Performance since inception for an index, if presented, is the performance since the Fund’s or oldest share class’ inception, as applicable. Performance presented in the Financial Highlights included in the financial statements is not linked.

 

3 

Source: Fund prospectus. Net expense ratios reflect a contractual expense reimbursement that continues through 1/31/18. Without the reimbursement, performance would have been lower. The expense ratios for the current reporting period can be found in the Financial Highlights section of this report.

 

4 

Excludes cash and cash equivalents.

 

 

Fund profile subject to change due to active management.

 

 

  3  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Fund Expenses

 

 

Example:  As a Fund shareholder, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases and redemption fees (if applicable); 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 Fund investing and to compare these costs with the ongoing costs of investing in other mutual funds. The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (October 1, 2016 – March 31, 2017) for Class A, Class C and Class I and (February 1, 2017 – March 31, 2017) for Class R6. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (October 1, 2016 – March 31, 2017).

Actual Expenses:  The first section of the table below provides information about actual account values and actual expenses. You may use the information in this section, 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 section 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 section of the table below provides information about hypothetical account values and hypothetical expenses based on the actual Fund expense ratio and an assumed rate of return of 5% per year (before expenses), which is not the actual Fund 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 your Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) or redemption fees (if applicable). Therefore, the second section of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would be higher.

 

    

Beginning

Account Value
(10/1/16)

      

Ending

Account Value
(3/31/17)

      

Expenses Paid

During Period
(10/1/16 – 3/31/17)

    

Annualized

Expense
Ratio

 
              

Actual*

              

Class A

  $ 1,000.00        $ 1,070.70        $ 5.89 ***       1.14

Class C

  $ 1,000.00        $ 1,066.20        $ 9.74 ***       1.89

Class I

  $ 1,000.00        $ 1,071.70        $ 4.60 ***       0.89

Class R6

  $ 1,000.00        $ 1,043.90        $ 1.24 ***       0.75
                                        
              

Hypothetical**

              

(5% return per year before expenses)

              

Class A

  $ 1,000.00        $ 1,019.20        $ 5.74 ***       1.14

Class C

  $ 1,000.00        $ 1,015.50        $ 9.50 ***       1.89

Class I

  $ 1,000.00        $ 1,020.50        $ 4.48 ***       0.89

Class R6

  $ 1,000.00        $ 1,021.20        $ 3.78 ***       0.75

 

* Class R6 had not commenced operations on October 1, 2016. Actual expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period); 59/365 for Class R6 (to reflect the period from commencement of operations on February 1, 2017 to March 31, 2017). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on September 30, 2016 (February 1, 2017 for Class R6).

 

** Hypothetical expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on September 30, 2016 (February 1, 2017 for Class R6).

 

*** Absent an allocation of certain expenses to affiliates, the expenses would be higher.

 

  4  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Fund Expenses — continued

 

 

Effective February 1, 2017, the contractual expense caps of Class A, Class C and Class I changed. If these changes had been in place during the entire reporting period, the actual and hypothetical ending account values, expenses paid and annualized expense ratios would have been as follows:

 

    

Beginning

Account Value
(10/1/16)

      

Ending

Account Value
(3/31/17)

      

Expenses Paid

During Period*
(10/1/16 – 3/31/17)

    

Annualized

Expense
Ratio

 
              

Actual

              

Class A

    $1,000.00          $1,070.70          $5.42 **       1.05%  

Class C

    $1,000.00          $1,066.20          $9.27 **       1.80%  

Class I

    $1,000.00          $1,071.70          $4.13 **       0.80%  
                                        
              

Hypothetical

              

(5% return per year before expenses)

              

Class A

    $1,000.00          $1,019.70          $5.29 **       1.05%  

Class C

    $1,000.00          $1,016.00          $9.05 **       1.80%  

Class I

    $1,000.00          $1,020.90          $4.03 **       0.80%  

 

* Expenses are equal to the Fund’s annualized expense ratio for the indicated Class, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). The Example assumes that the $1,000 was invested at the net asset value per share determined at the close of business on September 30, 2016.

 

** Absent an allocation of certain expenses to affiliates, the expenses would be higher.

 

  5  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Portfolio of Investments (Unaudited)

 

 

Common Stocks — 94.1%  
   
Security   Shares     Value  

Banks — 5.4%

               

U.S. Bancorp

    344,006     $ 17,716,309  
                 
    $ 17,716,309  
                 

Beverages — 3.1%

 

Diageo PLC ADR

    88,975     $ 10,283,731  
                 
  $ 10,283,731  
                 

Capital Markets — 4.4%

 

Affiliated Managers Group, Inc.

    89,097     $ 14,606,562  
                 
  $ 14,606,562  
                 

Chemicals — 5.6%

 

Praxair, Inc.

    84,068     $ 9,970,465  

Sherwin-Williams Co. (The)

    27,764       8,612,115  
                 
  $ 18,582,580  
                 

Containers & Packaging — 5.6%

 

Ball Corp.

    247,396     $ 18,371,627  
                 
  $ 18,371,627  
                 

Food Products — 2.1%

 

Nestle SA ADR

    88,909     $ 6,837,102  
                 
  $ 6,837,102  
                 

Health Care Equipment & Supplies — 11.7%

 

Danaher Corp.

    85,386     $ 7,303,065  

Dentsply Sirona, Inc.

    211,275       13,192,011  

STERIS PLC

    120,503       8,370,138  

Teleflex, Inc.

    51,261       9,930,793  
                 
  $ 38,796,007  
                 

Health Care Providers & Services — 3.2%

 

Henry Schein, Inc.(1)

    62,974     $ 10,703,691  
                 
  $ 10,703,691  
                 

Hotels, Restaurants & Leisure — 3.6%

 

Aramark

    319,950     $ 11,796,557  
                 
  $ 11,796,557  
                 

Insurance — 12.7%

 

Markel Corp.(1)

    25,272     $ 24,661,934  
Security   Shares     Value  

Insurance (continued)

 

White Mountains Insurance Group, Ltd.

    19,808     $ 17,428,663  
                 
  $ 42,090,597  
                 

IT Services — 8.3%

 

Alliance Data Systems Corp.

    35,601     $ 8,864,649  

Fiserv, Inc.(1)

    76,323       8,800,805  

Visa, Inc., Class A

    110,439       9,814,714  
                 
  $ 27,480,168  
                 

Life Sciences Tools & Services — 2.9%

 

Thermo Fisher Scientific, Inc.

    63,329     $ 9,727,334  
                 
  $ 9,727,334  
                 

Machinery — 2.6%

 

Fortive Corp.

    141,801     $ 8,539,256  
                 
  $ 8,539,256  
                 

Professional Services — 2.7%

 

Equifax, Inc.

    63,983     $ 8,749,035  
                 
  $ 8,749,035  
                 

Software — 6.0%

 

ANSYS, Inc.(1)

    117,741     $ 12,582,981  

Check Point Software Technologies, Ltd.(1)

    69,944       7,180,451  
                 
  $ 19,763,432  
                 

Specialty Retail — 14.2%

 

Home Depot, Inc. (The)

    54,744     $ 8,038,061  

O’Reilly Automotive, Inc.(1)

    33,595       9,065,275  

Ross Stores, Inc.

    162,810       10,724,295  

TJX Cos., Inc. (The)

    241,478       19,096,080  
                 
  $ 46,923,711  
                 

Total Common Stocks
(identified cost $261,831,882)

 

  $ 310,967,699  
                 
 

 

  6   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Portfolio of Investments (Unaudited) — continued

 

 

Short-Term Investments — 5.7%  
   
Description   Units     Value  

Eaton Vance Cash Reserves Fund, LLC, 1.01%(2)

    18,855,044     $ 18,858,815  
   

Total Short-Term Investments
(identified cost $18,857,793)

 

  $ 18,858,815  
   

Total Investments — 99.8%
(identified cost $280,689,675)

 

  $ 329,826,514  
   

Other Assets, Less Liabilities — 0.2%

 

  $ 784,773  
   

Net Assets — 100.0%

 

  $ 330,611,287  
   

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

 

(1) 

Non-income producing security.

 

(2) 

Affiliated investment company, available to Eaton Vance portfolios and funds, which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of March 31, 2017.

Abbreviations:

ADR – American Depositary Receipt

 

 

  7   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Statement of Assets and Liabilities (Unaudited)

 

 

Assets   March 31, 2017  

Unaffiliated investments, at value (identified cost, $261,831,882)

  $ 310,967,699  

Affiliated investment, at value (identified cost, $18,857,793)

    18,858,815  

Dividends receivable

    238,746  

Dividends receivable from affiliated investment

    18,593  

Receivable for Fund shares sold

    1,983,932  

Tax reclaims receivable

    22,644  

Receivable from affiliates

    28,893  

Total assets

  $ 332,119,322  
Liabilities        

Payable for Fund shares redeemed

  $ 1,242,689  

Payable to affiliates:

 

Investment adviser and administration fee

    197,049  

Distribution and service fees

    40,267  

Accrued expenses

    28,030  

Total liabilities

  $ 1,508,035  

Net Assets

  $ 330,611,287  
Sources of Net Assets        

Paid-in capital

  $ 276,479,576  

Accumulated net realized gain

    5,515,726  

Accumulated net investment loss

    (520,854

Net unrealized appreciation

    49,136,839  

Total

  $ 330,611,287  
Class A Shares        

Net Assets

  $ 98,454,724  

Shares Outstanding

    5,231,126  

Net Asset Value and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 18.82  

Maximum Offering Price Per Share

 

(100 ÷ 94.25 of net asset value per share)

  $ 19.97  
Class C Shares        

Net Assets

  $ 22,187,231  

Shares Outstanding

    1,216,280  

Net Asset Value and Offering Price Per Share*

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 18.24  
Class I Shares        

Net Assets

  $ 209,958,891  

Shares Outstanding

    11,032,642  

Net Asset Value, Offering Price and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding)

  $ 19.03  
Class R6 Shares        

Net Assets

  $ 10,441  

Shares Outstanding

    549  

Net Asset Value, Offering Price and Redemption Price Per Share

 

(net assets ÷ shares of beneficial interest outstanding, including fractional shares)

  $ 19.03  

On sales of $50,000 or more, the offering price of Class A shares is reduced.

 

* Redemption price per share is equal to the net asset value less any applicable contingent deferred sales charge.

 

  8   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Statement of Operations (Unaudited)

 

 

Investment Income  

Six Months Ended

March 31, 2017

 

Dividends

  $ 1,193,628  

Interest allocated from/dividends from affiliated investment

    82,788  

Expenses allocated from affiliated investment

    (30

Total investment income

  $ 1,276,386  
Expenses        

Investment adviser and administration fee

  $ 1,127,844  

Distribution and service fees

 

Class A

    109,136  

Class C

    102,508  

Trustees’ fees and expenses

    9,203  

Custodian fee

    42,451  

Transfer and dividend disbursing agent fees

    103,454  

Legal and accounting services

    23,385  

Printing and postage

    14,780  

Registration fees

    65,464  

Miscellaneous

    11,334  

Total expenses

  $ 1,609,559  

Deduct —

 

Allocation of expenses to affiliates

  $ 75,051  

Total expense reductions

  $ 75,051  

Net expenses

  $ 1,534,508  

Net investment loss

  $ (258,122
Realized and Unrealized Gain (Loss)        

Net realized gain (loss) —

 

Investment transactions

  $ 5,702,689  

Investment transactions — affiliated investment

    3,507  

Net realized gain

  $ 5,706,196  

Change in unrealized appreciation (depreciation) —

 

Investments

  $ 16,579,643  

Investments — affiliated investment

    1,022  

Net change in unrealized appreciation (depreciation)

  $ 16,580,665  

Net realized and unrealized gain

  $ 22,286,861  

Net increase in net assets from operations

  $ 22,028,739  

 

  9   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Statements of Changes in Net Assets

 

 

Increase (Decrease) in Net Assets  

Six Months Ended

March 31, 2017
(Unaudited)

   

Year Ended

September 30, 2016

 

From operations —

   

Net investment loss

  $ (258,122   $ (396,553

Net realized gain from investment transactions

    5,706,196       324,225  

Net change in unrealized appreciation (depreciation) from investments

    16,580,665       16,622,203  

Net increase in net assets from operations

  $ 22,028,739     $ 16,549,875  

Distributions to shareholders —

   

From net realized gain

   

Class A

  $ (13,887   $ (1,813,498

Class C

    (3,769     (428,258

Class I

    (33,794     (3,492,854

Total distributions to shareholders

  $ (51,450   $ (5,734,610

Transactions in shares of beneficial interest —

   

Proceeds from sale of shares

   

Class A

  $ 36,909,496     $ 37,489,557  

Class C

    4,185,137       9,096,233  

Class I

    63,962,180       162,944,219  

Class R6

    10,000        

Net asset value of shares issued to shareholders in payment of distributions declared

   

Class A

    13,267       1,798,429  

Class C

    3,371       385,224  

Class I

    28,448       3,459,339  

Cost of shares redeemed

   

Class A

    (17,980,956     (24,609,970

Class C

    (2,831,639     (3,113,000

Class I

    (36,330,253     (39,587,851

Net increase in net assets from Fund share transactions

  $ 47,969,051     $ 147,862,180  

Net increase in net assets

  $ 69,946,340     $ 158,677,445  
Net Assets                

At beginning of period

  $ 260,664,947     $ 101,987,502  

At end of period

  $ 330,611,287     $ 260,664,947  
Accumulated net investment loss
included in net assets
               

At end of period

  $ (520,854   $ (262,732

 

  10   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Financial Highlights

 

 

    Class A  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,    

Period Ended

September 30, 2012(1)

 
      2016     2015     2014     2013    

Net asset value — Beginning of period

  $ 17.590     $ 16.320     $ 15.450     $ 14.120     $ 11.770     $ 10.000  
Income (Loss) From Operations                                                

Net investment loss(2)

  $ (0.025   $ (0.054   $ (0.047   $ (0.024   $ (0.025   $ (0.022

Net realized and unrealized gain

    1.258       1.870       1.132       1.402       2.396       1.792  

Total income from operations

  $ 1.233     $ 1.816     $ 1.085     $ 1.378     $ 2.371     $ 1.770  
Less Distributions                                                

From net realized gain

  $ (0.003   $ (0.546   $ (0.215   $ (0.048   $ (0.021   $  

Total distributions

  $ (0.003   $ (0.546   $ (0.215   $ (0.048   $ (0.021   $  

Net asset value — End of period

  $ 18.820     $ 17.590     $ 16.320     $ 15.450     $ 14.120     $ 11.770  

Total Return(3)(4)

    7.07 %(5)      11.23     7.01     9.78     20.18     17.70 %(5) 
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 98,455     $ 72,865     $ 54,145     $ 54,602     $ 28,280     $ 4,690  

Ratios (as a percentage of average daily net assets):

           

Expenses(4)

    1.14 %(6)      1.20     1.20     1.20     1.20     1.20 %(6) 

Net investment loss

    (0.28 )%(6)      (0.32 )%      (0.28 )%      (0.16 )%      (0.19 )%      (0.27 )%(6) 

Portfolio Turnover

    8 %(5)      16     24     45     6     12 %(5) 

 

(1) 

For the period from the start of business, January 3, 2012, to September 30, 2012.

 

(2) 

Computed using average shares outstanding.

 

(3) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

 

(4) 

The investment adviser, administrator and sub-adviser reimbursed certain operating expenses (equal to 0.05%, 0.05%, 0.15%, 0.09%, 0.28% and 1.37% of average daily net assets for the six months ended March 31, 2017, the years ended September 30, 2016, 2015, 2014 and 2013 and the period from the start of business, January 3, 2012, to September 30, 2012, respectively). Absent this reimbursement, total return would be lower.

 

(5) 

Not annualized.

 

(6) 

Annualized.

 

  11   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class C  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,    

Period Ended

September 30, 2013(1)

 
      2016     2015     2014    

Net asset value — Beginning of period

  $ 17.110     $ 16.000     $ 15.270     $ 14.060     $ 12.920  
Income (Loss) From Operations                                        

Net investment loss(2)

  $ (0.090   $ (0.175   $ (0.170   $ (0.133   $ (0.077

Net realized and unrealized gain

    1.223       1.831       1.115       1.391       1.217  

Total income from operations

  $ 1.133     $ 1.656     $ 0.945     $ 1.258     $ 1.140  
Less Distributions                                        

From net realized gain

  $ (0.003   $ (0.546   $ (0.215   $ (0.048   $  

Total distributions

  $ (0.003   $ (0.546   $ (0.215   $ (0.048   $  

Net asset value — End of period

  $ 18.240     $ 17.110     $ 16.000     $ 15.270     $ 14.060  

Total Return(3)(4)

    6.62 %(5)      10.49     6.16     8.97     8.82 %(5) 
Ratios/Supplemental Data                                        

Net assets, end of period (000’s omitted)

  $ 22,187     $ 19,479     $ 12,096     $ 9,128     $ 4,452  

Ratios (as a percentage of average daily net assets):

         

Expenses(4)

    1.89 %(6)      1.95     1.95     1.95     1.95 %(6) 

Net investment loss

    (1.04 )%(6)      (1.05 )%      (1.03 )%      (0.89 )%      (1.04 )%(6) 

Portfolio Turnover

    8 %(5)      16     24     45     6 %(7) 

 

(1) 

For the period from the commencement of operations, March 19, 2013, to September 30, 2013.

 

(2) 

Computed using average shares outstanding.

 

(3) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested and do not reflect the effect of sales charges.

 

(4) 

The investment adviser, administrator and sub-adviser reimbursed certain operating expenses (equal to 0.05%, 0.05%, 0.15%, 0.09% and 0.28% of average daily net assets for the six months ended March 31, 2017, the years ended September 30, 2016, 2015 and 2014 and the period from the commencement of operations, March 19, 2013, to September 30, 2013, respectively). Absent this reimbursement, total return would be lower.

 

(5) 

Not annualized.

 

(6) 

Annualized.

 

(7) 

For the Fund’s year ended September 30, 2013.

 

  12   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class I  
    Six Months Ended
March 31, 2017
(Unaudited)
    Year Ended September 30,    

Period Ended

September 30, 2012(1)

 
      2016     2015     2014     2013    

Net asset value — Beginning of period

  $ 17.760     $ 16.430     $ 15.520     $ 14.150     $ 11.790     $ 10.000  
Income (Loss) From Operations                                                

Net investment income (loss)(2)

  $ (0.003   $ (0.007   $ (0.006   $ 0.016     $ 0.017     $ 0.002  

Net realized and unrealized gain

    1.276       1.883       1.131       1.402       2.385       1.788  

Total income from operations

  $ 1.273     $ 1.876     $ 1.125     $ 1.418     $ 2.402     $ 1.790  
Less Distributions                                                

From net investment income

  $     $     $     $     $ (0.009   $  

From net realized gain

    (0.003     (0.546     (0.215     (0.048     (0.033      

Total distributions

  $ (0.003   $ (0.546   $ (0.215   $ (0.048   $ (0.042   $  

Net asset value — End of period

  $ 19.030     $ 17.760     $ 16.430     $ 15.520     $ 14.150     $ 11.790  

Total Return(3)(4)

    7.17 %(5)      11.58     7.24     10.04     20.45     17.90 %(5) 
Ratios/Supplemental Data                                                

Net assets, end of period (000’s omitted)

  $ 209,959     $ 168,322     $ 35,746     $ 41,321     $ 40,798     $ 21,023  

Ratios (as a percentage of average daily net assets):

           

Expenses(4)

    0.89 %(6)      0.95     0.95     0.95     0.95     0.95 %(6) 

Net investment income (loss)

    (0.03 )%(6)      (0.04 )%      (0.03 )%      0.11     0.13     0.02 %(6) 

Portfolio Turnover

    8 %(5)      16     24     45     6     12 %(5) 

 

(1) 

For the period from the start of business, January 3, 2012, to September 30, 2012.

 

(2) 

Computed using average shares outstanding.

 

(3) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

 

(4) 

The investment adviser, administrator and sub-adviser reimbursed certain operating expenses (equal to 0.05%, 0.05%, 0.15%, 0.09%, 0.28% and 1.37% of average daily net assets for the six months ended March 31, 2017, the years ended September 30, 2016, 2015, 2014 and 2013 and the period from the start of business, January 3, 2012, to September 30, 2012, respectively). Absent this reimbursement, total return would be lower.

 

(5) 

Not annualized.

 

(6) 

Annualized.

 

  13   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Financial Highlights — continued

 

 

    Class R6  
    

Period Ended

March 31, 2017

(Unaudited)(1)

 

Net asset value — Beginning of period

  $ 18.230  
Income (Loss) From Operations  

Net investment income(2)

  $ 0.019  

Net realized and unrealized gain

    0.781  

Total income from operations

  $ 0.800  

Net asset value — End of period

  $ 19.030  

Total Return(3)(4)

    4.39 %(5) 
Ratios/Supplemental Data  

Net assets, end of period (000’s omitted)

  $ 10  

Ratios (as a percentage of average daily net assets):

 

Expenses(4)

    0.75 %(6) 

Net investment income

    0.62 %(6) 

Portfolio Turnover

    8 %(5)(7) 

 

(1) 

For the period from the commencement of operations, February 1, 2017, to March 31, 2017.

 

(2) 

Computed using average shares outstanding.

 

(3) 

Returns are historical and are calculated by determining the percentage change in net asset value with all distributions reinvested.

 

(4) 

The investment adviser, administrator and sub-adviser reimbursed certain operating expenses (equal to 0.08% of average daily net assets for the period from the commencement of operations, February 1, 2017, to March 31, 2017). Absent this reimbursement, total return would be lower.

 

(5) 

Not annualized.

 

(6) 

Annualized.

 

(7) 

For the Fund’s six months ended March 31, 2017.

 

  14   See Notes to Financial Statements.


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited)

 

 

1  Significant Accounting Policies

Eaton Vance Atlanta Capital Select Equity Fund (the Fund) is a non-diversified series of Eaton Vance Growth Trust (the Trust). The Trust is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Fund’s investment objective is to seek long-term capital growth. The Fund offers four classes of shares. Class A shares are generally sold subject to a sales charge imposed at time of purchase. Class C shares are sold at net asset value and are generally subject to a contingent deferred sales charge (see Note 5). Class I and Class R6 shares are sold at net asset value and are not subject to a sales charge. Each class represents a pro-rata interest in the Fund, but votes separately on class-specific matters and (as noted below) is subject to different expenses. Realized and unrealized gains and losses and net investment income and losses, other than class-specific expenses, are allocated daily to each class of shares based on the relative net assets of each class to the total net assets of the Fund. Sub-accounting, recordkeeping and similar administrative fees payable to financial intermediaries, which are a component of transfer and dividend disbursing agent fees on the Statement of Operations, are not allocated to Class R6 shares. Each class of shares differs in its distribution plan and certain other class-specific expenses.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP). The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946.

A  Investment Valuation — The following methodologies are used to determine the market value or fair value of investments.

Equity Securities. Equity securities listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices.

Affiliated Fund. The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). While Cash Reserves Fund is not a registered money market mutual fund, it conducts all of its investment activities in accordance with the requirements of Rule 2a-7 under the 1940 Act. Investments in Cash Reserves Fund are valued at the closing net asset value per unit on the valuation day. Cash Reserves Fund generally values its investment securities based on available market quotations provided by a third party pricing service. Prior to Cash Reserves Fund’s issuance of units in October 2016, the value of the Fund’s investment in Cash Reserves Fund reflected the Fund’s proportionate interest in its net assets and the Fund recorded its pro-rata share of Cash Reserves Fund’s income, expenses and realized gain or loss.

Fair Valuation. Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

As of March 31, 2017, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  Expenses — The majority of expenses of the Trust are directly identifiable to an individual fund. Expenses which are not readily identifiable to a specific fund are allocated taking into consideration, among other things, the nature and type of expense and the relative size of the funds.

F  Use of Estimates — The preparation of the financial statements in conformity with U.S. GAAP 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 income and expense during the reporting period. Actual results could differ from those estimates.

 

  15  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

G  Indemnifications — Under the Trust’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Trust) could be deemed to have personal liability for the obligations of the Trust. However, the Trust’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Trust shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

H  Interim Financial Statements — The interim financial statements relating to March 31, 2017 and for the six months then ended have not been audited by an independent registered public accounting firm, but in the opinion of the Fund’s management, reflect all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the financial statements.

2  Distributions to Shareholders and Income Tax Information

It is the present policy of the Fund to make at least one distribution annually (normally in December) of all or substantially all of its net investment income and to distribute annually all or substantially all of its net realized capital gains. Distributions to shareholders are recorded on the ex-dividend date. Distributions are declared separately for each class of shares. Shareholders may reinvest income and capital gain distributions in additional shares of the same class of the Fund at the net asset value as of the ex-dividend date or, at the election of the shareholder, receive distributions in cash. Distributions to shareholders are determined in accordance with income tax regulations, which may differ from U.S. GAAP. As required by U.S. GAAP, only distributions in excess of tax basis earnings and profits are reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income.

At September 30, 2016, the Fund had a late year ordinary loss of $262,732 which it has elected to defer to the following taxable year pursuant to income tax regulations. Late year ordinary losses represent certain specified losses realized in that portion of a taxable year after October 31 that are treated as ordinary for tax purposes plus ordinary losses attributable to that portion of a taxable year after December 31.

The cost and unrealized appreciation (depreciation) of investments of the Fund at March 31, 2017, as determined on a federal income tax basis, were as follows:

 

Aggregate cost

  $ 280,879,109  

Gross unrealized appreciation

  $ 49,321,776  

Gross unrealized depreciation

    (374,371

Net unrealized appreciation

  $ 48,947,405  

3  Investment Adviser and Administration Fee and Other Transactions with Affiliates

The investment adviser and administration fee is earned by EVM as compensation for investment advisory and administrative services rendered to the Fund. Pursuant to the investment advisory and administrative agreement and subsequent fee reduction agreement between the Fund and EVM, the fee is computed at an annual rate of 0.70% (0.80% prior to February 1, 2017) of the Fund’s average daily net assets up to $500 million and is payable monthly. On net assets of $500 million and over, the annual fee is reduced. The fee reduction cannot be terminated or reduced without the approval of a majority vote of the Trustees of the Fund who are not interested persons of EVM or the Fund and by the vote of a majority of shareholders. For the six months ended March 31, 2017, the investment adviser and administration fee amounted to $1,127,844 or 0.76% (annualized) of the Fund’s average daily net assets. Pursuant to a sub-advisory agreement, EVM pays Atlanta Capital Management Company, LLC (Atlanta Capital), an affiliate of EVM, a portion of its investment adviser and administration fee for sub-advisory services provided to the Fund. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund.

EVM and Atlanta Capital have agreed to reimburse the Fund’s expenses to the extent that total annual operating expenses (relating to ordinary operating expenses only) exceed 1.05%, 1.80% and 0.80% (1.20%, 1.95% and 0.95% prior to February 1, 2017) of the Fund’s average daily net assets for Class A, Class C and Class I, respectively, and 0.75% of the Fund’s average daily net assets for Class R6. This agreement may be changed or terminated after January 31, 2018. Pursuant to this agreement, EVM and Atlanta Capital were allocated $75,051 in total of the Fund’s operating expenses for the six months ended March 31, 2017.

 

  16  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

EVM provides sub-transfer agency and related services to the Fund pursuant to a Sub-Transfer Agency Support Services Agreement. For the six months ended March 31, 2017, EVM earned $2,284 from the Fund pursuant to such agreement, which is included in transfer and dividend disbursing agent fees on the Statement of Operations. The Fund was informed that Eaton Vance Distributors, Inc. (EVD), an affiliate of EVM and the Fund’s principal underwriter, received $14,243 as its portion of the sales charge on sales of Class A shares for the six months ended March 31, 2017. EVD also received distribution and service fees from Class A and Class C shares (see Note 4) and contingent deferred sales charges (see Note 5).

Trustees and officers of the Fund who are members of EVM’s organization receive remuneration for their services to the Fund out of the investment adviser and administration fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the six months ended March 31, 2017, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of EVM.

4  Distribution Plans

The Fund has in effect a distribution plan for Class A shares (Class A Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class A Plan, the Fund pays EVD a distribution and service fee of 0.25% per annum of its average daily net assets attributable to Class A shares for distribution services and facilities provided to the Fund by EVD, as well as for personal services and/or the maintenance of shareholder accounts. Distribution and service fees paid or accrued to EVD for the six months ended March 31, 2017 amounted to $109,136 for Class A shares.

The Fund also has in effect a distribution plan for Class C shares (Class C Plan) pursuant to Rule 12b-1 under the 1940 Act. Pursuant to the Class C Plan, the Fund pays EVD amounts equal to 0.75% per annum of its average daily net assets attributable to Class C shares for providing ongoing distribution services and facilities to the Fund. For the six months ended March 31, 2017, the Fund paid or accrued to EVD $76,881 for Class C shares.

Pursuant to the Class C Plan, the Fund also makes payments of service fees to EVD, financial intermediaries and other persons in amounts equal to 0.25% per annum of its average daily net assets attributable to that class. Service fees paid or accrued are for personal services and/or the maintenance of shareholder accounts. They are separate and distinct from the sales commissions and distribution fees payable to EVD. Service fees paid or accrued for the six months ended March 31, 2017 amounted to $25,627 for Class C shares.

Distribution and service fees are subject to the limitations contained in the Financial Industry Regulatory Authority Rule 2341(d).

5  Contingent Deferred Sales Charges

A contingent deferred sales charge (CDSC) of 1% generally is imposed on redemptions of Class C shares made within one year of purchase. Class A shares may be subject to a 1% CDSC if redeemed within 18 months of purchase (depending on the circumstances of purchase). Generally, the CDSC is based upon the lower of the net asset value at date of redemption or date of purchase. No charge is levied on shares acquired by reinvestment of dividends or capital gain distributions. For the six months ended March 31, 2017, the Fund was informed that EVD received $3,000 of CDSCs paid by each of Class A and Class C shareholders.

6  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $79,220,037 and $21,936,348, respectively, for the six months ended March 31, 2017.

7  Shares of Beneficial Interest

The Fund’s Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest (without par value). Such shares may be issued in a number of different series (such as the Fund) and classes. Transactions in Fund shares were as follows:

 

Class A  

Six Months Ended

March 31, 2017
(Unaudited)

    

Year Ended

September 30, 2016

 

Sales

    2,071,225        2,207,220  

Issued to shareholders electing to receive payments of distributions in Fund shares

    748        107,113  

Redemptions

    (983,573      (1,490,051

Net increase

    1,088,400        824,282  

 

  17  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

Class C  

Six Months Ended

March 31, 2017
(Unaudited)

    

Year Ended

September 30, 2016

 

Sales

    240,472        547,190  

Issued to shareholders electing to receive payments of distributions in Fund shares

    195        23,432  

Redemptions

    (162,745      (188,115

Net increase

    77,922        382,507  
    
Class I  

Six Months Ended

March 31, 2017
(Unaudited)

    

Year Ended

September 30, 2016

 

Sales

    3,567,549        9,414,512  

Issued to shareholders electing to receive payments of distributions in Fund shares

    1,587        204,332  

Redemptions

    (2,012,903      (2,317,923

Net increase

    1,556,233        7,300,921  
    
Class R6  

Period Ended

March 31, 2017
(Unaudited)
(1)

         

Sales

    549           

Net increase

    549           

 

(1) 

Class R6 commenced operations on February 1, 2017.

8  Line of Credit

The Fund participates with other portfolios and funds managed by EVM and its affiliates in a $625 million unsecured line of credit agreement with a group of banks, which is in effect through September 1, 2017. Borrowings are made by the Fund solely to facilitate the handling of unusual and/or unanticipated short-term cash requirements. Interest is charged to the Fund based on its borrowings at an amount above either the Eurodollar rate or Federal Funds rate. In addition, a fee computed at an annual rate of 0.15% on the daily unused portion of the line of credit is allocated among the participating portfolios and funds at the end of each quarter. Because the line of credit is not available exclusively to the Fund, it may be unable to borrow some or all of its requested amounts at any particular time. The Fund did not have any significant borrowings or allocated fees during the six months ended March 31, 2017.

9  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

 

 

Level 1 – quoted prices in active markets for identical investments

 

 

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

 

Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

  18  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Notes to Financial Statements (Unaudited) — continued

 

 

At March 31, 2017, the hierarchy of inputs used in valuing the Fund’s investments, which are carried at value, were as follows:

 

Asset Description   Level 1      Level 2      Level 3      Total  

Common Stocks

  $ 310,967,699    $      $      $ 310,967,699  

Short-Term Investments

           18,858,815               18,858,815  

Total Investments

  $ 310,967,699      $ 18,858,815      $         —      $ 329,826,514  

 

* The level classification by major category of investments is the same as the category presentation in the Portfolio of Investments.

The Fund held no investments or other financial instruments as of September 30, 2016 whose fair value was determined using Level 3 inputs. At March 31, 2017, there were no investments transferred between Level 1 and Level 2 during the six months then ended.

 

  19  


Eaton Vance

Atlanta Capital Select Equity Fund

March 31, 2017

 

Officers and Trustees

 

 

Officers of Eaton Vance Atlanta Capital Select Equity Fund

 

 

Payson F. Swaffield

President

Maureen A. Gemma

Vice President, Secretary and Chief Legal Officer

James F. Kirchner

Treasurer

Paul M. O’Neil

Chief Compliance Officer

 

 

Trustees of Eaton Vance Atlanta Capital Select Equity Fund

 

 

William H. Park

Chairperson

Scott E. Eston

Thomas E. Faust Jr.*

Mark R. Fetting**

Cynthia E. Frost

George J. Gorman

Valerie A. Mosley

Helen Frame Peters

Susan J. Sutherland

Harriett Tee Taggart

Ralph F. Verni

Scott E. Wennerholm**

 

 

* Interested Trustee
** Messrs. Fetting and Wennerholm began serving as Trustees effective September 1, 2016.

 

  20  


Eaton Vance Funds

 

IMPORTANT NOTICES

 

 

Privacy.  The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy (“Privacy Policy”) with respect to nonpublic personal information about its customers:

 

 

Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions.

 

 

None of such information about you (or former customers) will be disclosed to anyone, except as permitted by law (which includes disclosure to employees necessary to service your account). In the normal course of servicing a customer’s account, Eaton Vance may share information with unaffiliated third parties that perform various required services such as transfer agents, custodians and broker-dealers.

 

 

Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

 

 

We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy Policy periodically for changes by accessing the link on our homepage: www.eatonvance.com.

Our pledge of privacy applies to the following entities within the Eaton Vance organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton Vance Investment Counsel, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management (International) Limited, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer’s account (i.e., fund shares) is held in the name of a third-party financial advisor/broker-dealer, it is likely that only such advisor’s privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures. For more information about Eaton Vance’s Privacy Policy, please call 1-800-262-1122.

Delivery of Shareholder Documents.  The Securities and Exchange Commission (SEC) permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called “householding” and it helps eliminate duplicate mailings to shareholders. Eaton Vance, or your financial advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, otherwise. If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial advisor. Your instructions that householding not apply to delivery of your Eaton Vance documents will typically be effective within 30 days of receipt by Eaton Vance or your financial advisor. Separate statements will be generated for each separate account and will be householded as described above.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website at www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC’s website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC’s public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).

Proxy Voting.  From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds’ and Portfolios’ Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge, upon request, by calling 1-800-262-1122 and by accessing the SEC’s website at www.sec.gov.

 

  21  


 

 

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Investment Adviser and Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Sub-Adviser

Atlanta Capital Management Company, LLC

1075 Peachtree Street NE

Suite 2100

Atlanta, GA 30309

Principal Underwriter*

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

(617) 482-8260

Custodian

State Street Bank and Trust Company

State Street Financial Center, One Lincoln Street

Boston, MA 02111

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

Attn: Eaton Vance Funds

P.O. Box 9653

Providence, RI 02940-9653

(800) 262-1122

Fund Offices

Two International Place

Boston, MA 02110

 
* FINRA BrokerCheck.  Investors may check the background of their Investment Professional by contacting the Financial Industry Regulatory Authority (FINRA). FINRA BrokerCheck is a free tool to help investors check the professional background of current and former FINRA-registered securities firms and brokers. FINRA BrokerCheck is available by calling 1-800-289-9999 and at www.FINRA.org. The FINRA BrokerCheck brochure describing this program is available to investors at www.FINRA.org.


LOGO

7782    3.31.17


Item 2. Code of Ethics

Not required in this filing.

Item 3. Audit Committee Financial Expert

Not required in this filing.

Item 4. Principal Accountant Fees and Services

Rule 2-01(c)(1)(ii)(A) of Regulation S-X (the “Loan Rule”) prohibits an accounting firm, such as the Trust’s principal accountant, Deloitte & Touche LLP (“D&T”), from having certain financial relationships with their audit clients and affiliated entities. Specifically, the Loan Rule provides, in relevant part, that an accounting firm generally would not be independent if it or a “covered person” of the accounting firm (within the meaning of applicable SEC rules relating to auditor independence) receives a loan from a lender that is a “record or beneficial owner of more than ten percent of the audit client’s equity securities.” Based on information provided


to the Audit Committee of the Board of Trustees (the “Audit Committee”) of the Eaton Vance family of funds by D&T, certain relationships between D&T and its affiliates (“Deloitte Entities”) and one or more lenders who are record owners of shares of one or more funds within the Eaton Vance family of funds (the “Funds”) implicate the Loan Rule, calling into question D&T’s independence with respect to the Funds. The Funds are providing this disclosure to explain the facts and circumstances as well as D&T’s conclusions concerning D&T’s objectivity and impartiality with respect to the audits of the Funds notwithstanding the existence of one or more breaches of the Loan Rule.

On June 20, 2016, the U.S. Securities and Exchange Commission (the “SEC”) issued no-action relief to another mutual fund complex (see Fidelity Management & Research Company et al., No-Action Letter (June 20, 2016) (the “No-Action Letter”)) related to an auditor independence issue arising under the Loan Rule. In the No-Action Letter, the SEC indicated that it would not recommend enforcement action against the fund group if the auditor is not in compliance with the Loan Rule provided that: (1) the auditor has complied with PCAOB Rule 3526(b)(1) and 3526(b)(2); (2) the auditor’s non-compliance under the Loan Rule is with respect to certain lending relationships; and (3) notwithstanding such non-compliance, the auditor has concluded that it is objective and impartial with respect to the issues encompassed within its engagement as auditor of the funds. The SEC has indicated that the no-action relief will expire 18 months from its issuance.

Based on information provided by D&T to the Audit Committee, the requirements of the No-Action Letter appear to be met with respect to D&T’s lending relationships described above. Among other things, D&T has advised the Audit Committee of its conclusion that the consequences of the breach of the Loan Rule have been satisfactorily addressed, that D&T’s objectivity and impartiality in the planning and conduct of the audits of the Fund’s financial statements has not been compromised and that, notwithstanding the breach, D&T is in a position to continue as the auditor for the Funds and D&T does not believe any actions need to be taken with respect to previously issued reports by D&T. D&T has advised the Audit Committee that these conclusions were based in part on its consideration of the No-Action Letter and other relevant information communicated to the Audit Committee.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

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

Not applicable.

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

Not applicable.


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

No material changes.

Item 11. Controls and Procedures

(a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.

(b) There have been no changes in the registrant’s internal controls over financial reporting during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits

 

(a)(1)   Registrant’s Code of Ethics – Not applicable (please see Item 2).
(a)(2)(i)   Treasurer’s Section 302 certification.
(a)(2)(ii)   President’s Section 302 certification.
(b)   Combined Section 906 certification.


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.

Eaton Vance Growth Trust

 

By:  

/s/ Payson F. Swaffield

  Payson F. Swaffield
  President
Date:   May 23, 2017

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:  

/s/ James F. Kirchner

  James F. Kirchner
  Treasurer
Date:   May 23, 2017
By:  

/s/ Payson F. Swaffield

  Payson F. Swaffield
  President
Date:   May 23, 2017